SEC Form 4 · accession 0001140361-17-046315
Monster Beverage Corp · MNST
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Rodney C Sacks
Officer — Chairman and CEO · Director
Period of report
Apr 3, 2017
Accepted (ET)
Dec 14, 2017 · 7:21 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000865752
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2 | Apr 3, 2017 | G | 35,913 | $0.00 | A | 118,923 | D | |
| Common Stock | May 8, 2017 | G | 406,578 | $0.00 | A | 525,501 | D | |
| Common Stock | May 8, 2017 | G | 114,133 | $0.00 | A | 639,634 | D | |
| Common Stock | May 8, 2017 | G | 31,195 | $0.00 | D | 608,439 | D | |
| Common Stock | Aug 4, 2017 | G | 360,085 | $0.00 | A | 968,524 | D | |
| Common Stock | Aug 9, 2017 | G | 2,328 | $0.00 | A | 970,852 | D | |
| Common Stock | Aug 24, 2017 | G | 1,518 | $0.00 | D | 969,334 | D | |
| Common Stock | Sep 6, 2017 | G | 19,175 | $0.00 | D | 950,159 | D | |
| Common Stock | Sep 18, 2017 | G | 353 | $0.00 | D | 949,806 | D | |
| Common Stock | Dec 12, 2017 | M | 56,733 | $5.29 | A | 1,006,539 | D | |
| Common StockF4 | Dec 12, 2017 | M | 376,236 | $5.29 | A | 2,625,426 | I | By Hilrod Holdings XVI, L.P. |
| Common StockF4 | Dec 12, 2017 | F | 179,824 | $62.91 | D | 2,445,602 | I | By Hilrod Holdings XVI, L.P. |
| Common StockF4 | holding | — | — | — | 5,645,568 | I | By Brandon Limited Partnership No. 1 | |
| Common StockF4 | holding | — | — | — | 29,386,944 | I | By Brandon Limited Partnership No. 2 | |
| Common StockF4 | holding | — | — | — | 104,772 | I | By Hilrod Holdings IV, L.P. | |
| Common StockF4 | holding | — | — | — | 214,284 | I | By Hilrod Holdings V, L.P. | |
| Common StockF4 | holding | — | — | — | 323,700 | I | By Hilrod Holdings VI, L.P. | |
| Common StockF4 | holding | — | — | — | 120,216 | I | By Hilrod Holdings VII, L.P. | |
| Common StockF4 | holding | — | — | — | 568,584 | I | By Hilrod Holdings VIII, L.P. | |
| Common StockF4 | holding | — | — | — | 453,444 | I | By Hilrod Holdings IX, L.P. | |
| Common StockF4 | holding | — | — | — | 249,918 | I | By Hilrod Holdings X, L.P. | |
| Common StockF4 | holding | — | — | — | 505,242 | I | By Hilrod Holdings XI, L.P. | |
| Common StockF5,F4 | holding | — | — | — | 327,186 | I | By Hilrod Holdings XII, L.P. | |
| Common StockF4 | holding | — | — | — | 1,440,954 | I | By Hilrod Holdings XIII, L.P. | |
| Common StockF5,F4 | holding | — | — | — | 186,790 | I | By Hilrod Holdings XIV, L.P. | |
| Common StockF5,F4 | holding | — | — | — | 4,176 | I | By Hilrod Holdings XV, L.P. | |
| Common StockF4,F6 | holding | — | — | — | 3,091,215 | I | By HHS 2010 GRAT #3 | |
| Common StockF4 | holding | — | — | — | 28,722 | I | By HHS 2014 GRAT #2 |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (right to buy)F7,F17 | $5.29 | Dec 12, 2017 | M | 56,733 | D | — | Jun 2, 2018 | Common Stock | 56,733 | 0 | D |
| Employee Stock Option (right to buy)F4,F7,F17 | $5.29 | Dec 12, 2017 | M | 188,118 | D | — | Jun 2, 2018 | Common Stock | 188,118 | 0 | I |
| Employee Stock Option (right to buy)F7,F8 | $5.94 | holding | — | — | — | — | Dec 1, 2019 | Common Stock | — | 16,830 | D |
| Employee Stock Option (right to buy)F4,F7,F8 | $5.94 | holding | — | — | — | — | Dec 1, 2019 | Common Stock | — | 283,170 | I |
| Employee Stock Option (right to buy)F7,F8 | $17.99 | holding | — | — | — | — | Jun 3, 2023 | Common Stock | — | 11,118 | D |
| Employee Stock Option (right to buy)F4,F7,F8 | $17.99 | holding | — | — | — | — | Jun 3, 2023 | Common Stock | — | 408,882 | I |
| Employee Stock Option (right to buy)F4,F7,F8 | $17.99 | holding | — | — | — | — | Jun 3, 2023 | Common Stock | — | 210,000 | I |
| Employee Stock Option (right to buy)F7,F8 | $23.35 | holding | — | — | — | — | Mar 14, 2024 | Common Stock | — | 210,000 | D |
| Employee Stock Option (right to buy)F4,F7,F8 | $23.35 | holding | — | — | — | — | Mar 14, 2024 | Common Stock | — | 420,000 | I |
| Employee Stock Option (right to buy)F9,F8 | $45.16 | holding | — | — | — | — | Mar 13, 2025 | Common Stock | — | 158,400 | D |
| Employee Stock Option (right to buy)F4,F7,F8 | $45.16 | holding | — | — | — | — | Mar 13, 2025 | Common Stock | — | 79,200 | I |
| Employee Stock Option (right to buy)F10,F8 | $43.99 | holding | — | — | — | — | Mar 14, 2026 | Common Stock | — | 315,000 | D |
| Employee Stock Option (right to buy)F11,F8 | $46.27 | holding | — | — | — | — | Mar 14, 2027 | Common Stock | — | 305,500 | D |
| Restricted Stock UnitsF12,F13,F14,F8 | — | holding | — | — | — | — | — | Common Stock | — | 38,100 | D |
| Restricted Stock UnitsF12,F15,F14,F8 | — | holding | — | — | — | — | — | Common Stock | — | 78,000 | D |
| Restricted Stock UnitsF12,F16,F14,F8 | — | holding | — | — | — | — | — | Common Stock | — | 116,100 | D |
Explanation of responses
- F1As a result of the distribution of shares, which were previously reported as indirectly beneficially owned by the reporting person, as the proceeds of in-kind annuity payments from existing grantor retained annuity trusts to the reporting person and a transfer of shares directly to the reporting person, the total amount of shares directly owned has increased.
- F10The options are currently vested with respect to 105,000 shares. The remaining options vest in two equal installments on March 14, 2018 and 2019.
- F11The options vest in three equal installments on March 14, 2018, 2019 and 2020.
- F12The restricted stock units were granted under the Monster Beverage Corporation 2011 Omnibus Incentive Plan. Each restricted stock unit represents a contingent right to receive one share of the Company's common stock as of the vesting date.
- F13The remaining restricted stock units vest on March 13, 2018.
- F14Not applicable.
- F15The remaining restricted stock units vest in two equal installments on March 14, 2018 and 2019.
- F16The restricted stock units vest in three equal installments on March 14, 2018, 2019 and 2020.
- F17Previous disclosures incorrectly reported the number for these options as 58,623 and186,228. However the total number of these options previously reported was correct.
- F2As a result of a change in the trustee, shares which were previously reported as directly beneficially owned by the reporting person are now reported by Hilton Schlosberg as indirectly beneficially owned as trustee of RCS 2010 GRAT #3 and the total number of shares directly owned by the reporting person have decreased.
- F3Represents shares transferred to the reporting person as the proceeds of an in-kind annuity payment from an existing grantor retained trust with an independent trustee. For the 8/09/2017 transaction, represents shares distributed to the reporting person as one of the general partners of Hilrod Holdings XV, L.P., without consideration.
- F4The reporting person is one of the general partners of each of Brandon Limited Partnership No. 1, Brandon Limited Partnership No. 2, Hilrod Holdings IV, L.P., Hilrod Holdings V, L.P., Hilrod Holdings VI, L.P., Hilrod Holdings VII, L.P., Hilrod Holdings VIII, L.P., Hilrod Holdings IX, L.P., Hilrod Holdings X, L.P., Hilrod Holdings XI, L.P., Hilrod Holdings XII, L.P., Hilrod Holdings XIII, L.P., Hilrod Holdings XIV, L.P., Hilrod Holdings XV, L.P., and Hilrod Holdings XVI, L.P. The reporting person is the trustee of each of HHS 2010 GRAT #3 and HHS 2014 GRAT #2.
- F5Reflects the distribution of shares as the proceeds of in-kind annuity payments from existing grantor retained annuity trusts and the transfer of shares directly to the reporting person. The shares received from the in-kind annuity payment and direct transfer are directly beneficially owned by the reporting person. For Hilrod Holdings XV, L.P., reflects the distribution of shares to the reporting person as one of the general partners of Hilrod Holdings XV, L.P., without consideration. The shares distributed from Hilrod Holdings XV, L.P. are directly beneficially owned by the reporting person.
- F6Reflects a change in the trustee, shares which were previously reported as directly beneficially owned by Hilton Schlosberg are reported as indirectly beneficially owned by the reporting person as trustee of HHS 2010 GRAT #3.
- F7The options are currently vested.
- F8No transaction is being reported at this time. This line is only reporting holdings as of the date hereof.
- F9The options are currently vested with respect to 79,200 shares. The remaining options vest on March 13, 2018.