SEC Form 4 · accession 0001140361-17-046316

Monster Beverage Corp · MNST

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Hilton H Schlosberg

Officer — Vice Chairman and President · Director

Period of report

Apr 3, 2017

Accepted (ET)

Dec 14, 2017 · 7:24 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 Stock^F2	Apr 3, 2017	G	35,913	$0.00	A	168,024	D
Common Stock	May 8, 2017	G	427,560	$0.00	A	595,584	D
Common Stock	Aug 4, 2017	G	369,544	$0.00	A	965,128	D
Common Stock	Aug 9, 2017	G	2,328	$0.00	A	967,456	D
Common Stock	Dec 12, 2017	M	56,733	$5.29	A	1,024,189	D
Common Stock^F4	Dec 12, 2017	M	376,236	$5.29	A	2,625,426	I	By Hilrod Holdings XVI, L.P.
Common Stock^F4	Dec 12, 2017	F	179,824	$62.91	D	2,445,602	I	By Hilrod Holdings XVI, L.P.
Common Stock^F4	holding	—	—		—	5,645,568	I	By Brandon Limited Partnership No. 1
Common Stock^F4	holding	—	—		—	29,386,944	I	By Brandon Limited Partnership No. 2
Common Stock^F4	holding	—	—		—	104,772	I	By Hilrod Holdings IV, L.P.
Common Stock^F4	holding	—	—		—	214,284	I	By Hilrod Holdings V, L.P.
Common Stock^F4	holding	—	—		—	323,700	I	By Hilrod Holdings VI, L.P.
Common Stock^F4	holding	—	—		—	120,216	I	By Hilrod Holdings VII, L.P.
Common Stock^F4	holding	—	—		—	568,584	I	By Hilrod Holdings VIII, L.P.
Common Stock^F4	holding	—	—		—	453,444	I	By Hilrod Holdings IX, L.P.
Common Stock^F4	holding	—	—		—	249,918	I	By Hilrod Holdings X, L.P.
Common Stock^F4	holding	—	—		—	505,242	I	By Hilrod Holdings XI, L.P.
Common Stock^F5,F4	holding	—	—		—	327,186	I	By Hilrod Holdings XII, L.P.
Common Stock^F4	holding	—	—		—	1,440,954	I	By Hilrod Holdings XIII, L.P.
Common Stock^F5,F4	holding	—	—		—	186,790	I	By Hilrod Holdings XIV, L.P.
Common Stock^F5,F4	holding	—	—		—	4,176	I	By Hilrod Holdings XV, L.P.
Common Stock^F4	holding	—	—		—	90,204	I	By RCS 2008 GRAT #2
Common Stock^F4,F6	holding	—	—		—	231,363	I	By RCS 2009 GRAT #2
Common Stock^F4	holding	—	—		—	105,486	I	By RCS Direct 2010 GRAT
Common Stock^F4	holding	—	—		—	4,836	I	By RCS Direct 2010 GRAT #2
Common Stock^F4,F6	holding	—	—		—	1,639,842	I	By RCS 2010 GRAT #3
Common Stock^F4	holding	—	—		—	80,598	I	By RCS Direct 2011 GRAT

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)^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 Units^{F12,F13,F14,F8}	—	holding	—	—	—	—	—	Common Stock	—	38,100	D
Restricted Stock Units^{F12,F15,F14,F8}	—	holding	—	—	—	—	—	Common Stock	—	78,000	D
Restricted Stock Units^{F12,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 Rodney Sacks as indirectly beneficially owned as trustee of HHS 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 RCS 2008 GRAT #2, RCS 2009 GRAT #2, RCS Direct 2010 GRAT, RCS Direct 2010 GRAT #2, RCS 2010 GRAT #3 and RCS Direct 2011 GRAT.
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 indirectly beneficially owned by Rodney Sacks are reported as indirectly beneficially owned by the reporting person as trustee of RCS 2009 GRAT #2. Reflects a change in the trustee, shares which were previously reported as directly beneficially owned by Rodney Sacks are reported as indirectly beneficially owned by the reporting person as trustee of RCS 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.