SEC Form 4 · accession 0001140361-18-000282
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
Dec 28, 2017
Accepted (ET)
Jan 2, 2018 · 8:30 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 | Dec 28, 2017 | S | 201 | $64.51 | D | 981,439 | D | |
| Common StockF2,F3 | Dec 28, 2017 | S | 697 | $64.51 | D | 2,297,593 | I | By Hilrod Holdings XVI, L.P. |
| Common StockF3 | holding | — | — | — | 5,645,568 | I | By Brandon Limited Partnership No. 1 | |
| Common StockF3 | holding | — | — | — | 29,386,944 | I | By Brandon Limited Partnership No. 2 | |
| Common StockF3 | holding | — | — | — | 104,772 | I | By Hilrod Holdings IV, L.P. | |
| Common StockF3 | holding | — | — | — | 214,284 | I | By Hilrod Holdings V, L.P. | |
| Common StockF3 | holding | — | — | — | 323,700 | I | By Hilrod Holdings VI, L.P. | |
| Common StockF3 | holding | — | — | — | 120,216 | I | By Hilrod Holdings VII, L.P. | |
| Common StockF3 | holding | — | — | — | 568,584 | I | By Hilrod Holdings VIII, L.P. | |
| Common StockF3 | holding | — | — | — | 453,444 | I | By Hilrod Holdings IX, L.P. | |
| Common StockF3 | holding | — | — | — | 249,918 | I | By Hilrod Holdings X, L.P. | |
| Common StockF3 | holding | — | — | — | 505,242 | I | By Hilrod Holdings XI, L.P. | |
| Common StockF3 | holding | — | — | — | 327,186 | I | By Hilrod Holdings XII, L.P. | |
| Common StockF3 | holding | — | — | — | 1,440,954 | I | By Hilrod Holdings XIII, L.P. | |
| Common StockF3 | holding | — | — | — | 186,790 | I | By Hilrod Holdings XIV, L.P. | |
| Common StockF3 | holding | — | — | — | 4,176 | I | By Hilrod Holdings XV, L.P. | |
| Common StockF3 | holding | — | — | — | 90,204 | I | By RCS 2008 GRAT #2 | |
| Common StockF3 | holding | — | — | — | 231,363 | I | By RCS 2009 GRAT #2 | |
| Common StockF3 | holding | — | — | — | 105,486 | I | By RCS Direct 2010 GRAT | |
| Common StockF3 | holding | — | — | — | 4,836 | I | By RCS Direct 2010 GRAT #2 | |
| Common StockF3 | holding | — | — | — | 1,639,842 | I | By RCS 2010 GRAT #3 | |
| Common StockF3 | 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)F4,F5 | $5.94 | holding | — | — | — | — | Dec 1, 2019 | Common Stock | — | 16,830 | D |
| Employee Stock Option (right to buy)F3,F4,F5 | $5.94 | holding | — | — | — | — | Dec 1, 2019 | Common Stock | — | 283,170 | I |
| Employee Stock Option (right to buy)F4,F5 | $17.99 | holding | — | — | — | — | Jun 3, 2023 | Common Stock | — | 11,118 | D |
| Employee Stock Option (right to buy)F3,F4,F5 | $17.99 | holding | — | — | — | — | Jun 3, 2023 | Common Stock | — | 408,882 | I |
| Employee Stock Option (right to buy)F3,F4,F5 | $17.99 | holding | — | — | — | — | Jun 3, 2023 | Common Stock | — | 210,000 | I |
| Employee Stock Option (right to buy)F4,F5 | $23.35 | holding | — | — | — | — | Mar 14, 2024 | Common Stock | — | 210,000 | D |
| Employee Stock Option (right to buy)F3,F4,F5 | $23.35 | holding | — | — | — | — | Mar 14, 2024 | Common Stock | — | 420,000 | I |
| Employee Stock Option (right to buy)F6,F5 | $45.16 | holding | — | — | — | — | Mar 13, 2025 | Common Stock | — | 158,400 | D |
| Employee Stock Option (right to buy)F3,F4,F5 | $45.16 | holding | — | — | — | — | Mar 13, 2025 | Common Stock | — | 79,200 | I |
| Employee Stock Option (right to buy)F7,F5 | $43.99 | holding | — | — | — | — | Mar 14, 2026 | Common Stock | — | 315,000 | D |
| Employee Stock Option (right to buy)F8,F5 | $46.27 | holding | — | — | — | — | Mar 14, 2027 | Common Stock | — | 305,500 | D |
| Restricted Stock UnitsF9,F10,F11,F5 | — | holding | — | — | — | — | — | Common Stock | — | 38,100 | D |
| Restricted Stock UnitsF9,F12,F11,F5 | — | holding | — | — | — | — | — | Common Stock | — | 78,000 | D |
| Restricted Stock UnitsF9,F13,F11,F5 | — | holding | — | — | — | — | — | Common Stock | — | 116,100 | D |
Explanation of responses
- F1Sale of shares pursuant to a Rule 10b5-1 trading plan adopted December 14, 2017.
- F10The remaining restricted stock units vest on March 13, 2018.
- F11Not applicable.
- F12The remaining restricted stock units vest in two equal installments on March 14, 2018 and 2019.
- F13The restricted stock units vest in three equal installments on March 14, 2018, 2019 and 2020.
- F2This transaction was executed in multiple trades at prices ranging from $64.50 to $64.54. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer of a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
- F3The 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.
- F4The options are currently vested.
- F5No transaction is being reported at this time. This line is only reporting holdings as of the date hereof.
- F6The options are currently vested with respect to 79,200 shares. The remaining options vest on March 13, 2018.
- F7The options are currently vested with respect to 105,000 shares. The remaining options vest in two equal installments on March 14, 2018 and 2019.
- F8The options vest in three equal installments on March 14, 2018, 2019 and 2020.
- F9The 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.