SEC Form 4 · accession 0001567619-18-008825
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
May 8, 2018
Accepted (ET)
Dec 31, 2018 · 4:08 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 | May 8, 2018 | G | 1,000,000 | $0.00 | D | 89,858 | D | |
| Common Stock | Sep 27, 2018 | G | 268,060 | $0.00 | A | 357,918 | D | |
| Common Stock | Nov 14, 2018 | G | 535 | $0.00 | D | 357,383 | D | |
| Common Stock | Dec 21, 2018 | G | 300,000 | $0.00 | D | 57,383 | D | |
| Common StockF3 | May 8, 2018 | G | 2,000,000 | $0.00 | A | 2,000,000 | I | By Hilrod Holdings XVII, L.P. |
| Common StockF3 | Dec 21, 2018 | G | 600,000 | $0.00 | A | 600,000 | I | By Hilrod Holdings XIX, 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 StockF4,F3 | holding | — | — | — | 1,713,070 | I | By Hilrod Holdings XVI, 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)F6 | $23.35 | May 9, 2018 | G | 205,719 | D | — | Mar 14, 2024 | Common Stock | 205,719 | 4,281 | D |
| Employee Stock Option (right to buy)F6 | $45.16 | May 9, 2018 | G | 156,186 | D | — | Mar 13, 2025 | Common Stock | 156,186 | 2,214 | D |
| Employee Stock Option (right to buy)F9 | $43.99 | May 9, 2018 | G | 210,000 | D | — | Mar 14, 2026 | Common Stock | 210,000 | 105,000 | D |
| Employee Stock Option (right to buy)F10 | $46.27 | May 9, 2018 | G | 101,834 | D | — | Mar 14, 2027 | Common Stock | 101,834 | 203,666 | D |
| Employee Stock Option (right to buy)F6,F7 | $5.94 | holding | — | — | — | — | Dec 1, 2019 | Common Stock | — | 16,830 | D |
| Employee Stock Option (right to buy)F3,F6,F7 | $5.94 | holding | — | — | — | — | Dec 1, 2019 | Common Stock | — | 283,170 | I |
| Employee Stock Option (right to buy)F6,F7 | $17.99 | holding | — | — | — | — | Jun 3, 2023 | Common Stock | — | 11,118 | D |
| Employee Stock Option (right to buy)F3,F6,F7 | $17.99 | holding | — | — | — | — | Jun 3, 2023 | Common Stock | — | 408,882 | I |
| Employee Stock Option (right to buy)F3,F6,F7 | $17.99 | holding | — | — | — | — | Jun 3, 2023 | Common Stock | — | 210,000 | I |
| Employee Stock Option (right to buy)F3,F6,F7 | $23.35 | holding | — | — | — | — | Mar 14, 2024 | Common Stock | — | 420,000 | I |
| Employee Stock Option (right to buy)F3,F6 | $23.35 | holding | — | — | — | — | Mar 14, 2024 | Common Stock | 205,719 | 205,719 | I |
| Employee Stock Option (right to buy)F3,F6,F7 | $45.16 | holding | — | — | — | — | Mar 13, 2025 | Common Stock | — | 79,200 | I |
| Employee Stock Option (right to buy)F3,F6 | $45.16 | holding | — | — | — | — | Mar 13, 2015 | Common Stock | 156,186 | 156,186 | I |
| Employee Stock Option (right to buy)F3,F6 | $43.99 | holding | — | — | — | — | Mar 14, 2026 | Common Stock | 210,000 | 210,000 | I |
| Employee Stock Option (right to buy)F3,F6 | $46.27 | holding | — | — | — | — | Mar 14, 2027 | Common Stock | 101,834 | 101,834 | I |
| Employee Stock Option (right to buy)F11,F7 | $58.73 | holding | — | — | — | — | Mar 14, 2028 | Common Stock | — | 264,000 | D |
| Restricted Stock UnitsF12,F13,F14,F7 | — | holding | — | — | — | — | — | Common Stock | — | 39,000 | D |
| Restricted Stock UnitsF12,F15,F14,F7 | — | holding | — | — | — | — | — | Common Stock | — | 77,400 | D |
| Restricted Stock UnitsF12,F16,F14,F7 | — | holding | — | — | — | — | — | Common Stock | — | 102,200 | D |
Explanation of responses
- F1Reflects the assignment of shares from the reporting person to Hilrod Holdings XVII, L.P. and Hilrod Holdings XIX, L.P., of which the reporting person is one of the general partners. The shares assigned to Hilrod Holdings XVII, L.P. and Hilrod Holdings XIX, L.P. are indirectly beneficially owned by the reporting person.
- F10The remaining options vest in two equal installments on March 14, 2019 and 2020.
- F11The options vest in three equal installments on March 14, 2019, 2020 and 2021.
- 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 14, 2019.
- F14Not applicable.
- F15The restricted stock units vest in two equal installments on March 14, 2019 and 2020.
- F16The restricted stock units vest in three equal installments on March 14, 2019, 2020 and 2021.
- F2As 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, the total amount of shares directly owned has increased.
- 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., Hilrod Holdings XVI, L.P., Hilrod Holdings XVII, L.P., Hilrod Holdings XVIII, L.P. and Hilrod Holdings XIX, 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.
- F4Reflects the distribution of shares as the proceeds of in-kind annuity payments from existing grantor retained annuity trusts. The shares received from the in-kind annuity payment are directly beneficially owned by the reporting person.
- F5Reflects the assignment of shares from the reporting person and Hilton Schlosberg to Hilrod Holdings XVII, L.P. and Hilrod Holdings XIX, L.P., of which the reporting person is one of the general partners. The shares assigned to Hilrod Holdings XVII, L.P. and Hilrod Holdings XIX, L.P. are indirectly beneficially owned by the reporting person..
- F6The options are currently vested.
- F7No transaction is being reported at this time. This line is only reporting holdings as of the date hereof.
- F8Reflects the assignment of options from the reporting person to Hilrod Holdings XVIII, L.P., of which the reporting person is one of the general partners. The options assigned to Hilrod Holdings XVIII, L.P. are indirectly beneficially owned by the reporting person.
- F9The remaining options vest on March 14, 2019.