SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
HALL MARK J

(Last) (First) (Middle)
1 MONSTER WAY

(Street)
CORONA CA 92879

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Monster Beverage Corp [ MNST ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
05/07/2019
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 05/07/2019 M 4,281 A $23.35 871,897 I By MJCF Hall Family Trust(1)
Common Stock 05/07/2019 M 180,000 A $45.16 1,051,897 I By MJCF Hall Family Trust
Common Stock 05/07/2019 S 181,622 D $61.45(2) 870,275 I By MJCF Hall Family Trust
Common Stock 05/08/2019 M 22,719 A $23.35 892,994 I By MJCF Hall Family Trust
Common Stock 05/08/2019 M 60,000 A $45.16 952,994 I By MJCF Hall Family Trust
Common Stock 05/08/2019 M 90,000 A $43.99 1,042,994 I By MJCF Hall Family Trust
Common Stock 05/08/2019 M 40,000 A $43.64 1,082,994 I By MJCF Hall Family Trust
Common Stock 05/08/2019 S 212,719 D $61.69(3) 870,275 I By MJCF Hall Family Trust
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) $23.35 05/07/2019(4) M 27,000 (5) 03/14/2024 Common Stock 27,000 $0 0 D
Employee Stock Option (right to buy) $45.16 05/07/2019(6) M 240,000 (7) 03/13/2025 Common Stock 240,000 $0 60,000 D
Employee Stock Option (right to buy) $43.99 05/08/2019 M 90,000 (5) 03/14/2026 Common Stock 90,000 $0 0 D
Employee Stock Option (right to buy) $43.64 05/08/2019 M 40,000 (8) 12/01/2026 Common Stock 40,000 $0 60,000 D
Employee Stock Option (right to buy) $58.73 (9) 03/14/2028 Common Stock (10) 50,000 D
Employee Stock Option (right to buy) $59.67 (11) 03/14/2029 Common Stock (10) 25,000 D
Restricted Stock Units (12) (13) (14) Common Stock (10) 8,500 D
Explanation of Responses:
1. Shares which were previously reported as directly beneficially owned by the reporting person are reported as indirectly beneficially owned by the reporting person as co-trustee of the MJCF Hall Family Trust, of which the reporting person and his wife are trustees and beneficiaries
2. This transaction was executed in multiple trades at prices ranging from $61.17 to $61.74. 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 or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
3. This transaction was executed in multiple trades at prices ranging from $61.59 to $61.83. 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 or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
4. 4,281 shares were exercised on May 7, 2019 and 22,719 shares were exercised on May 8, 2019.
5. The options are fully vested.
6. 180,000 shares were exercised on May 7, 2019 and 60,000 shares were exercised on May 8, 2019.
7. The remaining options vest on March 13, 2020.
8. The remaining options vest in three equal installments on December 1, 2019, 2020 and 2021.
9. The options are currently vested with respect to 5,000 shares. The remaining options vest in four installments as follows: 7,500 shares on March 14, 2020; 10,000 shares on March 14, 2021; 12,500 shares on March 14, 2022; 15,000 shares on March 14, 2023.
10. No transaction is being reported at this time. This line is only reporting holdings as of the date hereof.
11. The options vest in five installments as follows: 2,500 shares on March 14, 2020; 3,750 shares on March 14, 2021; 5,000 shares on March 14, 2022; 6,250 shares on March 14, 2023; 7,500 shares on March 14, 2024.
12. The 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.
13. The restricted stock units vest in five installments as follows: 850 units on March 14, 2020; 1,275 units on March 14, 2021; 1,700 units on March 14, 2022; 2,125 units on March 14, 2023; 2,550 shares on March 14, 2024.
14. Not applicable.
/s/ Paul J. Dechary, attorney-in-fact 05/09/2019
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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