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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Monster Beverage Corp [ MNST ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/14/2022 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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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 | 03/14/2022 | A(1) | 4,000 | A | $0 | 19,340 | D | |||
Common Stock | 03/14/2022 | M | 1,700 | A | (2) | 21,040 | D | |||
Common Stock | 03/14/2022 | M | 1,050 | A | (2) | 22,090 | D | |||
Common Stock | 03/14/2022 | M | 280 | A | (2) | 22,370 | D | |||
Common Stock | 03/14/2022 | F | 2,844 | D | $73.23 | 19,526 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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) | $43.99 | (3) | 03/14/2026 | Common Stock | (4) | 15,729 | D | ||||||||
Employee Stock Option (right to buy) | $43.64 | (3) | 12/01/2026 | Common Stock | (4) | 100,000 | D | ||||||||
Employee Stock Option (right to buy) | $46.27 | (3) | 03/14/2027 | Common Stock | (4) | 40,000 | D | ||||||||
Employee Stock Option (right to buy) | $58.73 | (5) | 03/14/2028 | Common Stock | (4) | 50,000 | D | ||||||||
Employee Stock Option (right to buy) | $51.5 | (6) | 06/01/2028 | Common Stock | (4) | 25,000 | D | ||||||||
Employee Stock Option (right to buy) | $59.67 | (7) | 03/14/2029 | Common Stock | (4) | 25,000 | D | ||||||||
Employee Stock Option (right to buy) | $62.39 | (8) | 03/13/2030 | Common Stock | (4) | 20,000 | D | ||||||||
Employee Stock Option (right to buy) | $88.94 | (9) | 03/12/2031 | Common Stock | (4) | 10,000 | D | ||||||||
Employee Stock Option (right to buy) | $73.23 | 03/14/2022 | A | 23,000 | (10) | 03/14/2032 | Common Stock | 23,000 | $0 | 23,000 | D | ||||
Restricted Stock Units | (11) | (12) | (13) | Common Stock | (4) | 6,000 | D | ||||||||
Restricted Stock Units | (11) | 03/14/2022 | M | 1,700 | (14) | (13) | Common Stock | 1,400 | $0 | 4,675 | D | ||||
Restricted Stock Units | (11) | 03/14/2022 | M | 1,050 | (15) | (13) | Common Stock | 1,050 | $0 | 5,250 | D | ||||
Restricted Stock Units | (16) | 03/14/2022 | M | 280 | (17) | (13) | Common Stock | 280 | $0 | 2,520 | D | ||||
Restricted Stock Units | (16) | 03/14/2022 | A | 6,800 | (18) | (13) | Common Stock | 6,800 | $0 | 6,800 | D |
Explanation of Responses: |
1. Received upon the achievement of the vesting criteria applicable to the second of three tranches of performance share units granted under the Monster Beverage Corporation 2011 Omnibus Incentive Plan (the "2011 Omnibus Incentive Plan"), achievement of which was certified by the Compensation Committee of the Company's Board of Directors (the "Compensation Committee"). Each performance share unit represents a contingent right to receive one share of the Company's common stock as of the applicable vesting date. |
2. Each restricted stock unit represents a contingent right to receive one share of the Company's common stock as of the vesting date. Accordingly, these restricted stock units were settled in shares of common stock. |
3. The options are fully vested. |
4. No transaction is being reported at this time. This line is only reporting holdings as of the date hereof. |
5. The options are currently vested with respect to 35,000 shares. The remaining options vest on March 14, 2023. |
6. The options are currently vested with respect to 8,334 shares. The remaining options vest in two installments as follow: 8,333 shares on June 1, 2022 and 8,333 shares on June 1, 2023. |
7. The options are currently vested with respect to 11,250 shares. The remaining options vest in two installments as follow: 6,250 shares on March 14, 2023 and 7,500 shares on March 14, 2024. |
8. The options are currently vested with respect to 5,000 shares. The remaining options vest in three installments as follows: 4,000 shares on March 13, 2023? 5,000 shares on March 13, 2024 and 6,000 shares on March 13, 2025. |
9. The options are currently vested with respect to 1,000 shares. The remaining options vest in four installments as follows: 1,500 shares on March 12, 2023? 2,000 shares on March 12, 2024? 2,500 shares on March 12, 2025 and 3,000 shares on March 12, 2026. |
10. The options vest in five installments as follows: 2,300 shares on March 14, 2023; 3,450 shares on March 14, 2024; 4,600 shares on March 14, 2025; 5,750 shares on March 14, 2026 and 6,900 shares on March 14, 2027. |
11. The restricted stock units were granted under the 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. |
12. The restricted stock units vest in two equal installments as follows: June 1, 2022 and 2023. |
13. Not applicable. |
14. The remaining restricted stock units vest in two installments as follows: 2,125 units on March 14, 2023 and 2,550 shares on March 14, 2024. |
15. The remaining restricted stock units vest in three installments as follows: 1,400 units on March 13, 2023? 1,750 units on March 13, 2024 and 2,100 units on March 13, 2025. |
16. The restricted stock units were granted under the Monster Beverage Corporation 2020 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. |
17. The remaining restricted stock units vest in four installments as follows: 420 units on March 12, 2023? 560 units on March 12, 2024? 700 units on March 12, 2025 and 840 units on March 12, 2026. |
18. The restricted stock units vest in five installments as follows: 680 units on March 14, 2023? 1,020 units on March 14, 2024? 1,360 units on March 14, 2025? 1,700 units on March 14, 2026 and 2,040 units on March 14, 2027. |
Paul J. Dechary, attorney-in-fact | 03/16/2022 | |
** 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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |