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 |
|
|||||||||||||||
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)
|
2. Issuer Name and Ticker or Trading Symbol
HANSEN NATURAL CORP [ HANS ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
||||||||||||||||||||||||
3. Date of Earliest Transaction
(Month/Day/Year) 06/30/2005 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
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 | 06/30/2005 | J | 200,000(6) | D | (7) | 1,391,667 | I | By Brandon Limited Partnership No. 2(1) | ||
Common Stock | 456,097 | D | ||||||||
Common Stock | 163,365 | I | By Brandon Limited Partnership No. 1(1) |
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) | $4.25 | (2) | 02/02/2009 | Common Stock | 100,000 | 100,000 | D | ||||||||
Employee Stock Option (right to buy) | $3.57 | (3) | 07/12/2012 | Common Stock | 150,000 | 80,000 | D | ||||||||
Employee Stock Option (right to buy) | $4.2 | (4) | 05/28/2013 | Common Stock | 150,000 | 150,000 | D | ||||||||
Employee Stock Option (right to buy) | $52.5 | (5) | 03/23/2015 | Common Stock | 150,000 | 150,000 | D |
Explanation of Responses: |
1. The reporting person is one of the general partners of each Brandon Limited Partnership No. 1 and Brandon Limited Partnership No. 2. |
2. Immediately. |
3. The remaining options vest in two equal installments on July 12, 2005 and 2006. |
4. The options are currently vested with respect to 60,000 shares. The remaining options vest in three equal installments on January 1, 2006, 2007 and 2008. |
5. Granted March 23, 2005 pursuant to the Company's 2001 Stock Option Plan (which is a Rule 16b-3(d)(1) plan). The option vests annually beginning March 23, 2006 in installments of 30,000 shares. |
6. The shares of common stock listed in column 4 of Table 1 represent shares which are held of record by Brandon Limited Partnership No. 2. Such shares were distributed to certain limited partners in accordance with the terms of the partnership agreement. |
7. N/A |
Hilton H. Schlosberg | 06/30/2005 | |
** 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. |