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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

SCHLOSBERG HILTON H

(Last)

(First)

(Middle)

1 MONSTER WAY

(Street)

CORONA

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
X	Officer (give title below)	Other (specify below)
	Vice Chairman and Co-CEO

3. Date of Earliest Transaction (Month/Day/Year)
03/14/2025

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/14/2025		M		30,734	A	⁽¹⁾	2,269,510	D
Common Stock	03/14/2025		M		22,534	A	⁽¹⁾	2,292,044	D
Common Stock	03/14/2025		M		19,333	A	⁽¹⁾	2,311,377	D
Common Stock	03/14/2025		A⁽²⁾		165,960	A	$0	2,477,337	D
Common Stock	03/14/2025		F		121,143	D	$55.09	2,356,194	D
Common Stock	03/14/2025		G		1,200	D	$0	2,354,994	D
Common Stock								11,291,136	I	By Brandon Limited Partnership No. 1⁽³⁾
Common Stock								58,773,888	I	By Brandon Limited Partnership No. 2⁽³⁾
Common Stock								276,109	I	By Hilrod Holdings XV, L.P.⁽³⁾
Common Stock								231,754	I	By Hilrod Holdings XVIII, L.P.⁽³⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Employee Stock Option (right to buy)	$21.99							⁽⁴⁾	03/14/2026	Common Stock	⁽⁵⁾		4,542	D
Employee Stock Option (right to buy)	$21.99							⁽⁴⁾	03/14/2026	Common Stock	⁽⁵⁾		194,514	I	By Hilrod Holdings XVIII, L.P.⁽³⁾
Employee Stock Option (right to buy)	$21.99							⁽⁴⁾	03/14/2026	Common Stock	⁽⁵⁾		430,944	I	By Hilrod Holdings XXVI, L.P.⁽³⁾
Employee Stock Option (right to buy)	$23.14							⁽⁴⁾	03/14/2027	Common Stock	⁽⁵⁾		4,326	D
Employee Stock Option (right to buy)	$23.14							⁽⁴⁾	03/14/2027	Common Stock	⁽⁵⁾		49,926	I	By Hilrod Holdings XVIII, L.P.⁽³⁾
Employee Stock Option (right to buy)	$23.14							⁽⁴⁾	03/14/2027	Common Stock	⁽⁵⁾		153,742	I	By Hilrod Holdings XXIII, L.P.⁽³⁾
Employee Stock Option (right to buy)	$23.14							⁽⁴⁾	03/14/2027	Common Stock	⁽⁵⁾		403,006	I	By Hilrod Holdings XXVI, L.P.⁽³⁾
Employee Stock Option (right to buy)	$29.37							⁽⁴⁾	03/14/2028	Common Stock	⁽⁵⁾		3,404	D
Employee Stock Option (right to buy)	$29.37							⁽⁴⁾	03/14/2028	Common Stock	⁽⁵⁾		172,596	I	By Hilrod Holdings XXIII, L.P.⁽³⁾
Employee Stock Option (right to buy)	$29.37							⁽⁴⁾	03/14/2028	Common Stock	⁽⁵⁾		352,000	I	By Hilrod Holdings XXVI, L.P.⁽³⁾
Employee Stock Option (right to buy)	$29.84							⁽⁴⁾	03/14/2029	Common Stock	⁽⁵⁾		194,400	D
Employee Stock Option (right to buy)	$29.84							⁽⁴⁾	03/14/2029	Common Stock	⁽⁵⁾		194,400	I	By Hilrod Holdings XXIII, L.P.⁽³⁾
Employee Stock Option (right to buy)	$29.84							⁽⁴⁾	03/14/2029	Common Stock	⁽⁵⁾		194,400	I	By Hilrod Holdings XXVI, L.P.⁽³⁾
Employee Stock Option (right to buy)	$31.2							⁽⁴⁾	03/13/2030	Common Stock	⁽⁵⁾		212,668	D
Employee Stock Option (right to buy)	$31.2							⁽⁴⁾	03/13/2030	Common Stock	⁽⁵⁾		170,132	I	By Hilrod Holdings XXIII, L.P.⁽³⁾
Employee Stock Option (right to buy)	$44.47							⁽⁴⁾	03/12/2031	Common Stock	⁽⁵⁾		259,800	D
Employee Stock Option (right to buy)	$36.62							⁽⁴⁾	03/14/2032	Common Stock	⁽⁵⁾		291,400	D
Employee Stock Option (right to buy)	$50.82							⁽⁶⁾	03/14/2033	Common Stock	⁽⁵⁾		183,000	D
Employee Stock Option (right to buy)	$60.3							⁽⁷⁾	03/14/2034	Common Stock	⁽⁵⁾		153,500	D
Employee Stock Option (right to buy)	$55.09	03/14/2025		A		173,400		⁽⁸⁾	03/14/2035	Common Stock	173,400	$0	173,400	D
Restricted Stock Units	⁽⁹⁾	03/14/2025		M			30,734	⁽¹⁰⁾	⁽¹¹⁾	Common Stock	30,734	$0	0	D
Restricted Stock Units	⁽⁹⁾	03/14/2025		M			22,534	⁽¹²⁾	⁽¹¹⁾	Common Stock	22,534	$0	22,534	D
Restricted Stock Units	⁽⁹⁾	03/14/2025		M			19,333	⁽¹³⁾	⁽¹¹⁾	Common Stock	19,333	$0	38,667	D
Restricted Stock Units	⁽⁹⁾	03/14/2025		A		64,700		⁽¹⁴⁾	⁽¹¹⁾	Common Stock	64,700	$0	64,700	D

Explanation of Responses:

1. 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.

2. Received upon the achievement of the vesting criteria applicable to performance share units granted under the Monster Beverage Corporation 2020 Omnibus Incentive Plan (the "2020 Omnibus Incentive Plan"), achievement of which was certified by the Compensation Committee of the Company's Board of Directors. Each performance share unit represents a contingent right to receive one share of the Company's common stock as of the applicable vesting date.

3. Reporting person (i) is one of the general partners of each of Brandon Limited Partnership No. 1, Brandon Limited Partnership No. 2, Hilrod Holdings XV, L.P., Hilrod Holdings XVIII, L.P., Hilrod Holdings XXIII, L.P. and Hilrod Holdings XXVI, L.P. and (ii) disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.

4. The options are currently vested.

5. No transaction is being reported at this time. This line is only reporting holdings as of the date hereof.

6. The options are currently vested with respect to 122,000 shares. The remaining options vest on March 14, 2026.

7. The options are currently vested with respect to 51,167 shares. The remaining options vest in two installments as follows: 51,167 shares on March 14, 2026 and 51,166 shares on March 14, 2027.

8. The options vest in three equal installments on March 14, 2026, March 14, 2027 and March 14, 2028.

9. 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.

10. The restricted stock units are fully vested.

11. Not applicable.

12. The remaining restricted stock units vest on March 14, 2026.

13. The restricted stock units vest in two installments as follows: 19,333 units on March 14, 2026 and 19,334 units on March 14, 2027.

14. The restricted stock units vest in three installments as follows: 21,567 units on March 14, 2026, 21,567 units on March 14, 2027 and 21,566 units on March 14, 2028.

	Paul J. Dechary, attorney-in-fact	03/18/2025
	** Signature of Reporting Person	Date
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