13.STOCK-BASED COMPENSATION

The Company has two stock-based compensation plans under which shares were available for grant at June 30, 2017: the Monster Beverage Corporation 2011 Omnibus Incentive Plan (the “2011 Omnibus Incentive Plan”) and the Monster Beverage Corporation Stock 2017 Compensation Plan for Non-Employee Directors (the “2017 Directors Plan”).

The Company recorded $12.8 million and $11.5 million of compensation expense relating to outstanding options, restricted stock awards, stock appreciation rights and restricted stock units during the three-months ended June 30, 2017 and 2016, respectively. The Company recorded $26.0 million and $21.6 million of compensation expense relating to outstanding options, restricted stock awards, stock appreciation rights and restricted stock units during the six-months ended June 30, 2017 and 2016, respectively.

The excess tax benefit for tax deductions from non-qualified stock option exercises, disqualifying dispositions of incentive stock options, vesting of restricted stock units and restricted stock awards for the three-months ended June 30, 2017 and 2016 was $1.9 million and $2.0 million, respectively. The excess tax benefit for tax deductions from non-qualified stock option exercises, disqualifying dispositions of incentive stock options, vesting of restricted stock units and restricted stock awards for the six-months ended June 30, 2017 and 2016 was $11.3 million and $3.6 million, respectively.

In 2016, the Company adopted the Monster Beverage Deferred Compensation Plan (the “Deferred Compensation Plan”) (a sub plan to the 2011 Omnibus Incentive Plan). Deferrals under the Deferred Compensation Plan are unfunded and unsecured. As of June 30, 2017, deferrals under the Deferred Compensation Plan are solely comprised of cash compensation and equity compensation coming due after June 30, 2018 and are not material in the aggregate.

During the quarter ending June 30, 2017, the Company adopted the Monster Beverage Corporation Deferred Compensation Plan for Non-Employee Directors (the “Non-Employee Director Deferral Plan”) (a sub-plan to the 2017 Directors Plan), pursuant to which non-employee directors may elect to defer cash and/or equity based compensation and to receive the deferred compensation, either at a pre-determined time in the future or upon departure from the Company’s Board of Directors, as provided under the Non-Employee Director Deferral Plan. Deferrals under the Non-Employee Director Deferral Plan are unfunded and unsecured. As of June 30, 2017, there were no deferrals under the Non-Employee Director Deferral Plan.

Stock Options

Under the Company’s stock-based compensation plans, all stock options granted as of June 30, 2017 were granted at prices based on the fair value of the Company’s common stock on the date of grant. The Company records compensation expense for employee stock options based on the estimated fair value of the options on the date of grant using the Black-Scholes-Merton option pricing formula with the assumptions included in the table below. The Company records compensation expense for non-employee stock options based on the estimated fair value of the options as of the earlier of (1) the date at which a commitment for performance by the non-employee to earn the stock option is reached or (2) the date at which the non-employee’s performance is complete, using the Black-Scholes-Merton option pricing formula with the assumptions included in the table below. The Company uses historical data to determine the exercise behavior, volatility and forfeiture rate of the options.

The following weighted-average assumptions were used to estimate the fair value of options granted during:

	Three-Months Ended June 30,		Six-Months Ended June 30,
	2017	2016	2017	2016
Dividend yield	0.0%	0.0%	0.0%	0.0%
Expected volatility	36.5%	36.2%	36.6%	36.2%
Risk-free interest rate	1.8%	1.3%	2.1%	1.4%
Expected term	6.1 years	6.4 years	6.1 years	6.3 years

Expected Volatility: The Company uses historical volatility as it provides a reasonable estimate of the expected volatility. Historical volatility is based on the most recent volatility of the stock price over a period of time equivalent to the expected term of the option.

Risk-Free Interest Rate: The risk-free interest rate is based on the U.S. Treasury zero coupon yield curve in effect at the time of grant for the expected term of the option.

Expected Term: The Company’s expected term represents the weighted-average period that the Company’s stock options are expected to be outstanding. The expected term is based on expected time to post-vesting exercise of options by employees. The Company uses historical exercise patterns of previously granted options to derive employee behavioral patterns used to forecast expected exercise patterns.

The following table summarizes the Company’s activities with respect to its stock option plans as follows:

Options	Number of Shares (In thousands)	Weighted- Average Exercise Price Per Share		Weighted- Average Remaining Contractual Term (In years)	Aggregate Intrinsic Value
Outstanding at January 1, 2017	22,643	$	23.55	5.8	$	474,739
Granted 01/01/17 - 03/31/17	1,319	$	45.94
Granted 04/01/17 - 06/30/17	26	$	49.71
Exercised	(1,278)	$	14.94
Cancelled or forfeited	(299)	$	40.47

Outstanding at June 30, 2017	22,411	$	25.16	5.6	$	549,689
Vested and expected to vest in the future at June 30, 2017	21,157	$	24.12	5.4	$	540,993
Exercisable at June 30, 2017	13,135	$	14.33	3.7	$	464,352

The weighted-average grant-date fair value of options granted during the three-months ended June 30, 2017 and 2016 was $18.97 per share and $17.44 per share, respectively. The weighted-average grant-date fair value of options granted during the six-months ended June 30, 2017 and 2016 was $18.01 per share and $16.89 per share, respectively. The total intrinsic value of options exercised during the three-months ended June 30, 2017 and 2016 was $8.5 million and $10.9 million, respectively. The total intrinsic value of options exercised during the six-months ended June 30, 2017 and 2016 was $40.9 million and $21.4 million, respectively.

Cash received from option exercises under all plans for the three-months ended June 30, 2017 and 2016 was approximately $5.5 million and $4.1 million, respectively. Cash received from option exercises under all plans for the six-months ended June 30, 2017 and 2016 was approximately $19.1 million and $8.1 million, respectively.

At June 30, 2017, there was $101.2 million of total unrecognized compensation expense related to non-vested options granted to employees under the Company’s share-based payment plans. That cost is expected to be recognized over a weighted-average period of 3.0 years.

Restricted Stock Awards and Restricted Stock Units

The cost of stock-based compensation for restricted stock awards and restricted stock units is measured based on the closing fair market value of the Company’s common stock at the date of grant. In the event that the Company has the option and intent to settle a restricted stock unit in cash, the award is classified as a liability and revalued at each balance sheet date.

The following table summarizes the Company’s activities with respect to non-vested restricted stock awards and non-vested restricted stock units as follows:

	Number of Shares (in thousands)	Weighted Average Grant-Date Fair Value
Non-vested at January 1, 2017	556	$	39.95
Granted 01/01/17- 03/31/17	252	$	46.27
Granted 04/01/17- 06/30/17	23	$	50.86
Vested	(283)	$	37.95
Forfeited/cancelled	(2)	$	20.69

Non-vested at June 30, 2017	546	$	44.43

The weighted-average grant-date fair value of restricted stock units and restricted stock awards granted during the three-months ended June 30, 2017 and 2016 was $50.86 per share and $49.65 per share, respectively. The weighted-average grant-date fair value of restricted stock units and restricted stock awards granted during the six-months ended June 30, 2017 and 2016 was $46.65 per share and $44.71 per share, respectively. As of June 30, 2017, 0.5 million of restricted stock units and restricted stock awards are expected to vest over their respective terms.

At June 30, 2017, total unrecognized compensation expense relating to non-vested restricted stock awards and non-vested restricted stock units was $20.4 million, which is expected to be recognized over a weighted-average period of 2.0 years.