Statement of Changes in Beneficial Ownership (4)
June 12 2019 - 4:49PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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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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1. Name and Address of Reporting Person
*
Carling Guy
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2. Issuer Name
and
Ticker or Trading Symbol
Monster Beverage Corp
[
MNST
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
President of EMEA
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(Last)
(First)
(Middle)
1 MONSTER WAY
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3. Date of Earliest Transaction
(MM/DD/YYYY)
6/10/2019
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(Street)
CORONA, CA 92879
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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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)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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6/10/2019
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M
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13500
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A
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$23
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33535
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D
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Common Stock
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6/10/2019
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M
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10500
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A
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$37.1
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44035
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D
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Common Stock
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6/10/2019
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S
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24000
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D
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$65.82
(1)
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20035
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Employee Stock Option (right to buy)
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$23
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6/10/2019
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M
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13500
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(2)
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6/2/2024
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Common Stock
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13500
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$0
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0
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D
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Employee Stock Option (right to buy)
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$37.1
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6/10/2019
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M
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10500
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(3)
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12/1/2024
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Common Stock
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10500
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$0
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4500
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D
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Employee Stock Option (right to buy)
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$45.16
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(4)
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3/13/2025
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Common Stock
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(5)
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22500
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D
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Employee Stock Option (right to buy)
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$43.99
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(6)
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3/14/2026
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Common Stock
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(5)
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60000
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D
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Employee Stock Option (right to buy)
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$43.64
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(7)
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12/1/2026
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Common Stock
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(5)
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60000
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D
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Employee Stock Option (right to buy)
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$58.73
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(8)
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3/14/2028
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Common Stock
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(5)
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50000
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D
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Employee Stock Option (right to buy)
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$51.5
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(9)
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6/1/2028
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Common Stock
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(5)
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25000
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D
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Employee Stock Option (right to buy)
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$59.67
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(10)
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3/14/2029
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Common Stock
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(5)
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25000
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D
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Restricted Stock Units
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(11)
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(12)
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(13)
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Common Stock
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(5)
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12000
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D
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Restricted Stock Units
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(11)
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(14)
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(13)
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Common Stock
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(5)
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8500
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D
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Explanation of Responses:
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(1)
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This transaction was executed in multiple trades at prices ranging from $65.37 to $66.29. 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.
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(2)
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The options are fully vested.
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(3)
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The remaining options vest on December 1, 2019.
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(4)
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The options are currently vested with respect to 15,750 shares. The remaining options vest on March 13, 2020.
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(5)
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No transaction is being reported at this time. This line is only reporting holdings as of the date hereof.
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(6)
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The options are currently vested with respect to 27,000 shares. The remaining options vest in two installments as follows: 15,000 shares on March 14, 2020 and 18,000 shares on March 14, 2021.
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(7)
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The options are currently vested with respect to 15,000 shares. The remaining options vest in four installments as follows: 12,000 shares on December 1, 2019; 15,000 shares on December 1, 2020; 18,000 shares on December 1, 2021.
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(8)
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The options are currently vested with respect to 5,000 shares. The remaining options vest in four installments as follow: 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.
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(9)
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The options vest in three installments as follows: 8,334 shares on June 1, 2021; 8,333 shares on June 1, 2022; 8,333 shares on June 1, 2023.
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(10)
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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.
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(11)
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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.
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(12)
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The restricted stock units vest in four equal installments on June 1, 2020, 2021, 2022 and 2023.
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(13)
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Not applicable.
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(14)
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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.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Carling Guy
1 MONSTER WAY
CORONA, CA 92879
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President of EMEA
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Signatures
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Paul J. Dechary, attorney-in-fact
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6/12/2019
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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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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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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 control number.
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