FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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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
                      

1. Name and Address of Reporting Person *

POLK BENJAMIN
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
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

1 MONSTER WAY
3. Date of Earliest Transaction (MM/DD/YYYY)

1/8/2019
(Street)

CORONA, CA 92879
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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                  27045   (1) D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 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 of Derivative Security: 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
Restricted Stock Units     (2)                    (3)   (4) Common Stock     (1)   3123   D    
Stock Option (right to buy)   $6.4   (1)                    (5) 6/9/2020   Common Stock     (1)   13002   (1) D    
Stock Option (right to buy)   $11.35   (1)                    (5) 5/18/2021   Common Stock     (1)   7770   (1) D    
Deferred Stock Units     (6) 1/8/2019     A      284   (7)        (8)   (8) Common Stock   284   $52.83   4823   D    

Explanation of Responses:
(1)  No transaction is being reported at this time. This line is only reporting holdings as of the date hereof.
(2)  Each restricted stock unit represents either (i) a contingent right to receive one share of the Company's common stock or (ii) a cash amount equal to the number of shares received as of the vesting date.
(3)  The restricted stock units vest with respect to 100% of such restricted stock units on the last business day prior to the Company's 2019 annual shareholder meeting, provided that the reporting person continues as a director of the Company through such date.
(4)  Not applicable.
(5)  The options are currently vested.
(6)  Each Deferred Stock Unit is economically equivalent to one share of Common Stock.
(7)  Deferred Stock Units credited to the reporting person under the Monster Beverage Corporation Deferred Compensation Plan for Non-Employee Directors (the "Deferral Plan"), a sub-plan of the Monster Beverage Corporation 2017 Compensation Plan for Non-Employee Directors, effective May 1, 2017, which may include voluntary deferred compensation.
(8)  The Deferred Stock Units credited under the Deferral Plan are settled (other than fractional units) in stock and are generally payable in the form elected or provided under the Deferral Plan on the earliest of: (i) a specified date or event designated by the reporting person, (ii) in the calendar year following the year in which the reporting person's service with the Board separates, or (iii) upon death, disability or change in control as defined under the Deferral Plan.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
POLK BENJAMIN
1 MONSTER WAY
CORONA, CA 92879
X



Signatures
/s/ Paul J. Dechary, attorney-in-fact 1/10/2019
** 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.
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