Statement of Changes in Beneficial Ownership (4)

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 ^* LAU Tsz Ho Tony	2. Issuer Name and Ticker or Trading Symbol Celsius Holdings, Inc. [ CELH ]	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) SUITE 1710, HARBOUR CENTRE, 25 HARBOUR ROAD	3. Date of Earliest Transaction (MM/DD/YYYY) 6/1/2021
(Street) WANCHAI, K3 00000 (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)
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	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	6/1/2021		F	V	34579 ⁽¹⁾	A	$3.73	37676	D
Common Stock	6/1/2021		F	V	61987 ⁽²⁾	A	$4.60	99663	D
Common Stock	6/1/2021		F	V	47345 ⁽³⁾	A	$3.48	147008	D
Common Stock	6/1/2021		F	V	2992 ⁽⁴⁾	A	$3.23	150000	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)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (Right to Buy)	$3.73	6/1/2021		M			36666	1/24/2020	1/24/2024	Common Stock	36666	$0	18334	D
Stock Option (Right to Buy)	$4.60	6/1/2021		M			66666	7/26/2019	7/26/2023	Common Stock	66666	$0	33334	D
Stock Option (Right to Buy)	$3.48	6/1/2021		M			50000	1/26/2018	1/16/2022	Common Stock	50000	$0	0	D
Stock Option (Right to Buy)	$3.23	6/1/2021		M			3147	10/23/2020	10/23/2024	Common Stock	3174	$0	51853	D

Explanation of Responses:
(1)	Represents a cashless exercise of outstanding stock options to purchase 36,666 shares of common stock. The reporting person received 34,579 shares of common stock and surrendered 2,087 shares of common stock underlying the stock option underlying the stock option in payment of the exercise price.
(2)	Represents a cashless exercise of outstanding stock options to purchase 66,666 shares of common stock. The reporting person received 61,987 shares of common stock and surrendered 4,679 shares of common stock underlying the stock option underlying the stock option in payment of the exercise price.
(3)	Represents a cashless exercise of outstanding stock options to purchase 50,000 shares of common stock. The reporting person received 47,345 shares of common stock and surrendered 2,655 shares of common stock underlying the stock option underlying the stock option in payment of the exercise price.
(4)	Represents a cashless exercise of outstanding stock options to purchase 3,147 shares of common stock. The reporting person received 2,992 shares of common stock and surrendered 155 shares of common stock underlying the stock option underlying the stock option in payment of the exercise price.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
LAU Tsz Ho Tony SUITE 1710, HARBOUR CENTRE 25 HARBOUR ROAD WANCHAI, K3 00000	X