Statement of Changes in Beneficial Ownership (4)
May 20 2020 - 05:32PM
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).
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 * HALL MARK J |
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)
5/18/2020
|
(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 |
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 |
5/18/2020 |
|
S |
|
150487 |
D |
$66.62 (1) |
720363 |
I |
By MJCF Hall Family Trust (2) |
Common Stock |
5/18/2020 |
|
S |
|
38339 |
D |
$67.30 (3) |
682024 |
I |
By MJCF Hall Family Trust (2) |
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 |
Employee Stock Option (right to
buy) |
$45.16 |
|
|
|
|
|
|
(4) |
3/13/2025 |
Common Stock |
(5) |
|
60000 |
D |
|
Employee Stock Option (right to
buy) |
$43.64 |
|
|
|
|
|
|
(6) |
12/1/2026 |
Common Stock |
(5) |
|
60000 |
D |
|
Employee Stock Option (right to
buy) |
$58.73 |
|
|
|
|
|
|
(7) |
3/14/2028 |
Common Stock |
(5) |
|
50000 |
D |
|
Employee Stock Option (right to
buy) |
$59.67 |
|
|
|
|
|
|
(8) |
3/14/2029 |
Common Stock |
(5) |
|
25000 |
D |
|
Employee Stock Option (right to
buy) |
$62.39 |
|
|
|
|
|
|
(9) |
3/13/2030 |
Common Stock |
(5) |
|
20000 |
D |
|
Restricted Stock Units |
(10) |
|
|
|
|
|
|
(11) |
(12) |
Common Stock |
(5) |
|
7650 |
D |
|
Restricted Stock Units |
(10) |
|
|
|
|
|
|
(13) |
(12) |
Common Stock |
(5) |
|
7000 |
D |
|
Explanation of
Responses: |
(1) |
This transaction was
executed in multiple trades at prices ranging from $66.22 to
$67.21. 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. |
(2) |
The reporting person serves
as co-trustee of the MJCF Hall Family Trust, of which the reporting
person and his wife are trustees and beneficiaries. |
(3) |
This transaction was
executed in multiple trades at prices ranging from $67.22 to
$67.42. 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. |
(4) |
The options are fully
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 20,000 shares. The remaining options vest in
two equal installments on December 1, 2020 and 2021. |
(7) |
The options are currently
vested with respect to 12,500 shares. The remaining options vest in
three installments as follows: 10,000 shares on March 14, 2021;
12,500 shares on March 14, 2022; 15,000 shares on March 14,
2023. |
(8) |
The options are currently
vested with respect to 2,500 shares. The remaining options vest in
four installments as follow: 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. |
(9) |
The options vest in five
installments as follows: 2,000 shares on March 13, 2021? 3,000
shares on March 13, 2022? 4,000 shares on March 13, 2023? 5,000
shares on March 13, 2024? 6,000 shares on March 13,
2025. |
(10) |
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. |
(11) |
The restricted stock units
vest in four installments as follows: 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. |
(12) |
Not applicable. |
(13) |
The restricted stock units
vest in five installments as follows: 700 units on March 13, 2021?
1,050 units on March 13, 2022? 1,400 units on March 13, 2023? 1,750
units on March 13, 2024? 2,100 units on March 13, 2025. |
Reporting
Owners
|
Reporting Owner Name / Address |
Relationships
|
Director |
10% Owner |
Officer |
Other |
HALL MARK J
1 MONSTER WAY
CORONA, CA 92879 |
X |
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Signatures
|
/s/ Paul J. Dechary,
attorney-in-fact |
|
5/20/2020 |
**Signature of Reporting
Person |
Date |