12. STOCK-BASED COMPENSATION

The Company has two stock-based compensation plans under which shares were available for grant at June 30, 2013: the Monster Beverage Corporation 2011 Omnibus Incentive Plan (the “2011 Omnibus Incentive Plan”) and the 2009 Monster Beverage Corporation Stock Incentive Plan for Non-Employee Directors (the “2009 Directors Plan”).

The Company recorded $7.4 million and $7.1 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, 2013 and 2012, respectively. The Company recorded $14.4 million and $13.6 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, 2013 and 2012, respectively.

The excess tax benefit realized 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, 2013 and 2012 was $28.7 million and $2.4 million, respectively. The excess tax benefit realized 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, 2013 and 2012 was $28.9 million and $2.9 million, respectively.

Stock Options

Under the Company’s stock-based compensation plans, all stock options granted as of June 30, 2013 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,
	2013	2012	2013	2012
Dividend yield	0.0 %	0.0 %	0.0 %	0.0 %
Expected volatility	48.1 %	47.6 %	47.9 %	48.1 %
Risk-free interest rate	1.0 %	0.9 %	0.9 %	0.9 %
Expected term	6.1 Years	5.4 Years	5.7 Years	5.5 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, 2013	14,000	$	12.12	4.1	$	572,530
Granted 01/01/13 - 03/31/13	636	$	47.36
Granted 04/01/13 - 06/30/13	450	$	54.00
Exercised	(1,818)	$	8.96
Cancelled or forfeited	(155)	$	27.10
Outstanding at June 30, 2013	13,113	$	15.53	4.2	$	594,437
Vested and expected to vest in the future at June 30, 2013	12,698	$	14.63	4.1	$	586,995
Exercisable at June 30, 2013	10,039	$	9.04	3.0	$	519,980

The weighted-average grant-date fair value of options granted during the three-months ended June 30, 2013 and 2012 was $25.16 per share and $28.88 per share, respectively. The weighted-average grant-date fair value of options granted during the six-months ended June 30, 2013 and 2012 was $22.44 per share and $26.68 per share, respectively. The total intrinsic value of options exercised during the three-months ended June 30, 2013 and 2012 was $81.0 million and $12.3 million, respectively. The total intrinsic value of options exercised during the six-months ended June 30, 2013 and 2012 was $84.2 million and $119.7 million, respectively.

Cash received from option exercises under all plans for the three-months ended June 30, 2013 and 2012 was approximately $13.9 million and $3.7 million, respectively. Cash received from option exercises under all plans for the six-months ended June 30, 2013 and 2012 was approximately $16.3 million and $6.4 million, respectively.

At June 30, 2013, there was $46.9 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 2.9 years.

Restricted Stock Awards and Restricted Stock Units

Stock-based compensation cost 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, 2013	637	$	46.97
Granted 01/01/13 - 03/31/13	8	$	50.89
Granted 04/01/13 - 06/30/13	15	$	54.64
Vested	(46)	$	51.96
Forfeited/cancelled	(6)	$	60.11
Non-vested at June 30, 2013	608	$	46.69

The weighted-average grant-date fair value of restricted stock units and restricted stock awards granted during the three-months ended June 30, 2013 and 2012 was $54.64 and $69.98 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, 2013 and 2012 was $53.25 and $62.47 per share, respectively. As of June 30, 2013, 0.6 million of restricted stock units and restricted stock awards are expected to vest.

At June 30, 2013, total unrecognized compensation expense relating to non-vested restricted stock awards and non-vested restricted stock units was $19.2 million, which is expected to be recognized over a weighted-average period of 2.1 years.