SEC Form 4
Washington, D.C. 20549


Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*

(Last) (First) (Middle)


(City) (State) (Zip)
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
X Officer (give title below) Other (specify below)
Vice Chairman and President
3. Date of Earliest Transaction (Month/Day/Year)
4. If Amendment, Date of Original Filed (Month/Day/Year)
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. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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 10/17/2013 S 35,000(1) D $58.34(2) 1,454,412 D
Common Stock 1,931,856 I By Brandon Limited Partnership No. 1(3)
Common Stock 9,815,648 I By Brandon Limited Partnership No. 2(3)
Common Stock 4 I By HRS Holdings, L.P.(3)
Common Stock 4 I By Hilrod Holdings, L.P.(3)
Common Stock 184,924 I By Hilrod Holdings IV, L.P.(3)
Common Stock 71,428 I By Hilrod Holdings V, L.P.(3)
Common Stock 257,900 I By Hilrod Holdings VI, L.P.(3)
Common Stock 40,072 I By Hilrod Holdings VII, L.P.(3)
Common Stock 189,528 I By Hilrod Holdings VIII, L.P.(3)
Common Stock 453,740 I By Hilrod Holdings IX, L.P.(3)
Common Stock 92,332 I By Hilrod Holdings X, L.P.(3)
Common Stock 168,414 I By Hilrod Holdings XI, L.P.(3)
Common Stock 170,356 I By Hilrod Holdings XII, L.P.(3)
Common Stock 30,068 I By RCS 2008 GRAT #2(3)
Common Stock 149,488 I By RCS Direct 2011 GRAT(3)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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 (Month/Day/Year) 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: 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) $3.294 (4) 03/23/2015 Common Stock 2,400,000 1,904,890 D
Employee Stock Option (right to buy) $8.435 (4) 11/11/2015 Common Stock 1,200,000 960,000 D
Employee Stock Option (right to buy) $15.86 (4) 06/02/2018 Common Stock 800,000 326,304 D
Employee Stock Option (right to buy) $17.82 (5) 12/01/2019 Common Stock 500,000 300,000 D
Employee Stock Option (right to buy) $53.96 (6) 06/03/2023 Common Stock 210,000 210,000 D
Restricted Stock Units (7) (8) (9) Common Stock 261,000 87,000 D
Explanation of Responses:
1. Sale of shares pursuant to a Rule 10b5-1 trading plan adopted September 12, 2013.
2. This transaction was executed in multiple trades at prices ranging from $58.00 to $58.59. 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.
3. The reporting person is one of the general partners of each of Brandon Limited Partnership No. 1, Brandon Limited Partnership No. 2, HRS Holdings, L.P., Hilrod Holdings, L.P., Hilrod Holdings IV, L.P., Hilrod Holdings V, L.P., Hilrod Holdings VI, L.P., Hilrod Holdings VII, L.P., Hilrod Holdings VIII, L.P., Hilrod Holdings IX, L.P., Hilrod Holdings X, L.P., Hilrod Holdings XI, L.P., and Hilrod Holdings XII, L.P. The reporting person is the co-trustee of RCS 2008 GRAT #2 and the trustee of RCS Direct 2011 GRAT.
4. The options are currently vested.
5. The options are currently vested with respect to 100,000 shares. The remaining options vest in two equal installments on December 1, 2013 and 2014.
6. The options vest in three equal installments on June 3, 2014, 2015 and 2016.
7. 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.
8. The remaining restricted stock units vest on September 1, 2014.
9. Not applicable.
Hilton H. Schlosberg 10/21/2013
** 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.
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 Number.