Current Report Filing (8-k)
15 January 2021 - 8:05AM
Edgar (US Regulatory)
0000865752
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0000865752
2021-01-13
2021-01-13
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
January 13, 2021
Monster Beverage Corporation
(Exact name of registrant as specified in
its charter)
Delaware
(State or other jurisdiction of incorporation)
001-18761
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47-1809393
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(Commission File Number)
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(IRS Employer Identification No.)
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1 Monster Way
Corona,
California 92879
(Address of principal executive offices and zip code)
(951)
739 - 6200
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed
since last report)
Check the appropriate box below if the Form 8-K filing
is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨
Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of
the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which
registered
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Common Stock
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MNST
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Nasdaq Global Select Market
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Indicate by check mark whether the
registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2
of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging
growth company ¨
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards
provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 5.02. Departure of Directors or
Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 13, 2021, Mr. Hilton H. Schlosberg
was elected by the Board of Directors (the “Board”) of Monster Beverage Corporation (the “Company”) as
Co-Chief Executive Officer of the Company. Mr. Schlosberg will serve as Co-Chief Executive Officer together with Mr. Rodney C.
Sacks. Mr. Schlosberg has held senior leadership positions with the Company for over 30 years, including as the Company’s
Chief Financial Officer for over 23 years, and has served as a co-leader of the Company with Mr. Sacks. Simultaneously with the
foregoing, Mr. Schlosberg resigned his positions as President, Chief Financial Officer, Chief Operating Officer and Secretary of
the Company. Mr. Sacks will continue as Chairman of the Board and Mr. Schlosberg will continue as Vice Chairman of the Board.
In addition, on January 13, 2021, Mr. Thomas
J. Kelly was elected by the Board as Chief Financial Officer of the Company, succeeding Mr. Schlosberg. Mr. Kelly has been Executive
Vice President, Finance, and/or Controller and Secretary of Monster Energy Company since 1992. Mr. Kelly is a Certified Public
Accountant (inactive) and has worked in the beverage business for over 30 years.
Additional biographical and other information
regarding Mr. Schlosberg, Mr. Sacks and Mr. Kelly required by Item 5.02(c) of Form 8-K is included in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 21, 2020, and such information is incorporated
by reference into this Item 5.02(c).
A copy of the Company’s press release
is attached hereto as Exhibit 99.1.
Item 7.01. Regulation FD Disclosure.
On January 14, 2021, Mr. Sacks and Mr. Schlosberg
will host a virtual investor meeting to provide an update on the Company’s business and operations.
The Company’s presentation will be
open to all interested parties as a live webcast at approximately 4:30 p.m. Eastern Time on the “Events & Presentation”
section of the Company’s website at www.monsterbevcorp.com. A copy of the slides that will be used in the meeting
is furnished as Exhibit 99.2 hereto. For those who are not able to join the live webcast, the event will be archived for approximately
one year on the website.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Monster Beverage Corporation
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Date: January 14, 2021
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/s/ Hilton
H. Schlosberg
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Hilton H. Schlosberg
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Vice Chairman of the Board of Directors
and Co-Chief Executive Officer
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