0000865752 false 0000865752 2022-06-14
2022-06-14 iso4217:USD xbrli:shares iso4217:USD xbrli:shares
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):
June 14, 2022
Monster Beverage Corporation
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
001-18761 |
|
47-1809393 |
(Commission File
Number) |
|
(IRS Employer
Identification No.) |
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 (see General Instruction A.2
below):
¨
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 |
Trading Symbol(s) |
Name of each exchange on which
registered |
Common Stock |
MNST |
Nasdaq Global Select Market |
Indicate by check mark whether
the registrant is an emerging growth company as defined in Rule 405
of the Securities Act of 1933 (§230.405 of this chapter) or Rule
12b-2 of the Securities Exchange Act of 1934 (§240.12b-of this
chapter).
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 pursuant to Section 13(a) of
the Exchange Act. ¨
Item 5.07. Submission of Matters to a Vote of Security
Holders.
The Annual Meeting of Monster Beverage Corporation (the “Company”),
was held on June 14, 2022, at which the following matters were
submitted to a vote of the stockholders. For more information on
the following proposals, see the Proxy Statement.
Proposal No. 1. To elect ten directors of the Company to
serve until the 2023 annual meeting of stockholders.
In accordance with the results below, the following individuals
were re-elected as directors of the Company and received the number
of votes set opposite their respective names.
Director |
|
Votes For |
|
Votes Withheld |
|
Broker Non-Votes |
Rodney C.
Sacks |
|
437,566,443 |
|
29,909,496 |
|
11,675,223 |
Hilton H.
Schlosberg |
|
457,802,648 |
|
9,673,291 |
|
11,675,223 |
Mark J. Hall |
|
460,184,791 |
|
7,291,148 |
|
11,675,223 |
Ana Demel |
|
441,557,802 |
|
25,918,137 |
|
11,675,223 |
James L. Dinkins |
|
464,652,348 |
|
2,823,591 |
|
11,675,223 |
Gary P. Fayard |
|
457,543,979 |
|
9,931,960 |
|
11,675,223 |
Tiffany M. Hall |
|
466,948,779 |
|
527,160 |
|
11,675,223 |
Jeanne P.
Jackson |
|
464,400,751 |
|
3,075,188 |
|
11,675,223 |
Steven G. Pizula |
|
453,391,910 |
|
14,084,029 |
|
11,675,223 |
Mark S.
Vidergauz |
|
430,524,094 |
|
36,951,845 |
|
11,675,223 |
Proposal No. 2. To ratify the appointment of Deloitte &
Touche LLP to serve as the independent registered public accounting
firm of the Company for the fiscal year ending December 31,
2022.
In accordance with the results below, the appointment of Deloitte
& Touche LLP was ratified and approved.
Votes For |
|
Votes Against |
|
Abstentions |
459,527,480 |
|
19,523,570 |
|
100,112 |
Proposal No. 3. To approve, on
a non-binding, advisory basis, the compensation of the Company’s
named executive officers.
In accordance with the results below, the compensation of the
Company’s named executive officers was approved on a non-binding,
advisory basis.
Votes For |
|
Votes Against |
|
Abstentions |
|
Broker Non-Votes |
442,355,426 |
|
24,709,800 |
|
410,713 |
|
11,675,223 |
Proposal No. 4. To consider
the stockholder proposal regarding a report on the Company’s
plans to reduce greenhouse gas emissions.
In accordance with the results below, the stockholder proposal
regarding a report on the Company’s plans to reduce greenhouse gas
emissions was not approved.
Votes For |
|
Votes Against |
|
Abstentions |
|
Broker Non-Votes |
205,974,698 |
|
260,112,115 |
|
1,389,126 |
|
11,675,223 |
Item 8.01. Other Events.
On June 14, 2022, the Company issued a press release announcing
that its Board of Directors authorized a new repurchase program for
the repurchase of up to an additional $500.0 million of the
Company’s outstanding shares of common stock. As of June 14, 2022,
approximately $157.4 million remained available for repurchase
under the Company’s previously authorized repurchase program. The
Company expects to make the share repurchases from time to time in
the open market, through privately-negotiated transactions, by
block-purchase or through other transactions managed by
broker-dealers, or otherwise, subject to applicable laws,
regulations and approvals. The timing of the share repurchases will
depend on a variety of factors, including market conditions, and
the share repurchases may be suspended or discontinued at any
time.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit 99.1 Press Release dated June
14, 2022.
Exhibit 104 The cover page from this Current Report on Form
8-K, formatted in iXBRL (Inline eXtensible Business Reporting
Language).
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.
|
Monster Beverage Corporation |
|
Date: June 15,
2022 |
/s/ Hilton H. Schlosberg |
|
Hilton H.
Schlosberg |
|
Vice Chairman
of the Board of Directors and |
|
Co-Chief
Executive Officer |
Monster Beverage (NASDAQ:MNST)
Historical Stock Chart
From Jul 2022 to Aug 2022
Monster Beverage (NASDAQ:MNST)
Historical Stock Chart
From Aug 2021 to Aug 2022