William H. Milmoe - 18 Jun 2025 Form 4 Insider Report for Celsius Holdings, Inc. (CELH)

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
23 Jun 2025, 17:20:19 UTC
Prior SEC filing
20 Jun 2025
Next SEC filing
26 Jun 2025
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ William H. Milmoe

Key filing fact

William H. Milmoe filed Form 4 for Celsius Holdings, Inc. (CELH) on 23 Jun 2025.

Key facts

  • This page summarizes William H. Milmoe's Form 4 filing for Celsius Holdings, Inc. (CELH).
  • 1 reported transaction and 1 derivative row are listed below.
  • Accepted by SEC: 23 Jun 2025, 17:20.

Change

  • Previous filing in this sequence was filed on 20 Jun 2025.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reporting Owners (1)

CIK 0001443194 Primary reporting owner

Milmoe William H.

Relationship
10%+ Owner
Address
190 S.E. 5TH AVENUE, SUITE 200, DELRAY BEACH
Signature
/s/ William H. Milmoe
Signature date
23 Jun 2025

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

CELH transaction Derivative

Forward sale contract (obligation to sell)

Other

Transaction value
$0
Shares
+100,000
Change %
Price
$0.000000
Shares after
100,000
Date
18 Jun 2025
Ownership
Direct
Underlying class
Common Stock
Underlying amount
100,000
Exercise price
Footnotes
F1, F2, F3
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 3 footnotes

Footnote F1

On June 16, 2025, the Reporting Person entered a prepaid variable forward sale contract with an unaffiliated third-party purchaser. The contract obligates the Reporting Person to deliver to the purchaser up to 100,000 shares of Celsius Holdings, Inc. ("Celsius") common stock (or, at his election, an equivalent amount of cash based on the market price of Celsius common stock) at the maturity of the contract (occurring on June 21, 2027). In exchange for assuming this obligation, the Reporting Person received a cash payment of $3,798,794.10 on June 23, 2025.

Footnote F2

The Reporting Person pledged 100,000 shares of Celsius common stock (the "Pledged Shares") to secure his obligations under the contract and retained dividend and voting rights in the Pledged Shares during the term of the pledge. The contract provides that, under the default settlement method, the number of shares of Celsius common stock that he would be obligated to deliver to the purchaser in respect of each maturity date would be determined as follows: if the volume-weighted average price of Celsius common stock on the designated valuation date for the applicable component (each, a "Settlement Price") is (a) less than or equal to $39.2979 (the "Floor Price"), the Reporting Person will deliver to the buyer all of the Pledged Shares for the applicable component;

Footnote F3

(b) greater than the Floor Price but less than or equal to $52.3972 (the "Cap Price), the Reporting Person will deliver to the buyer the number of shares equal to 100% of the Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is such Settlement Price and; (c) greater than the Cap Price, the Reporting Person will deliver to the buyer the number of shares equal to 100% of Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price plus the excess of such Settlement Price over the Cap Price, and the denominator of which is such Settlement Price. Subject to certain conditions, the Reporting Person may also elect to (x) net-settle the contract with cash or shares or (y) fully settle the contract with 100% of the Pledged Shares in exchange for a variable cash payment determined based on the relevant Settlement Price.

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