What changed in this filing

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Item 9A. Controls and Procedures

2026-02-27 compared with 2025-02-28 · 286 added, 434 removed, 978 unchanged (42% of the section changed)

CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures – Under the supervision and with the participation of the Company’s management, including our Co-Chief Executive Officers and Chief Financial Officer, we have evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13(a)-15(e) and 15(d)-15(e) of the Exchange Act) as of the end of the period covered by this report.

Based upon this evaluation, the Co-Chief Executive Officers and Chief Financial Officer have concluded that our disclosure controls and procedures are effective to ensure that information we are required to disclose in reports that we file or submit under the Exchange Act is (1) recorded, processed, summarized and reported within the time periods specified in rules and forms of the SEC and (2) accumulated and communicated to our management, including our principal executive and principal financial officers as appropriate to allow timely decisions regarding required disclosures.

Evaluation of Disclosure Controls and Procedures – Under the supervision and with the participation of the Company’s management, including our Chief Executive Officer and Chief Financial Officer, we have evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13(a)-15(e) and 15(d)-15(e) of the Exchange Act) as of the end of the period covered by this report.

Based upon this evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures are effective to ensure that information we are required to disclose in reports that we file or submit under the Exchange Act is (1) recorded, processed, summarized and reported within the time periods specified in rules and forms of the SEC and (2) accumulated and communicated to our management, including our principal executive and principal financial officers as appropriate to allow timely decisions regarding required disclosures.

Management’s Report on Internal Control Over Financial Reporting – Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Exchange Act Rules 13a-15(f) and 15d-15(f).

Under the supervision and with the participation of our management, including our Co-Chief Executive Officers and Chief Financial Officer, our management conducted an evaluation of the effectiveness of our internal control over financial reporting as of December 31, 2024, based on the framework in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, our management conducted an evaluation of the effectiveness of our internal control over financial reporting as of December 31, 2025, based on the framework in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

Based on our management’s evaluation under the framework in Internal Control – Integrated Framework (2013) , our management concluded that our internal control over financial reporting was effective as of December 31, 2025.

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Report of Independent Registered Public Accounting Firm

To the Stockholders and the Board of Directors of Monster Beverage Corporation and Subsidiaries

To the Stockholders and the Board of Directors of Monster Beverage Corporation

Opinion on Internal Control Over Financial Reporting

1 unchanged sentence

In our opinion, Monster Beverage Corporation and subsidiaries (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of Monster Beverage Corporation and Subsidiaries as of December 31, 2024 and 2023, the related consolidated statements of income, comprehensive income, stockholders’ equity and cash flows for each of the two years in the period ended December 31, 2024, and the related notes and financial statement schedule listed in the Index in Item 15(a) (collectively referred to as the “financial statements”) of the Company and our report dated February 28, 2025 expressed an unqualified opinion thereon.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2025 and 2024, the related consolidated statements of income, comprehensive income, stockholders’ equity and cash flows for each of the three years in the period ended December 31, 2025, and the related notes and financial statement schedule listed in the Index at Item 15(a) and our report dated February 26, 2026 expressed an unqualified opinion thereon.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying “Management’s Annual Report on Internal Control Over Financial Reporting”.

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Report on Internal Control Over Financial Reporting.

Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit.

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OTHER INFORMATION

Trading Arrangements

During the three-months ended December 31, 2025, none of the Company’s directors or officers adopted , modified or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement (each as defined in Item 408 of Regulation S-K under the Securities Exchange Act of 1934, as amended).

DISCLOSURE REGARDING FOREIGN JURISDICITONS THAT PREVENT INSPECTIONS

Monster Beverage Corporation Executive Severance Plan

On February 25, 2026, the Compensation Committee of the Board of Directors of the Company (the “Compensation Committee”) approved and adopted the Monster Beverage Corporation Executive Severance Plan (the “Severance Plan”), effective immediately.

The Severance Plan provides for severance pay and benefits to Eligible Employees whose employment with any member of the Company Group is terminated either (i) by any member of the Company Group without “Cause” (which does not include termination due to death or Disability) or (ii) due to an Eligible Employee’s resignation for “Good Reason” (with each of the reasons set forth in clauses (i) and (ii) being a “Qualifying Termination”).

Upon a Qualifying Termination, an Eligible Employee will be entitled to receive:

(i) all accrued and unpaid Base Salary through the Date of Termination;

(ii) reimbursement for all incurred but unreimbursed expenses for which the Eligible Employee is entitled to;

and (iii) benefits to which an Eligible Employee may be entitled pursuant to the terms of any Company-sponsored plan or policy (collectively, the “Accrued Amounts”).

In addition to the Accrued Amounts, if a Qualifying Termination occurs outside of a Change in Control Period and the Eligible Employee has been continuously employed by a Company Group member for at least three hundred and sixty-five days prior to such Qualifying Termination, such Eligible Employee shall be entitled to receive:

(i) a cash severance payment in an amount equal to twelve months of such Eligible Employee’s Base Salary, payable in substantially equal installments over twelve months, beginning on the sixtieth day following termination;

(ii) a pro-rated Annual Bonus, paid when bonuses are paid to similarly situated employees (but no later than March 15 of the following year);

and (iii) continued payment by the Company of the employer portion of health, dental, and vision insurance premiums for up to twelve months.

If a Qualifying Termination occurs during a Change in Control Period, an Eligible Employee shall instead be entitled to receive the following in addition to the Accrued Amounts (without being subject to a minimum employment period):

(i) a cash severance payment in an amount equal to the sum of (a) eighteen months of such Eligible Employee’s Base Salary and (b) one and one half times such Eligible Employee’s Annual Bonus, payable in a lump sum within sixty days following termination;

(ii) a pro-rated Annual Bonus, paid in a lump sum within sixty days of termination;

and (iii) continued payment by the Company of the employer portion of health, dental, and vision insurance premiums for up to eighteen months.

Regardless of whether a Qualifying Termination occurs during or outside of a Change in Control Period, the Eligible Employee must also execute (and not revoke) a general release within sixty days of termination and abide by the terms of any restrictive covenant obligations to which the Eligible Employee is subject in respect of the Company Group.

The foregoing description of the Severance Plan does not purport to be complete and is qualified in its entirety by the full text of the Severance Plan, which is filed as Exhibit 10.27 to this Annual Report on Form 10-K and is incorporated herein by reference.

Each capitalized but undefined term in the above paragraphs shall have the meaning ascribed to it in the Severance Plan.

Employment Agreements

On February 25, 2026, the Compensation Committee approved an amended and restated employment agreement between Monster Energy Company (“MEC”) and Emilie Tirre, effective as of the same date (the “Tirre Employment Agreement”).

As compared to the original employment agreement between MEC and Ms.

Tirre, dated as of June 13, 2024, the Tirre Employment Agreement appoints Ms.

Tirre, who previously served as Chief Commercial Officer of MEC, as Chief Strategy Officer of MEC, extends her employment period to February 25, 2028, and provides for an increase in Ms.

Tirre’s annual base salary to $945,000, which amount will be reviewed annually and is subject to adjustment by the Compensation Committee.

The Tirre Employment Agreement also conforms

certain provisions of Ms.

Tirre’s employment agreement to those of the Severance Plan, as detailed above.

The foregoing description of the Tirre Employment Agreement is qualified in its entirety by reference to the complete text of such agreement, which is attached as Exhibit 10.8 to this Annual Report on Form 10-K and is incorporated by reference herein.

Biographical information regarding Ms.

Tirre is set forth in the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 25, 2025 (the “Proxy Statement”), and such information is incorporated by reference herein.

No arrangement or understanding exists between Ms.

Tirre and any other person pursuant to which Ms.

Tirre was selected to serve as Chief Strategy Officer of MEC.

There have been no related party transactions between the Company or any of its subsidiaries and Ms.

Tirre reportable under Item 404(a) of Regulation S-K.

Tirre does not have a family relationship with any of the Company’s directors or executive officers.

On February 25, 2026, the Compensation Committee approved an amended and restated employment agreement between MEC and Rob Gehring, effective as of the same date (the “Gehring Employment Agreement”).

The Gehring Employment Agreement appoints Mr.

Gehring, who previously served as Chief Growth Officer of MEC, as Chief Executive Officer, Americas of MEC.

The Gehring Employment Agreement provides for an annual base salary of $875,000, which amount will be reviewed annually and is subject to adjustment by MEC.

The Gehring Employment Agreement also conforms certain provisions of Mr.

Gehring’s employment agreement to those of the Severance Plan, as detailed above.

The foregoing description of the Gehring Employment Agreement is qualified in its entirety by reference to the complete text of such agreement, which is attached as Exhibit 10.9 to this Annual Report on Form 10-K and is incorporated by reference herein.

Gehring, 59, served as Chief Growth Officer from August 2024 until February 25, 2026 and was primarily responsible for overseeing MEC’s business operations in North America.

Gehring’s employment with MEC, he served as Chief Operating Officer, and subsequently President & Chief Executive Officer, of Swire Coca-Cola, USA from 2018 to August 2024.

Prior to Swire Coca-Cola, USA, Mr.

Gehring acted as Global Chief Sales Officer for The Hershey Company and as President of the Walmart and Sam’s Club Global team for Coca-Cola North America.

Gehring has over thirty years’ experience in the consumer product goods business.

No arrangement or understanding exists between Mr.

Gehring and any other person pursuant to which Mr.

Gehring was selected to serve as Chief Executive Officer, Americas.

There have been no related party transactions between the Company or any of its subsidiaries and Mr.

Gehring reportable under Item 404(a) of Regulation S-K.

Gehring does not have a family relationship with any of the Company’s directors or executive officers.

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

Not applicable.

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The following documents are filed as a part of this Form 10-K:

Reports of Independent Registered Public Accounting F irms (PCAOB ID No.

42 and PCAOB ID No.

Report of Independent Registered Public Accounting F irm (PCAOB ID No.

Financial Statements:

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Credit Agreement dated as of May 22, 2024 among Monster Beverage Corporation, Monster Energy Company, Monster Energy US LLC, JP Morgan Chase Bank, N.A., as administrative agent and the lenders party thereto (incorporated by reference to Exhibit 10.1 to our Form 8-K dated May 23, 2024).

Amendment No.

1 to the Credit Agreement, dated as of October 17, 2025, among Monster Beverage Corporation, JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto (incorporated by reference to Exhibit 10.1 to our Form 10-Q dated November 7, 2025).

Form of Indemnification Agreement (to be provided by Monster Beverage Corporation to its directors and officers) (incorporated by reference to Exhibit 10.1 to our Form 8-K dated June 11, 2019).

Form of Restricted Stock Unit Agreement pursuant to the Monster Beverage Corporation 2017 Compensation Plan for Non-Employee Directors (incorporated by reference to Exhibit 10.4 to our Form 10-K dated March 1, 2021).

Form of Restricted Stock Agreement (incorporated by reference to Exhibit 10.1 to our Form 10-Q dated August 9, 2011).

Monster Beverage Corporation 2011 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.1 to our Form 8-K dated May 24, 2011).

Employment Agreement between Monster Beverage Corporation and Rodney C.

Sacks (incorporated by reference to Exhibit 10.1 to our Form 8-K dated March 19, 2014).

Sacks Transition Letter, dated March 10, 2025 (incorporated by reference to Exhibit 10.1 to our Form 8-K dated March 10, 2025).

Employment Agreement between Monster Beverage Corporation and Hilton H.

Schlosberg (incorporated by reference to Exhibit 10.2 to our Form 8-K dated March 19, 2014).

Employment Agreement between Monster Energy Company and Emelie Tirre (incorporated by reference to Exhibit 10.1 to our Form 8-K dated June 14, 2024).

Amended and Restated Employment Agreement between Monster Energy Company and Emelie Tirre.

Amended and Restated Employment Agreement between Monster Energy Company and Rob Gehring.

Monster Beverage Corporation 2011 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.1 to our Form 8-K dated May 24, 2011).

Form of Stock Option Agreement for grants under the Monster Beverage Corporation 2011 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.10 to our Form 10-K dated March 1, 2018).

Form of Stock Option Agreement of Co-Chief Executive Officers for grants under the Monster Beverage Corporation 2011 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.11 to our Form 10-K dated March 1, 2018).

Form of 2020 Annual Incentive Award Agreement for grants under the Monster Beverage Corporation 2011 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.1 to our Form 10-Q dated May 11, 2020).

Form of Performance Share Unit Award Agreement for grants under the Monster Beverage Corporation 2011 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.2 to our Form 10-Q dated May 11, 2020).

Form of Restricted Stock Agreement (incorporated by reference to Exhibit 10.1 to our Form 10-Q dated August 9, 2011).

Form of Restricted Stock Unit Agreement for grants under the Monster Beverage Corporation 2011 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.13 to our Form 10-K dated March 1, 2021).

Form of Restricted Stock Unit Agreement of Co-Chief Executive Officers for grants under the Monster Beverage Corporation 2011 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.14 to our Form 10-K dated March 1, 2021).

Monster Beverage Corporation 2020 Omnibus Incentive Plan (incorporated by reference to Appendix A to our Definitive Proxy Statement on Schedule 14A, filed April 21, 2020).

Monster Beverage Corporation 2017 Compensation Plan for Non-Employee Directors as Amended and Restated on February 23, 2022 (incorporated by reference to Exhibit 1 0 .1 to our Form 10- Q dated May 6, 2022).

Monster Beverage Corporation Deferred Compensation Plan for Non-Employee Directors (incorporated by reference to Exhibit 4.2 to our Form S-8 dated June 21, 2017).

Amended and Restated Monster Beverage Corporation Deferred Compensation Plan (incorporated by reference to Exhibit 10.14 to our Form 10-K dated March 1, 2018).

Monster Beverage Corporation Deferred Compensation Plan for Non-Employee Directors (incorporated by reference to Exhibit 4.2 to our Form S-8 dated June 21, 2017).

Monster Beverage Corporation 2020 Omnibus Incentive Plan (incorporated by reference to Appendix A to our Definitive Proxy Statement on Schedule 14A, filed April 21, 2020).

Form of Stock Option Award Agreement for grants under the Monster Beverage Corporation 2020 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.1 to our Form 10-Q dated May 7, 2021).

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Form of Restricted Stock Unit Award Agreement for grants under the Monster Beverage Corporation 2020 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.4 to our Form 10-Q dated May 7, 2021).

Monster Beverage Corporation Insider Trading Policy, effective as of June 22, 2023.

Consent of Deloitte & Touche LLP, independent registered public accounting firm

Form of 2025 Stock Option Award Agreement for grants under the Monster Beverage Corporation 2020 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.2 to our Form 10-Q dated May 9, 2025).

Form of 2025 Restricted Stock Unit Award Agreement for grants under the Monster Beverage Corporation 2020 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.3 to our Form 10-Q dated May 9, 2025).

Form of 2025 Performance Share Unit Award Agreement for grants under the Monster Beverage Corporation 2020 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.4 to our Form 10-Q dated May 9, 2025).

Monster Beverage Corporation Executive Severance Plan, effective as of February 25, 2025.

Monster Beverage Corporation Insider Trading Policy, effective as of June 22, 2023 (incorporated by reference to Exhibit 19.1 to our Form 10-K dated February 28, 2025).

Consent of Ernst & Young LLP, independent registered public accounting firm

Certification by Co-Chief Executive Officer pursuant to Rule 13A-14(a) or 15D-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Certification by Chief Executive Officer pursuant to Rule 13A-14(a) or 15D-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Certification by Chief Financial Officer pursuant to Rule 13A-14(a) or 15D-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Certification by Co-Chief Executive Officer pursuant to 18 U.S.C.

Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Certification by Co-Chief Executive Officer pursuant to 18 U.S.C.

Certification by Chief Executive Officer pursuant to 18 U.S.C.

Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

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MONSTER BEVERAGE CORPORATION

/s/ RODNEY C.

February 28, 2025

Chairman of the Board of

Directors and Co-Chief

Executive Officer

/s/ HILTON H.

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Vice Chairman of the Board of

Directors and Co-Chief

Directors and Chief

Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant in the capacities and on the dates indicated.

/s/ THOMAS J.

February 26, 2026

Chief Financial Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

/s/ RODNEY C.

Chairman of the Board of

Chairman of the Board of Directors

February 26, 2026

Directors and Co-Chief Executive

Officer (principal executive officer)

/s/ HILTON H.

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February 26, 2026

and Co-Chief Executive Officer (principal

and Chief Executive Officer (principal

executive officer)

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February 26, 2026

February 28, 2025

/s/ TIFFANY M.

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MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

Reports of Independent Registered Public Accounting Firms

Report of Independent Registered Public Accounting Firm

Consolidated Balance Sheets as of December 31, 2025 and 2024

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Report of Independent Registered Public Accounting Firm

To the Stockholders and the Board of Directors of Monster Beverage Corporation and Subsidiaries

To the Stockholders and the Board of Directors of Monster Beverage Corporation

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Monster Beverage Corporation and subsidiaries (the Company) as of December 31, 2024 and 2023, the related consolidated statements of income, comprehensive income, stockholders ’ equity and cash flows for each of the two years in the period ended December 31, 2024, and the related notes and financial statement schedule listed in the Index in Item 15(a) (collectively referred to as the “ consolidated financial statements ” ).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the two years in the period ended December 31, 2024, in conformity with U.S.

We have audited the accompanying consolidated balance sheets of Monster Beverage Corporation and subsidiaries (the Company) as of December 31, 2025 and 2024, the related consolidated statements of income, comprehensive income, stockholders’ equity and cash flows for each of the three years in the period ended December 31, 2025, and the related notes and financial statement schedule listed in the Index at Item 15(a) (collectively referred to as the “consolidated financial statements”).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2025, in conformity with U.S.

generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated February 26, 2026 expressed an unqualified opinion thereon.

Change in Accounting Principle and Stock Split Adjustments

We have audited the adjustments to the 2022 consolidated financial statement footnotes to retrospectively apply the effects from the adoption of Accounting Standards Update 2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures , as described in Note 1.

Additionally, as described in Note 1, in 2023 the Company ’ s Board of Directors approved a two-for-one stock split distributed in the form of a stock dividend, and all references to number of shares and per share information in the consolidated financial statements have been adjusted to reflect the stock split on a retroactive basis.

We have also audited the adjustments that were retrospectively applied to restate the number of shares and per share information reflected in the 2022 consolidated financial statements.

In our opinion, the adjustments for the change in accounting principle and stock split described above are appropriate and have been properly applied.

However, we were not engaged to audit, review, or apply any procedures to the 2022 consolidated financial statements of the Company other than with respect to such adjustments and, accordingly, we do not express an opinion or any other form of assurance on the 2022 consolidated financial statements taken as a whole.

Basis for Opinion

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The promotional expenditures are recorded as a reduction to net sales in the period the underlying sale occurs.

Auditing the accrued promotional allowances was challenging due to the amount of data utilized to compute the accrual as a result of the number of bottlers/distributors and retail customers.

Auditing the United States accrued promotional allowances process was challenging due to the amount of data utilized to compute the accrual as a result of the number of bottlers/distributors and retail customers.

How We Addressed the Matter in Our Audit

We obtained an understanding, evaluated the design, and tested the operating effectiveness of management ’ s controls over promotional allowances.

We obtained an understanding, evaluated the design, and tested the operating effectiveness of management’s controls over the United States promotional allowances process.

We also tested controls over management’s review of the amount of the recorded promotional allowances and tested management’s controls to validate the completeness and accuracy of data used in management’s estimate.

Our substantive audit procedures included, among others, testing the data underlying the promotional allowances and testing the completeness and accuracy of the accrued promotional allowances.

Our substantive audit procedures included, among others, testing the data underlying the United States promotional allowances process and testing the completeness and accuracy of the accrued promotional allowances.

We evaluated the completeness of the accrual by selecting accrued promotional allowances recorded, sending confirmation requests to the bottlers/distributors and retail customers and testing a sample of payments made subsequent to year end.

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February 26, 2026

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders of

Monster Beverage Corporation

Corona, California

Opinion on the Financial Statements

We have audited, before the effects of the adjustments to retrospectively apply the stock split and segment disclosures required by Accounting Standards Update 2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures (ASU 2023-07) , as discussed in Note 1 to the consolidated financial statements, the consolidated statements of income, comprehensive income, stockholders’ equity, and cash flows of Monster Beverage Corporation and subsidiaries (the “Company”) for the year ended December 31, 2022, and the related notes and the schedule listed in the Index at Item 15(a) (collectively referred to as the “financial statements”) (the 2022 financial statements before the effects of the retrospective adjustments discussed in Note 1 to the financial statements are not presented herein).

In our opinion, the 2022 financial statements, before the effects of the adjustments to retrospectively apply the stock split and segment disclosures required by ASU 2023-07 discussed in Note 1 to the financial statements, present fairly, in all material respects, the results of the Company’s operations and its cash flows for the year ended December 31, 2022, in conformity with accounting principles generally accepted in the United States of America.

We were not engaged to audit, review, or apply any procedures to the adjustments to retrospectively apply the stock split or retrospective adjustments to segment disclosures discussed in Note 1 to the financial statements, and accordingly, we do not express an opinion or any other form of assurance about whether such retrospective adjustments are appropriate and have been properly applied.

Those retrospective adjustments were audited by the successor auditor.

Basis for Opinion

These financial statements are the responsibility of the Company’s management.

Our responsibility is to express an opinion on the Company’s financial statements based on our audit.

We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S.

federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB.

Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks.

Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.

Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that our audit provides a reasonable basis for our opinion.

/s/ DELOITTE & TOUCHE LLP

Costa Mesa, California

March 1, 2023

We began serving as the Company’s auditor in 1991.

In 2023, we became the predecessor auditor.

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

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OPERATING INCOME

INTEREST AND OTHER INCOME (EXPENSE), NET

INTEREST AND OTHER INCOME, NET

INCOME BEFORE PROVISION FOR INCOME TAXES

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Stockholders’

Paid-in Capital

(Loss) Income

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Unrealized gain (loss), net on available-for-sale securities

Retirement of treasury stock

( 4,692,425 )

Repurchase of common stock

Foreign currency translation

Net gain (loss) on commodity derivatives

Balance, December 31, 2023

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Unrealized gain (loss), net on available-for-sale securities

Retirement of treasury stock

( 4,692,425 )

Repurchase of common stock

( 3,805,750 )

Foreign currency translation

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Repurchase of common stock

( 3,805,750 )

Foreign currency translation

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Non-cash lease expense

Loss (gain) on disposal of property and equipment

Loss on disposal of property and equipment

Gain on Bang Transaction

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Deferred income taxes

Effect on cash of changes in operating assets and liabilities net of acquisitions:

Effect on cash of changes in operating assets and liabilities net of acquisition:

Accounts receivable

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Acquisition of Bang Energy

Acquisition of Monster Brewing, net of cash

Purchases of property and equipment

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Decrease (increase) in other assets

Net cash provided by (used in) investing activities

Net cash (used in) provided by investing activities

( 1,316,778 )

CASH FLOWS FROM FINANCING ACTIVITIES:

(Payments) borrowings on short-term debt

Payments on short-term debt

Borrowings on credit facilities

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Included in accounts payable as of December 31, 2025, 2024 and 2023 were property and equipment purchases of $ 1.8 million, $ 6.3 million and $ 16.9 million, respectively.

Included in accounts receivable as of December 31, 2023 and 2022 were sales of available-for-sale short-term investments of $ 3.0 million and $ 15.2 million, respectively.

Included in accounts receivable as of December 31, 2023 were sales of available-for-sale short-term investments of $ 3.0 million.

See accompanying notes to consolidated financial statements.

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Nature of Operations – The Company develops, markets, sells and distributes energy drink beverages and concentrates for energy drink beverages, primarily under the following brand names:

Monster Energy®, Monster Energy Ultra®, Rehab Monster®, Monster Energy® Nitro, Java Monster®, Punch Monster®, Juice Monster®, Reign Total Body Fuel®, Reign Inferno® Thermogenic Fuel, Reign Storm®, Bang Energy®, NOS®, Full Throttle®, Burn®, Mother®, Nalu®, Ultra Energy®, Play® and Power Play® (stylized), Relentless®, BPM®, BU®, Samurai®, Live+®, Predator® and Fury®.

The Company also develops, markets, sells and distributes still and sparkling waters under the Monster Tour Water® brand name.

The Company also develops, markets, sells and distributes craft beers, flavored malt beverages (“FMBs”) and hard seltzers under a number of brands, including Jai Alai® IPA, Florida Man® IPA, Dale’s Pale Ale®, Wild Basin® Hard Seltzers, Dallas Blonde®, Deep Ellum TM IPA, Perrin Brewing Company® Black Ale, Hop Rising® Double IPA, Wasatch® Apricot Hefeweizen, The Beast TM , Nasty Beast® Hard Tea and a host of other brands.

Monster Energy®, Monster Energy Ultra®, Rehab Monster®, Monster Energy® Nitro, Java Monster®, Punch Monster®, Juice Monster®, Reign Total Body Fuel®, Reign Storm®, Bang Energy®, NOS®, Full Throttle®, Burn®, Mother®, Nalu®, Ultra Energy®, Play® and Power Play® (stylized), Relentless®, BPM®, BU®, Samurai®, Live+®, Predator® and Fury®.

Basis of Presentation – The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of the Company and its consolidated subsidiaries.

Stock Split – On February 28, 2023, the Company announced a two -for-one stock split of the Company’s common stock which was effected in the form of a 100 % stock dividend.

The common stock dividend was issued on March 27, 2023 (the “Stock Split”) and the Company’s common stock began trading at the split adjusted price on March 28, 2023.

Accordingly, all per share amounts, average common stock outstanding, common stock outstanding, common stock repurchased and equity-based compensation disclosure presented in the consolidated financial statements and notes have been adjusted retroactively, where applicable, to reflect the Stock Split.

Stockholders’ equity has been retroactively adjusted, where applicable, to give effect to the Stock Split for all periods presented by reclassifying the par value of the additional shares issued in connection with the Stock Split to common stock from additional paid-in capital.

Principles of Consolidation – The Company consolidates all entities that it controls by ownership of a majority voting interest.

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The Company has not experienced any loss as a result of these deposits and does not expect to incur any losses in the future.

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular Dollars in Thousands, Except Per Share Amounts)

Investments – The Company’s investments in debt securities are classified as either held-to-maturity, available-for-sale or trading, in accordance with FASB ASC 320.

9 unchanged sentences

Where the decline in fair value below the amortized cost basis has resulted from a credit loss, the Company will record an impairment relating to credit losses through an allowance for credit losses.

The allowance is limited by the amount that the fair value is less than the amortized cost basis.

The allowance is limited by the amount that the

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular Dollars in Thousands, Except Per Share Amounts)

fair value is less than the amortized cost basis.

Impairment that has not been recorded through an allowance for credit losses is recorded through other comprehensive income (loss), net of applicable taxes.

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The Company will recognize an impairment for the amount by which the carrying amount exceeds a reporting unit’s fair value.

For the year ended December 31, 2024, goodwill impairment charges of $ 86.3 million were recorded related to the Alcohol Brands reporting unit.

Subsequent to the impairment charges recorded, there is no remaining goodwill for the Alcohol Brands reporting unit.

For the years ended December 31, 2025 and 2023 there were no goodwill impairments recorded.

For the year ended December 31, 2024, goodwill impairment charges of $ 86.3 million were recorded related to the Alcohol Brands reporting unit with no goodwill balance remaining in the Alcohol Brands reporting unit following the impairment charges.

As of December 31, 2025, the accumulated goodwill impairment balance was $ 86.3 million related entirely to the Alcohol Brands reporting unit.

For the years ended December 31, 2023 and 2022 there were no goodwill impairments recorded and there are no accumulated impairment balances.

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular Dollars in Thousands, Except Per Share Amounts)

Other Intangibles – Other Intangibles are comprised primarily of trademarks that represent the Company’s exclusive ownership of the Monster Energy®, ®, Monster Energy Ultra®, Unleash the Beast!®, Rehab Monster®, Java Monster®, Punch Monster®, Juice Monster®, Monster Energy® Nitro, Reign Total Body Fuel®, Reign Inferno®, Reign Storm®, Predator®, Fury®, NOS®, Full Throttle®, Burn®, Mother®, Nalu®, Ultra Energy®, Play® and Power Play® (stylized), Relentless®, BPM®, BU®, Samurai®, Bang Energy®, Monster Tour Water®, Oskar Blues Brewery®, Cigar City®, Deep Ellum Brewing Co®, Perrin Brewing Company®, Squatters®, Wasatch®, Jai Alai®, Dale’s Pale Ale®, Dallas Blonde®, Wild Basin®, Dale’s®, Mama’s Little Yella Pils®, Hop Rising®, The Beast TM , The Beast Unleashed® and Nasty Beast® Hard Tea trademarks, all used in connection with the manufacture, sale and distribution of beverages.

Other Intangibles – Other Intangibles are comprised primarily of trademarks that represent the Company’s exclusive ownership of the Monster Energy®, ®, Monster Energy Ultra®, Unleash the Beast!®, Rehab Monster®, Java Monster®, Punch Monster®, Juice Monster®, Monster Energy® Nitro, Reign Total Body Fuel®, Reign Storm®, Predator®, Fury®, NOS®, Full Throttle®, Burn®, Mother®, Nalu®, Ultra Energy®, Play® and Power Play® (stylized), Relentless®, BPM®, BU®, Samurai®, Bang Energy®, Oskar Blues Brewery®, Cigar City®, Deep Ellum Brewing Co®, Perrin Brewing Company®, Squatters®, Wasatch®, Jai Alai®, Dale’s Pale Ale®, Dallas Blonde®, Wild Basin®, Dale’s®, Mama’s Little Yella Pils®, Hop Rising®, The Beast TM , The Beast Unleashed®, Beast® Tea, Blind Lemon® and Blinder Lemon TM trademarks, all used in connection with the manufacture, sale and distribution of beverages.

The Company also owns a number of other trademarks, flavors and formulas in the United States, as well as in a number of countries around the world.

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The Company calculates impairment as the excess of the carrying value of its indefinite-lived assets over their estimated fair value.

If the carrying value exceeds the estimate of fair value a write-down is recorded.

The Company amortizes its trademarks with finite useful lives over their respective useful lives.

If the carrying value exceeds the estimate of fair value

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular Dollars in Thousands, Except Per Share Amounts)

a write-down is recorded.

The Company amortizes intangible assets with finite useful lives over their respective useful lives.

External legal costs incurred in the defense of the Company’s trademarks are capitalized when the future economic benefit of the intangible asset will be increased, and a successful defense is probable.

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The external legal costs incurred and settlements received may not occur in the same period.

For the years ended December 31, 2024, 2023 and 2022, impairment charges of $ 40.8 million, $ 38.7 million and $ 2.2 million, respectively, were recorded to indefinite-lived intangibles.

For the year ended December 31, 2025, no impairment charges were recorded to indefinite-lived intangibles.

For the years ended December 31, 2024 and 2023, impairment charges of $ 40.8 million and $ 38.7 million, respectively, were recorded to indefinite-lived intangibles.

The Company presently has more than 21,600 registered trademarks and pending applications in various countries worldwide, and the Company applies for new trademarks on an ongoing basis.

The Company regards its trademarks, service marks, copyrights, domain names, trade dress and other intellectual property as very important to its business.

The Company considers Monster®, Monster Energy®, ®, Monster Energy Ultra®, Unleash the Beast!®, Rehab Monster®, Java Monster®, Punch Monster®, Juice Monster®, Monster Energy® Nitro, Reign Total Body Fuel®, Reign Inferno®, Reign Storm®, BU®, Nalu®, NOS®, Full Throttle®, Burn®, Mother®, Ultra Energy®, Play® and Power Play® (stylized), Relentless®, Predator®, Fury®, Live+®, BPM®, Samurai®, Bang Energy®, Monster Tour Water®, Oskar Blues Brewery®, Cigar City®, Deep Ellum Brewing Co®, Perrin Brewing Company®, Squatters®, Wasatch®, Jai Alai®, Dale’s Pale Ale®, Dallas Blonde®, Wild Basin®, Dale’s®, Hop Rising®, The Beast TM , The Beast Unleashed® and Nasty Beast® Hard Tea to be its core trademarks.

The Company considers Monster®, Monster Energy®, ®, Monster Energy Ultra®, Unleash the Beast!®, Rehab Monster®, Java Monster®, Punch Monster®, Juice Monster®, Monster Energy® Nitro, Reign Total Body Fuel®, Reign Storm®, BU®, Nalu®, NOS®, Full Throttle®, Burn®, Mother®, Ultra Energy®, Play® and Power Play® (stylized), Relentless®, Predator®, Fury®, Live+®, BPM®, Samurai®, Bang Energy®, Oskar Blues Brewery®, Cigar City®, Deep Ellum Brewing Co®, Perrin Brewing Company®, Squatters®, Wasatch®, Jai Alai®, Dale’s Pale Ale®, Dallas Blonde®, Wild Basin®, Dale’s®, Hop Rising®, The Beast TM , The Beast Unleashed®, Beast® Tea, Blind Lemon® and Blinder Lemon TM to be its core trademarks.

The Company also owns the intellectual property of its most important flavors for certain of its Monster Energy® Brand energy drinks in perpetuity.

Leases – The Company leases identified assets comprised of real estate and equipment.

Real estate leases consist primarily of office and warehouse space and equipment leases consist of vehicles and warehouse equipment.

At the inception of a contract, the Company assesses whether the contract is, or contains, a lease.

The Company’s assessment is based on:

(1) whether the contract involves the use of a distinct identified asset, (2) whether the Company obtains the right to substantially all the economic benefit from the use of the asset throughout the term, and (3) whether the Company has the right to direct the use of the asset.

At inception of a lease, the Company allocates the consideration in the contract to each lease and non-lease component based on the component’s relative stand-alone price to determine the lease payments.

Lease and non-lease components are accounted for separately.

Leases are classified as either finance leases or operating leases based on criteria in FASB ASC 842, “Leases”.

The Company’s operating leases are comprised of real estate and warehouse equipment, and the Company’s finance leases are comprised of vehicles.

Right-of-use (“ROU”) assets and lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term.

As the Company’s leases generally do not provide an implicit rate, the Company uses its incremental borrowing rate based on the estimated rate of interest for collateralized borrowing over a similar term of the lease payments at the commencement date.

ROU assets also include any lease payments made and exclude lease incentives.

Lease terms include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option.

The Company has elected not to recognize ROU assets and lease liabilities for short-term operating leases that have a term of 12 months or less.

Certain of the Company’s real estate leases contain variable lease payments, including payments based on an index or rate.

Variable lease payments based on an index or rate are initially measured using the index or rate in effect at the lease commencement date.

Additional payments based on the change in an index or rate, or payments based on a change in the Company’s portion of real estate taxes and insurance, are recorded as a period expense when incurred.

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular Dollars in Thousands, Except Per Share Amounts)

Lease expense for operating leases, consisting of lease payments, is recognized on a straight-line basis over the lease term and is included in operating expenses in the consolidated statements of income.

Lease expense for finance leases consists of the amortization of the ROU asset on a straight-line basis over the asset’s estimated useful life and is included in operating expenses in the consolidated statement of income.

Interest expense on finance leases is calculated using the amortized cost basis and is included in interest and other income (expense), net in the consolidated statements of income.

Long-Lived Assets – Management regularly reviews property and equipment and other long-lived assets, including certain definite-lived intangible assets, for possible impairment.

Long-Lived Assets – Management regularly reviews property and equipment and other long-lived assets, including finite-lived intangible assets, for possible impairment.

This review occurs annually, or more frequently if events or changes in circumstances indicate the carrying amount of the asset may not be recoverable.

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Preparation of estimated expected future cash flows is inherently subjective and is based on management’s best estimate of assumptions concerning expected future conditions.

For the years ended December 31, 2024 and 2023, impairment charges of $ 8.2 million and $ 4.3 million, respectively, were recognized on property and equipment related to the Company’s alcohol products.

For the year ended December 31, 2022, there were no impairment indicators identified.

For the years ended December 31, 2025, 2024 and 2023, impairment charges of $ 53.7 million, $ 8.2 million and $ 4.3 million, respectively, were recognized on long-lived assets, consisting of property and equipment and finite-lived intangible assets related to the Company’s alcohol products.

Long-lived assets held for sale are recorded at the lower of their carrying amount or fair value less cost to sell.

Derivative Financial Instruments – The Company uses derivative financial instruments for the purpose of hedging risk exposures to fluctuations in foreign currency exchange rates and aluminum commodity prices.

The Company’s derivative instruments are recorded in the consolidated balance sheets at fair value.

The Company values each derivative financial instrument by obtaining valuation information from a reliable and observable market source.

For a derivative designated as a cash flow hedge, the derivative’s mark to fair value is initially recorded as a component of accumulated other comprehensive income (loss) and subsequently reclassified into earnings when the hedged item affects earnings, unless it is no longer probable that the forecasted transaction will occur.

Derivatives that do not qualify for hedge accounting are marked to fair value with gains and losses immediately recorded in earnings.

In the consolidated statements of cash flows, derivative activities are classified based on the cash flows of the items being hedged.

Upon the dedesignation of an effective derivative contract, the gains or losses are deferred in accumulated other comprehensive income (loss) until the originally hedged item affects earnings, unless it is probable the hedged item will not occur, at which time it is recognized immediately.

Any gains or losses incurred after the dedesignation date are recorded in earnings immediately.

Foreign Currency Translation and Transactions – The accounts of the Company’s foreign subsidiaries are translated in accordance with FASB ASC 830.

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The Company does not enter into forward currency exchange contracts for speculation or trading purposes.

The Company has not designated its foreign currency exchange contracts as hedge transactions under FASB ASC 815.

Therefore, gains and losses on the Company’s foreign currency exchange contracts are recognized in interest and other income (expense), net, in the consolidated statements of income, and are largely offset by the changes in the fair value of the underlying economically hedged item.

For the years ended December 31, 2024, 2023 and 2022, aggregate foreign currency transaction gains (losses), including the gains or losses on forward currency exchange contracts, amounted to ($ 26.4 ) million, ($ 60.2 ) million and ($ 37.9 ) million, respectively, and have been recorded in interest and other income(expense), net, in the accompanying consolidated statements of income.

The Company generally does not designate its foreign currency exchange contracts as hedge transactions under FASB ASC 815.

Therefore, gains and losses on the Company’s foreign currency exchange contracts are recognized in interest and other income, net, in the consolidated statements of income, and are largely offset by the changes in the fair value of the underlying economically hedged item.

For the years ended December 31, 2025, 2024 and 2023, aggregate foreign currency transaction gains (losses), including the gains or losses on forward currency exchange contracts, amounted to $( 11.9 ) million, $( 26.4 ) million and $( 60.2 ) million, respectively, and have been recorded in interest and other income, net, in the accompanying consolidated statements of income.

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

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Coca-Cola Consolidated, Inc.

accounted for approximately 10 %, 10 % and 11 % of the Company’s net sales for the years ended December 31, 2024, 2023 and 2022, respectively.

Reyes Holdings, LLC accounted for approximately 9 % of the Company’s net sales for the years ended December 31, 2024, 2023 and 2022.

accounted for approximately 10 % of the Company’s net sales for each of the years ended December 31, 2025, 2024 and 2023.

Credit Risk – The Company sells its products nationally and internationally, primarily to bottlers and full service beverage distributors (“bottlers/distributors”), retail grocery and specialty chains, wholesalers, club stores, mass merchandisers, convenience and gas chains, drug stores, foodservice customers, value stores, e-commerce retailers and the military.

4 unchanged sentences

Actual results could differ from those estimates.

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular Dollars in Thousands, Except Per Share Amounts)

Recent Accounting Pronouncements – In November 2023, the FASB issued Accounting Standards Update (“ASU”) 2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures .

The amendments in this update improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses.

The amendments in ASU 2023-07 are effective for fiscal years beginning after December 15, 2023.

The Company adopted ASU 2023-07 on January 1, 2024, which did not have a material impact on the Company’s financial position, results of operations and liquidity.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740):

Recent Accounting Pronouncements – In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740):

Improvements to Income Tax Disclosures .

1 unchanged sentence

The amendments in ASU 2023-09 are effective for fiscal years beginning after December 15,

Early adoption is permitted.

The Company is currently evaluating the impact ASU 2023-09 will have on its consolidated financial statements.

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular Dollars in Thousands, Except Per Share Amounts)

The Company adopted ASU 2023-09 on a prospective basis during the year ended December 31, 2025, which did not have a material impact on the Company’s financial position, results of operations and liquidity.

In November 2024, the FASB issued ASU 2024-03, Disaggregation of Income Statement Expenses .

2 unchanged sentences

Early adoption is permitted.

The Company is currently evaluating the impact ASU 2024-03 will have on its consolidated financial statements.

On July 31, 2023, a subsidiary of the Company, Blast Asset Acquisition LLC, completed its acquisition of substantially all of the assets of Vital Pharmaceuticals, Inc.

and certain of its affiliates (collectively, “Bang Energy”) (the “Bang Transaction”).

The acquired assets primarily include the Bang Energy® drinks business and a beverage production facility in Phoenix, AZ.

The Company accounted for the Bang Transaction in accordance with FASB ASC 805.

In accordance with Regulation S-X, pro forma unaudited condensed financial information for the Bang Transaction has not been provided as the impact of the transaction on the Company’s financial position, results of operations and liquidity was not material.

The Company is evaluating the impact ASU 2024-03 will have on its consolidated financial statements.

In September 2025, the FASB issued ASU 2025-06, Targeted Improvements to the Accounting for Internal-Use Software .

The amendments in this update require internal-use software development cost capitalization to begin when both of the following occur:

management has authorized and committed to funding the software project, and it is probable that the project will be completed and that the software will be used to perform its intended function.

The amendments also eliminate the accounting considerations of software development stages.

The amendments in ASU 2025-06 are effective for fiscal years beginning after December 15, 2027.

Early adoption is permitted.

The Company is evaluating the impact ASU 2025-06 will have on its consolidated financial statements.

REVENUE RECOGNITION

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To a lesser extent, the Strategic Brands segment generates net operating revenues by selling certain ready-to-drink packaged energy drinks to bottlers/distributors.

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular Dollars in Thousands, Except Per Share Amounts)

The Company’s Alcohol Brands segment primarily generates operating revenues by selling kegged and ready-to-drink canned beers, FMBs and hard seltzers primarily to beer distributors in the United States.

6 unchanged sentences

The Company did not have any material unsatisfied performance obligations as of December 31, 2025 and 2024.

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular Dollars in Thousands, Except Per Share Amounts)

The Company excludes from revenues all taxes assessed by a governmental authority that are imposed on the sale of its products and collected from customers.

Distribution expenses to transport the Company’s products, where applicable, and warehousing expense after manufacture are accounted for within operating expenses.

Promotional and other allowances (variable consideration) recorded as a reduction to net sales for the Company’s energy drink products, primarily include consideration given to the Company’s non-alcohol bottlers/distributors or retail customers including, but not limited to the following:

Promotional and other allowances (variable consideration) recorded as a reduction to net sales for the Company’s energy drink products, primarily include consideration given to the Company’s non-alcohol bottlers/distributors or customers including, but not limited to, the following:

● discounts granted off list prices to support price promotions to end-consumers by retailers;

3 unchanged sentences

● incentives given to the Company’s bottlers/distributors and/or retailers for achieving or exceeding certain predetermined sales goals;

● discounted or free products;

● discounted and/ or free products or cash rebates ;

● contractual fees given to the Company’s bottlers/distributors related to sales made directly by the Company to certain customers that fall within the bottlers’/distributors’ sales territories;

● commissions to TCCC based on the Company’s sales to wholly-owned subsidiaries of TCCC (the “TCCC Subsidiaries”) and/or to TCCC bottlers/distributors accounted for under the equity method by TCCC (the “TCCC Related Parties”).

The Company’s promotional allowance programs with its non-alcohol bottlers/distributors and/or retailers are executed through separate agreements in the ordinary course of business.

The Company’s promotional allowance programs for its energy drink products are executed through separate agreements in the ordinary course of business.

These agreements generally provide for one or more of the arrangements described above and are of varying durations, typically ranging from one week to one year.

3 unchanged sentences

Promotional and other allowances for our Alcohol Brands segment primarily include price promotions where permitted.

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular Dollars in Thousands, Except Per Share Amounts)

Amounts received pursuant to new and/or amended distribution agreements entered into with certain bottlers/distributors relating to the costs associated with terminating the Company’s prior distributors, are accounted for as deferred revenue and recognized as revenue ratably over the anticipated life of the respective distribution agreements, generally over 20 years .

1 unchanged sentence

Management believes that adequate provision has been made for cash discounts, returns and spoilage based on the Company’s historical experience.

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular Dollars in Thousands, Except Per Share Amounts)

Disaggregation of Revenue

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1 Europe, Middle East and Africa (“EMEA”)

2 Effectively from February 17, 2022 to December 31, 2022

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular Dollars in Thousands, Except Per Share Amounts)

Contract Liabilities

2 unchanged sentences

During the years ended December 31, 2025, 2024 and 2023, $ 40.0 million, $ 39.9 million and $ 40.0 million, respectively, of deferred revenue, was recognized in net sales.

The Company leases identified assets consisting primarily of office and warehouse space, warehouse equipment and vehicles.

Leases are classified as either finance leases or operating leases based on criteria in FASB ASC 842.

The Company’s leases have remaining lease terms of less than one year to nine years , some of which include options to extend the leases for up to five years , and some of which include options to terminate the leases within one year .

The components of lease cost for the years ended December 31, 2024, 2023 and 2022 were as follows:

Operating lease cost

Short-term lease cost

Variable lease cost

Finance leases:

Amortization of right-of-use assets

Interest on lease liabilities

Finance lease cost

Total lease cost

Supplemental cash flow information for the years ended December 31, 2024, 2023 and 2022 was as follows:

Cash paid for amounts included in the measurement of lease liabilities:

Operating cash outflows from operating leases

Operating cash outflows from finance leases

Financing cash outflows from finance leases

ROU assets obtained in exchange for lease obligations:

Finance leases

Operating leases

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

1 unchanged sentence

(Tabular Dollars in Thousands, Except Per Share Amounts)

Supplemental balance sheet information was as follows:

Balance Sheet Location

Operating leases:

Right-of-use assets

Current lease liabilities

Accrued liabilities

Noncurrent lease liabilities

Other liabilities

Total operating lease liabilities

Finance leases:

Right-of-use assets

Property and equipment, net

Current lease liabilities

Accrued liabilities

Noncurrent lease liabilities

Other liabilities

Total finance lease liabilities

Weighted-average remaining lease term and weighted-average discount rate for the Company’s leases were as follows:

Weighted-average remaining lease term in years:

Operating leases

Finance leases

Weighted-average discount rate:

Operating leases

Finance leases

The following table outlines maturities of the Company’s lease liabilities as of December 31, 2024:

Undiscounted Future Lease Payments

Operating Leases

Finance Leases

2030 and thereafter

Total lease payments

Less imputed interest

As of December 31, 2024, the Company did not have any significant leases that had not yet commenced.

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular Dollars in Thousands, Except Per Share Amounts)

The Company held no short-term or long-term investments at December 31, 2024.

The following table summarizes the Company’s investments at December 31, 2025.

The Company held no short-term or long-term investments at December 31, 2024.

Loss Position

5 unchanged sentences

Municipal securities

government agency securities

Corporate bonds

government agency securities

Municipal securities

Corporate bonds

1 unchanged sentence

The Company’s investments at December 31, 2025 carried investment grade credit ratings.

The Company held no short-term or long-term investments at December 31, 2024.

The following table summarizes the underlying contractual maturities of the Company’s investments at December 31, 2025.

The Company held no short-term or long-term investments at December 31, 2024.

December 31, 2025

2 unchanged sentences

Commercial paper

Municipal securities

government agency securities

Certificates of deposit

Municipal securities

Corporate bonds

Due 1 - 10 years:

government agency securities

Municipal securities

Corporate bonds

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Money market funds

Commercial paper

Certificates of deposit

Municipal securities

Corporate bonds

Foreign currency derivatives

2 unchanged sentences

Cash and cash equivalents

Short-term investments

Accounts receivable, net

Accrued liabilities

Other liabilities

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

4 unchanged sentences

Certificates of deposit

Commercial paper

Corporate bonds

Municipal securities

government agency securities

Foreign currency derivatives

2 unchanged sentences

Cash and cash equivalents

Short-term investments

Accounts receivable, net

Accrued liabilities

At December 31, 2024, the Company held no short-term or long-term investments.

At December 31, 2023, all of the Company’s short-term and long-term investments were classified within Level 1 or Level 2 of the fair value hierarchy.

Other liabilities

The Company’s valuation of its Level 1 investments is based on quoted market prices in active markets for identical securities.

2 unchanged sentences

There were no transfers between Level 1 and Level 2 measurements during the years ended December 31, 2025 and 2024, and there were no changes in the Company’s valuation techniques.

Assets recognized or disclosed at fair value in the consolidated financial statements on a nonrecurring basis include items such as property and equipment, goodwill and other intangible assets.

Assets recognized or disclosed at fair value in the consolidated financial statements on a nonrecurring basis may include items such as property and equipment, goodwill and other intangible assets.

These assets are measured at fair value whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable.

The fair value of trademarks was determined using the relief-from-royalty method.

The fair value of reporting units was determined using a discounted cash flow analysis and a market approach.

Determining the fair value of trademarks and reporting units required the use of significant judgment, including royalty rates, discount rates, assumptions in the Company’s long-term business plan about future revenue and expenses, capital expenditures, and changes in working capital, which are dependent on internal forecasts and estimation of the long-term growth rate.

These plans take into consideration factors including historical experience, anticipated future economic conditions, and expectations for the industry and markets in which the Company participates.

Inputs used to estimate these fair values included significant unobservable inputs that reflect the Company’s assumptions about the inputs that market participants would use and, therefore, the fair value assessments are classified within Level 3 of the fair value hierarchy.

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular Dollars in Thousands, Except Per Share Amounts)

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

The Company accounts for its derivative instruments and hedging activities under ASC 815, “Derivatives and Hedging.” The following table presents the fair values of the Company’s derivative instruments:

Derivatives designated as

hedging instruments

Balance Sheet location

Commodity contracts

Accounts receivable, net

Commodity contracts

Accrued liabilities

Commodity contracts

Other liabilities

Derivatives not designated as

hedging instruments

Balance Sheet location

Foreign currency exchange contracts

Accounts receivable, net

Foreign currency exchange contracts

Accrued liabilities

Cash Flow Hedging Strategy

The Company uses cash flow hedges to minimize the variability in cash flows of forecasted transactions caused by fluctuations in commodity prices.

The changes in the fair values of derivatives designated as cash flow hedges are recorded in accumulated other comprehensive income (loss) (“AOCI”) and are reclassified into the line item in our consolidated statement of income in which the hedged items are recorded in the same period that the hedged items affect earnings.

The changes in the fair values of hedges that are determined to be ineffective are immediately reclassified from AOCI into earnings.

The maximum length of time for which the Company hedges its exposure to the variability in future cash flows is currently less than two years.

The Company has entered into commodity hedge contracts to mitigate the price risk associated with a portion of its forecasted aluminum purchases.

These derivative instruments were designated as part of the Company’s commodity cash flow hedging program.

The objective of this hedging program is to reduce the variability of cash flows associated with future purchases of aluminum.

The total notional values of derivatives that were designated and qualified for this program were $ 127.0 million and $ 98.3 million as of December 31, 2024 and 2023, respectively.

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular Dollars in Thousands, Except Per Share Amounts)

The following table presents the impact that changes in the fair values of derivatives designated as cash flow hedges had on other comprehensive income (“OCI”), AOCI and earnings:

Year ended December 31, 2024

Derivatives designated as

Location of gain (loss)

Gain (loss) reclassified

hedging instruments

recognized in AOCI

recognized in income

from AOCI into income

Commodity contracts

Cost of sales

Year ended December 31, 2023

Derivatives designated as

Location of gain (loss)

Gain (loss) reclassified

hedging instruments

recognized in AOCI

recognized in income

from AOCI into income

Commodity contracts

Cost of sales

As of December 31, 2024, the Company estimates that it will reclassify into earnings net gains (losses) of $ 0.9 million from the amount recorded in AOCI as the anticipated cash flows occur during the next 12 months.

Economic (Non-Designated) Hedging Strategy

The Company is exposed to foreign currency exchange rate risks related primarily to its foreign business operations.

During the years ended December 31, 2024, 2023 and 2022, the Company entered into forward currency exchange contracts with financial institutions to create an economic hedge to specifically manage a portion of the foreign exchange risk exposure associated with certain consolidated subsidiaries’ non-functional currency denominated assets and liabilities.

All foreign currency exchange contracts of the Company that were outstanding as of December 31, 2024 have terms of approximately one month or less .

The Company does not enter into forward currency exchange contracts for speculation or trading purposes.

The Company has not designated its foreign currency exchange contracts as hedge transactions.

The total notional values of derivatives related to our foreign currency economic hedges were $ 342.4 million and $ 282.7 million as of December 31, 2024 and 2023, respectively.

The net gains (losses) on derivatives not designated as hedging instruments in the consolidated statements of income were as follows:

Gain (loss) recognized

in income on derivatives

Derivatives not designated as

Location of gain (loss)

hedging instruments

recognized in income on derivatives

Foreign currency exchange contracts

Interest and other income (expense), net

Certain of the Company’s counterparty agreements contain provisions that require the Company to post collateral on derivative instruments in a net liability position.

As of December 31, 2024, $ 1.8 million was held as collateral and $ 1.9 million was posted as collateral.

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular Dollars in Thousands, Except Per Share Amounts)

Nonrecurring fair value measurements were not material for the year ended December 31, 2025.

Inventories consist of the following at December 31:

2 unchanged sentences

Finished goods

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular Dollars in Thousands, Except Per Share Amounts)

PROPERTY AND EQUIPMENT, Net

7 unchanged sentences

Assets under construction are not depreciated until in service date.

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular Dollars in Thousands, Except Per Share Amounts)

GOODWILL AND OTHER INTANGIBLE ASSETS

2 unchanged sentences

Balance at December 31, 2025

*There were no impairments prior to the year ended December 31, 2024.

Balance at December 31, 2023

Balance at December 31, 2024

*Accumulated goodwill impairment balance at December 31, 2025 and 2024 was $ 86.3 million related entirely to Alcohol Brands.

There were no impairments prior to the year ended December 31, 2024 .

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular Dollars in Thousands, Except Per Share Amounts)

Intangible assets consist of the following at:

2 unchanged sentences

Non-amortizing intangibles

No impairment charges were recorded to goodwill and other indefinite-lived intangible assets for the year ended December 31, 2025.

For the year ended December 31, 2024, as a result of operating and financial performance not meeting projections due in part to challenges in the category, as well as a decrease in projected ongoing operating and financial performance related to the Alcohol Brands reporting unit, the Company determined that the conditions indicated that indefinite-lived intangible assets within the Alcohol Brands reporting unit were more-likely-than-not impaired and performed an impairment test to compare the fair value of these indefinite-lived intangible assets, consisting of goodwill, trademarks and permits, with their respective carrying values and with the carrying value of the Alcohol Brands reporting unit.

As a result of this analysis, the Company recorded impairment charges of $ 86.3 million related to goodwill of the Alcohol Brands reporting unit.

Subsequent to the impairment charges recorded, there is no remaining goodwill for the Alcohol Brands reporting unit.

As of December 31, 2024, the accumulated goodwill impairment balance was $ 86.3 million related entirely to the Alcohol Brands reporting unit.

As a result of this analysis, the Company recorded impairment charges of $ 86.3 million related to goodwill of the Alcohol Brands reporting unit for the year ended December 31, 2024.

Further, for the years ended December 31, 2024 and 2023, impairment charges of $ 40.8 million and $ 38.7 million were recorded to other indefinite-lived intangible assets related primarily to the Alcohol Brands segment.

For the year ended December 31, 2022, impairment charges of $ 2.2 million were recorded to other indefinite lived intangible assets related to the Strategic Brands segment.

Impairment charges are included in operating expenses in the consolidated statements of income.

Amortizing intangibles primarily consist of customer relationships.

All amortizing intangibles have been assigned an estimated finite useful life and such intangibles are amortized on a straight-line basis over the number of years that approximate their respective useful lives, generally ten to fifteen years .

Amortizing intangibles primarily consist of computer software, tradenames and customer relationships.

All amortizing intangibles have been assigned an estimated finite useful life, and such intangibles are amortized on a straight-line basis over the number of years that approximate their respective useful lives, generally three to ten years .

Total amortization expense recorded was $ 19.3 million, $ 7.5 million and $ 5.9 million for the years ended December 31, 2025, 2024 and 2023, respectively.

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular Dollars in Thousands, Except Per Share Amounts)

For the year ended December 31, 2025, impairment charges of $ 38.4 million were recorded to certain finite-lived intangible assets related to the Alcohol Brands segment.

No impairment charges were recorded to finite-lived intangible assets for the years ended December 31, 2024 and 2023.

Impairment charges are included in operating expenses in the consolidated statements of income.

The following is the future estimated amortization expense related to amortizing intangibles as of December 31, 2025:

1 unchanged sentence

2031 and thereafter

At December 31, 2024, non-amortizing intangibles primarily consist of indefinite-lived tradenames, flavors and formulas.

At December 31, 2025, non-amortizing other intangible assets primarily consist of indefinite-lived tradenames, flavors and formulas.

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular Dollars in Thousands, Except Per Share Amounts)

DISTRIBUTION AGREEMENTS

3 unchanged sentences

Revenue recognized was $ 21.4 million, $ 21.5 million and $ 21.5 million for the years ended December 31, 2025, 2024 and 2023, respectively.

The Company’s long-term debt consisted of the following:

The Company repaid the outstanding balance on long-term debt in April 2025.

As of December 31, 2024, the Company’s long-term debt consisted of the following:

Revolving credit facility

3 unchanged sentences

Long-term debt

In May 2024, the Company entered into a credit agreement with JPMorgan Chase Bank, N.A., as administrative agent, and certain other lenders, which provides for senior unsecured credit facilities in an aggregate principal amount of $ 1.50 billion (collectively, the “Credit Facilities”).

The Credit Facilities consist of a $ 750.0 million term loan (the “Term Loan”) and up to $ 750.0 million in multicurrency revolving loan commitments (the “Revolving Credit Facility”).

The Term Loan matures May 2027 and the Revolving Credit Facility matures May 2029.

As of December 31, 2024, the Company was in compliance with all covenants under the Credit Facilities.

Borrowings under the Credit Facilities bear interest at a variable rate per annum equal to the applicable rate plus margin (as defined in the Credit Facilities).

The interest rate in effect on the Term Loan was 5.42 % as of December 31, 2024.

No borrowings were outstanding under the Revolving Credit Facility as of December 31, 2024.

In May 2024, the Company entered into a credit agreement with JPMorgan Chase Bank, N.A., as administrative agent, and certain other lenders (the “Original Credit Agreement”), which provided for senior unsecured credit facilities in an aggregate principal amount of $ 1.50 billion (collectively, the “Credit Facilities”).

The Credit Facilities previously consisted of a $ 750.0 million term loan (the “Term Loan”) and up to $ 750.0 million in multicurrency revolving loan commitments (the “Revolving Credit Facility”).

The Term Loan was repaid in April 2025 with no additional borrowings permitted.

In addition, pursuant to Amendment No.

1 to the Original Credit Agreement, dated as of October 17, 2025, among the Company, JPMorgan Chase Bank, N.A., as administrative agent, and certain other lenders (the “Amended Credit Agreement”), the Company’s aggregate borrowing capacity under the Revolving Credit Facility has been reduced to $ 500.0 million.

Borrowings under the Revolving Credit Facility bear interest at a variable rate per annum equal to the applicable rate plus margin (as defined in the Amended Credit Agreement).

Borrowings may be repaid at any time during the term of the Revolving Credit Facility and may be reborrowed prior to the maturity date, which is set to occur in May 2029.

As of December 31, 2025, no borrowings were outstanding under the Credit Facilities, and the Company was in compliance with all covenants under the Amended Credit Agreement.

Additionally, the Company has a line of credit of up to $ 15.0 million with HSBC Bank (China) Company Limited, Shanghai Branch.

As of December 31, 2025, no amount was outstanding on this line of credit.

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

1 unchanged sentence

(Tabular Dollars in Thousands, Except Per Share Amounts)

Borrowings under the Credit Facilities are due on the respective maturity date.

Borrowings may be repaid at any time during the term of the Credit Facilities and, in the case of the Revolving Credit Facility, may be reborrowed prior to the maturity date.

Additionally, the Company has a line of credit of up to $ 15.0 million with HSBC Bank (China) Company Limited, Shanghai Branch.

At December 31, 2024, the interest rate on borrowings under the line of credit was 5.5 %.

As of December 31, 2024, no amount was outstanding on this line of credit.

Based on Level 2 inputs, the carrying value of the Company’s debt approximates fair value, as borrowings are subject to variable interest rates that adjust with changes in market rates and market conditions and the current interest rate approximates that which would be available under similar financial arrangements.

COMMITMENTS AND CONTINGENCIES

12 unchanged sentences

Generally, the Company believes that its insurance coverage is adequate to cover any resulting liabilities or claims.

Litigation – From time to time in the normal course of business, the Company is named in litigation, including labor and employment matters, personal injury matters, consumer class actions, intellectual property matters, data privacy matters, and claims, including from prior distributors.

Although it is not possible to predict the ultimate outcome of such litigation, based on the facts known

Litigation – From time to time in the normal course of business, the Company is named in litigation, including mediation, arbitration, administrative proceedings, labor and employment matters, personal injury matters, consumer class actions, intellectual property matters, data privacy matters, and claims, including from prior distributors.

Although it is not possible to predict the ultimate outcome of such litigation, based on the facts known to the Company, management believes that such litigation in aggregate will likely not have a material adverse effect on the Company’s financial position or results of operations.

The Company evaluates, on a quarterly basis, developments in legal proceedings and other matters that could cause an increase or decrease in the amount of the liability that is accrued, if any, and any related insurance reimbursements.

As of December 31, 2025 and 2024, $ 36.2 million and $ 16.8 million, respectively, of loss contingencies were included in the Company’s accompanying consolidated balance sheets.

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

1 unchanged sentence

(Tabular Dollars in Thousands, Except Per Share Amounts)

to the Company, management believes that such litigation in aggregate will likely not have a material adverse effect on the Company’s financial position or results of operations.

As of December 31, 2024, $ 16.8 million of loss contingencies were included in the Company’s accompanying consolidated balance sheet.

As of December 31, 2023, $ 0.3 million of loss contingencies were included in the Company’s accompanying consolidated balance sheet.

ACCUMULATED OTHER COMPREHENSIVE LOSS

5 unchanged sentences

TREASURY STOCK

Share Repurchase Programs

On November 2, 2022, the Company’s Board of Directors authorized a share repurchase program for the purchase of up to $ 500.0 million of the Company’s outstanding common stock (the “November 2022 Repurchase Plan”).

During the year ended December 31, 2024, the Company purchased approximately 4.6 million shares of common stock at an average purchase price of $ 51.67 per share, for a total amount of approximately $ 239.6 million, which exhausted the availability under the November 2022 Repurchase Plan.

On November 7, 2023, the Company’s Board of Directors authorized a share repurchase program for the purchase of up to an additional $ 500.0 million of the Company’s outstanding common stock (the “November 2023 Repurchase Plan”).

During the year ended December 31, 2024, the Company purchased approximately 10.6 million shares of common stock at an average purchase price of $ 47.16 per share, for a total amount of approximately $ 500.0 million, which exhausted the availability under the November 2023 Repurchase Plan.

On August 19, 2024, the Company’s Board of Directors authorized a share repurchase program for the purchase of up to an additional $ 500.0 million of the Company’s outstanding common stock (the “August 2024 Repurchase Plan”).

5 unchanged sentences

Such shares are included in common stock in treasury in the accompanying consolidated balance sheet at December 31, 2025.

On May 1, 2024, the Board of Directors authorized the Company to execute a modified “Dutch auction” tender offer to repurchase up to $ 3.0 billion of its outstanding shares of common stock.

On May 8, 2024, the Company commenced the tender offer, with such offer expiring on June 5, 2024.

On June 10, 2024, the Company accepted for purchase a total of approximately 56.6 million

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular Dollars in Thousands, Except Per Share Amounts)

shares of common stock at a purchase price of $ 53.00 per share, for an aggregate purchase price of approximately $ 3.0 billion.

The repurchase was funded with approximately $ 2.25 billion of cash on hand and approximately $ 750 million in borrowings.

The cost of these shares and the fees relating to the tender offer are included in common stock in treasury in the accompanying consolidated balance sheet at December 31, 2024.

STOCK-BASED COMPENSATION

8 unchanged sentences

Shares previously granted under the 2011 Omnibus Incentive Plan after December 31, 2019 and prior to the Effective Date of the 2020 Omnibus Incentive Plan reduced the number of shares available for grant under the 2020 Omnibus Incentive Plan.

As of December 31, 2024, 21,077,180 shares of the Company’s common stock have been granted, net of cancellations, and 66,497,789 shares (as adjusted for Full Value Awards) of the Company’s common stock remain available for grant under the 2020 Omnibus Incentive Plan.

As of December 31, 2025, 23,062,505 shares of the Company’s common stock have been granted, net of cancellations, and 62,964,030 shares

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular Dollars in Thousands, Except Per Share Amounts)

(as adjusted for Full Value Awards) of the Company’s common stock remain available for grant under the 2020 Omnibus Incentive Plan.

The Compensation Committee of the Board of Directors (the “Compensation Committee”) has sole and exclusive authority to grant stock awards to all employees who are not new hires and to all new hires who are subject to Section 16 of the Exchange Act (“Section 16”).

5 unchanged sentences

In 2016, the Company adopted the Deferred Compensation Plan (as a sub plan to the 2011 Omnibus Incentive Plan), pursuant to which eligible employees may elect to defer cash and/or equity based compensation and to receive the deferred amounts, together with an investment return (positive or negative), either at a pre-determined time in the future or upon termination of employment with the Company or its subsidiaries or affiliates that are participating employers under the Deferred Compensation Plan, as provided under the Deferred Compensation Plan and in relevant deferral elections.

Deferrals under the Deferred Compensation Plan are unfunded and

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular Dollars in Thousands, Except Per Share Amounts)

Deferrals under the Deferred Compensation Plan are unfunded and unsecured.

As of December 31, 2025 deferrals under the Deferred Compensation Plan are solely comprised of cash compensation and equity compensation and are not material in the aggregate.

15 unchanged sentences

Each award granted under the 2017 Directors Plan will be evidenced by a written agreement and will contain the terms and conditions that the Board of Directors deems appropriate.

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular Dollars in Thousands, Except Per Share Amounts)

In February 2022, as part of the Board of Directors’ amendment and restatement of the 2017 Directors Plan, such amendment and restatement also introduced the requirement for each non-employee director to satisfy the share ownership guidelines set forth below, as may be modified by the Board of Directors from time to time.

6 unchanged sentences

In these cases or in similar circumstances, the Board of Directors will make the final decision as to developing an alternative stock ownership guideline for a non-employee director that reflects the intention of these guidelines and his or her personal circumstances.

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular Dollars in Thousands, Except Per Share Amounts)

The Company recorded $ 125.7 million, $ 91.0 million and $ 68.8 million of compensation expense relating to outstanding options, restricted stock units, performance share units and other share-based awards during the years ended December 31, 2025, 2024 and 2023, respectively.

15 unchanged sentences

treasury zero-coupon yield curve in effect at the time of grant for the expected term of the option.

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular Dollars in Thousands, Except Per Share Amounts)

Expected Term :

2 unchanged sentences

The Company uses historical exercise patterns of previously granted options to derive employee behavioral patterns used to forecast expected exercise patterns.

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular Dollars in Thousands, Except Per Share Amounts)

The following table summarizes the Company’s activities with respect to its stock option plans as follows:

17 unchanged sentences

Cash received from option exercises under all plans for the years ended December 31, 2025, 2024 and 2023 was $ 164.6 million, $ 79.0 million and $ 130.3 million, respectively.

At December 31, 2024, there was $ 151.8 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 3.1 years.

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

1 unchanged sentence

(Tabular Dollars in Thousands, Except Per Share Amounts)

At December 31, 2025, there was $ 116.0 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 2.4 years.

Restricted Stock Units and Performance Share Units

18 unchanged sentences

At December 31, 2025, other share-based awards outstanding included grants that vest over three years payable in the first quarters of 2026, 2027 and 2028.

At December 31, 2024, there was no unrecognized compensation expense related to nonvested other share-based awards granted to employees under the Company’s stock-based compensation plans.

At December 31, 2025, there was $ 2.9 million of unrecognized compensation expense related to nonvested other share-based awards granted to employees under the Company’s stock-based compensation plans.

That cost is expected to be recognized over a weighted-average period of 1.7 years.

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

28 unchanged sentences

Valuation allowance

A reconciliation of the U.S.

federal statutory income tax rate to the Company’s effective tax rate after the adoption of ASU 2023-09 for the year ended December 31, 2025 is as follows:

federal statutory tax rate

State and local income tax, net of federal income tax effect 1

Foreign tax effect

Effect of cross-border tax laws 2

Foreign tax credits

Energy-related tax credits

Change in valuation allowance

Nontaxable or nondeductible Items

Changes in unrecognized tax benefit

Other adjustments

Effective tax rate

State taxes in California , Illinois, Minnesota, Michigan, New Jersey and New York make up the majority (greater than 50%) of the tax effect in this category.

Includes the impact of any tax credits.

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular Dollars in Thousands, Except Per Share Amounts)

A reconciliation of the total provision for income taxes after applying the U.S.

federal statutory rate of 21 % to income before provision for income taxes to the reported provision for income taxes are as follows for the years ended:

federal statutory rate of 21 % to income before provision for income taxes to the reported provision for income taxes prior to the adoption of ASU 2023-09 are as follows for the years ended:

Year ended December 31,

6 unchanged sentences

Valuation allowance

Cash paid for income taxes, net of refunds received, by jurisdiction for the year ended December 31, 2025 is as follows:

The amount of cash income taxes paid by the Company during the years ended December 31, 2024 and 2023 was $ 476.2 million and $ 423.2 million, respectively.

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

2 unchanged sentences

Major components of the Company’s deferred tax assets (liabilities) at December 31, 2025 and 2024 are presented in the table below.

Certain amounts as of December 31, 2023 have been reclassified to conform to presentation as of December 31, 2024.

Certain amounts as of December 31, 2024 have been reclassified to conform to the presentation as of December 31, 2025.

Deferred tax assets:

Reserve for inventory obsolescence

Capitalization of inventory costs

3 unchanged sentences

Net operating loss carryforward

Prepaid supplies

Termination payments

2 unchanged sentences

Accrued liabilities

Foreign tax credit carryforward

Other deferred tax assets

8 unchanged sentences

Net deferred tax assets

During the years ended December 31, 2024, 2023 and 2022, the Company established full valuation allowances against certain deferred tax assets from cumulative net operating losses incurred by certain foreign subsidiaries of the Company as well as state income tax related to cumulative net operating losses incurred by certain U.S.

subsidiaries.

During the years ended December 31, 2025, 2024 and 2023, the Company recorded valuation allowances against certain deferred tax assets from cumulative net operating losses incurred by certain foreign subsidiaries of the Company, state income tax related to cumulative net operating losses incurred by certain U.S.

subsidiaries, and foreign tax credit carryforwards.

The effect of the valuation allowances and the subsequent related impact on the Company’s overall tax rate was to increase the Company’s provision for income taxes by $ 6.6 million, $ 8.6 million and $ 0.2 million for the years ended December 31, 2025, 2024 and 2023, respectively.

At December 31, 2024, the Company had net states operating loss carryforwards of approximately $ 58.5 million and net foreign operating loss carryforwards of approximately $ 109.0 million.

At December 31, 2025, the Company had net state operating loss carryforwards of approximately $ 96.0 million and net foreign operating loss carryforwards of approximately $ 77.0 million.

Of these amounts, $ 68.4 million of net foreign operating loss carryforwards may be carried forward indefinitely.

The remaining $ 102.1 million of net states and foreign operating loss carryforwards will begin to expire in 2025.

The remaining $ 104.6 million of net state and foreign operating loss carryforwards will begin to expire in 2026.

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

25 unchanged sentences

federal income tax returns are subject to examination by the IRS .

The Company’s state income tax returns are subject to examination for the 2020 through 2024 tax years.

The Company’s state income tax returns are generally subject to examination for the 2021 through 2025 tax years.

The United Kingdom and Ireland income tax returns are subject to examination for the 2021 through 2025 tax years.

25 unchanged sentences

Corporate and unallocated amounts that do not relate to a reportable segment have been allocated to “Corporate & Unallocated.” No asset information, other than goodwill and other intangible assets, has been provided in the Company’s reportable segments, as management does not measure or allocate such assets on a segment basis.

The Company’s chief operating decision makers are the co-chief executive officers (the “Executive Committee”).

The Executive Committee assesses segments’ performance by using each segments’ operating income and considers budget-to-actual variances on a periodic basis (at least quarterly) when making decisions about operational planning, including whether to invest resources into the segments or into other parts of the Company.

Further, the Executive Committee uses segments’ operating income when comparing the results of each segment with one another.

The Company’s chief operating decision maker is the chief executive officer (the “CEO”).

The CEO assesses segments’ performance by using each segment’s operating income and considers budget-to-actual variances on a periodic basis (at least quarterly) when making decisions about operational planning, including resource allocation.

Further, the CEO uses segments’ operating income when comparing the results of each segment with one another.

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

7 unchanged sentences

Nonmanufacturing payroll expense

Goodwill and intangibles impairment

Intangibles impairment

Other segment items 2

Operating income (loss) 1

Interest and other income (expense), net

Segment profit (loss) 1

Reconciliation of segment profit (loss)

Interest and other income, net

Unallocated amounts:

Corporate payroll expenses

Corporate overhead expenses, excluding payroll

Income before provision for income taxes

Depreciation and amortization

Unallocated depreciation and amortization

Total depreciation and amortization

1 For the Monster Energy® Drinks segment, includes $ 40.0 million related to the recognition of deferred revenue.

2 unchanged sentences

Strategic Brands - travel and entertainment expense, and certain overhead expenses

Alcohol Brands - depreciation and amortization expense, travel and entertainment expense, professional services expense, and certain overhead expenses

Other - travel and entertainment expense, and certain overhead expenses

Alcohol Brands - property and equipment impairment, depreciation and amortization expense, travel and entertainment expense, professional services expense, and certain overhead expenses

Other - professional services expense, and certain overhead expenses

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

6 unchanged sentences

Nonmanufacturing payroll expense

Intangibles impairment

Goodwill and intangibles impairment

Other segment items 2

Operating income (loss) 1

Interest and other income (expense), net

Segment profit (loss) 1

Reconciliation of segment profit (loss)

Interest and other income, net

Unallocated amounts:

Corporate payroll expenses

Corporate overhead expenses, excluding payroll

Income before provision for income taxes

Depreciation and amortization

Unallocated depreciation and amortization

Total depreciation and amortization

1 For the Monster Energy® Drinks segment, includes $ 39.9 million related to the recognition of deferred revenue.

3 unchanged sentences

Alcohol Brands - depreciation and amortization expense, travel and entertainment expense, professional services expens e, and certain overhead expenses

Other - depreciation and amortization expense, and certain overhead expenses

Other - travel and entertainment expense, and certain overhead expenses

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

6 unchanged sentences

Nonmanufacturing payroll expense

Intangibles impairment

Other segment items 2

Operating income (loss) 1

Interest and other income (expense), net

Segment profit (loss) 1

Reconciliation of segment profit (loss)

Interest and other income, net

Unallocated amounts:

Corporate payroll expenses

Corporate overhead expenses, excluding payroll

Income before provision for income taxes

Depreciation and amortization

Unallocated depreciation and amortization

Total depreciation and amortization

1 For the Monster Energy® Drinks segment, includes $ 40.0 million related to the recognition of deferred revenue.

1 unchanged sentence

Monster Energy® Drinks - travel and entertainment expense, professional services expense, and certain overhead expenses

Strategic Brands - intangible asset impairment, travel and entertainment expense, and certain overhead expenses

Strategic Brands - travel and entertainment expense, and certain overhead expenses

Alcohol Brands - depreciation and amortization expense, travel and entertainment expense, professional services expense, and certain overhead expenses

Other - depreciation and amortization expense, and certain overhead expenses

3 Effectively from February 17, 2022 to December 31, 2022.

Corporate and unallocated expenses were $ 570.2 million for the year ended December 31, 2024 and included $ 377.4 million of payroll costs, of which $ 88.8 million was attributable to stock-based compensation expense (See Note 16, “Stock-Based Compensation”), $ 77.8 million of professional service expenses, including accounting and legal costs, $ 12.8 million of insurance costs and $ 102.2 million of other operating expenses.

Corporate and unallocated expenses were $ 515.0 million for the year ended December 31, 2023 and included $ 331.7 million of payroll costs, of which $ 67.1 million was attributable to stock-based compensation expense (See Note 16, “Stock-Based Compensation”), $ 95.2 million of professional service expenses, including accounting and legal costs, $ 11.7 million of insurance costs and $ 76.4 million of other operating expenses.

Corporate and unallocated expenses were $ 434.6 million for the year ended December 31, 2022 and included $ 278.7 million of payroll costs, of which $ 63.1 million was attributable to stock-based compensation expense (See Note 16, “Stock-Based Compensation”), $ 87.1 million of professional service expenses, including accounting and legal costs, $ 10.5 million of insurance costs and $ 58.3 million of other operating expenses.

Coca-Cola Europacific Partners accounted for approximately 15 %, 14 % and 13 % of the Company’s net sales for the years ended December 31, 2025, 2024 and 2023, respectively.

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular Dollars in Thousands, Except Per Share Amounts)

Coca-Cola Consolidated, Inc.

accounted for approximately 10 %, 10 % and 11 % of the Company’s net sales for the years ended December 31, 2024, 2023 and 2022, respectively.

Reyes Holdings, LLC accounted for approximately 9 % of the Company’s net sales for the years ended December 31, 2024, 2023 and 2022.

accounted for approximately 10 % of the Company’s net sales for each of the years ended December 31, 2025, 2024 and 2023.

Net sales to customers outside the United States amounted to $ 3.44 billion, $ 2.96 billion and $ 2.71 billion for the years ended December 31, 2025, 2024 and 2023, respectively.

Such sales were approximately 41 %, 40 % and 38 % of net sales for the years ended December 31, 2025, 2024 and 2023, respectively.

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular Dollars in Thousands, Except Per Share Amounts)

Goodwill and other intangible assets for the Company’s reportable segments as of December 31, 2025 and 2024 were as follows:

3 unchanged sentences

Alcohol Brands

Corporate and unallocated

RELATED PARTY TRANSACTIONS

11 unchanged sentences

Concentrate purchases from TCCC were $ 25.8 million, $ 28.0 million and $ 29.1 million for the years ended December 31, 2025, 2024 and 2023, respectively.

Certain TCCC Subsidiaries also contract manufacture certain of the Company’s energy drinks.

Such contract manufacturing expenses were $ 54.2 million, $ 41.9 million and $ 35.4 million for the years ended December 31, 2025, 2024 and 2023, respectively.

MONSTER BEVERAGE CORPORATION AND SUBSIDIARIES

1 unchanged sentence

(Tabular Dollars in Thousands, Except Per Share Amounts)

Certain TCCC Subsidiaries also contract manufacture certain of the Company’s energy drinks.

Such contract manufacturing expenses were $ 41.9 million, $ 35.4 million and $ 30.6 million for the years ended December 31, 2024, 2023 and 2022, respectively.

Accounts receivable, accounts payable, accrued promotional allowances and accrued liabilities related to the TCCC Subsidiaries were as follows at:

6 unchanged sentences

The Company occasionally charters a private aircraft that is indirectly owned by Mr.

Sacks, Co-Chief Executive Officer and Chairman of the Board of Directors.

Sacks, Chairman of the Board of Directors.

On certain occasions, Mr.

12 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures