Welcome to our dedicated page for Celsius Hldgs SEC filings (Ticker: CELH), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Celsius Holdings, Inc. (NASDAQ: CELH) SEC filings page on Stock Titan provides a centralized view of the company’s regulatory disclosures as filed with the U.S. Securities and Exchange Commission. Celsius Holdings is a Nevada corporation and functional beverage company whose common stock is listed on the Nasdaq Capital Market, and its filings offer detailed insight into its operations, capital structure and key transactions.
Among the most relevant documents for CELH are current reports on Form 8-K and 8-K/A, which the company uses to disclose material events. Recent 8-K filings describe acquisitions such as the purchase of Alani Nutrition LLC (Alani Nu) and the Rockstar Energy brand assets in the U.S. and Canada, amendments to distribution agreements with PepsiCo, preferred stock investments by PepsiCo, board appointments, share repurchase authorizations and earnings releases for quarterly periods.
Investors reviewing Celsius Holdings’ filings can also find information on its preferred stock terms, board designation rights granted to PepsiCo, credit facilities, potential refinancing activities and the use of non-GAAP financial measures like Adjusted EBITDA and Adjusted Diluted EPS. Amendments on Form 8-K/A provide additional details, including abbreviated financial statements for acquired businesses and unaudited pro forma condensed combined financial information.
On Stock Titan, CELH filings are updated as new documents are posted to the SEC’s EDGAR system. AI-powered tools summarize key points from lengthy filings, helping users quickly understand transaction terms, capital structure changes, distribution arrangements and other disclosures without reading every page of the underlying documents.
Celsius Holdings reported a defining 2025, with record full-year revenue of
Full-year gross margin edged up to
Celsius Holdings, Inc. director Alkidas Jacoby Chrysso filed an initial insider ownership report on Form 3. This filing establishes his status as a director and sets the baseline for any future insider trading reports, but it does not list any specific stock transactions or share amounts.
Celsius Holdings, Inc. director John Short filed an initial insider ownership report on Form 3. This filing establishes his status as a director and provides the baseline disclosure of his holdings in Celsius Holdings as required under insider reporting rules, but does not list any specific transactions.
Celsius Holdings, Inc. received an amended Schedule 13G filing disclosing updated large shareholdings tied to the DeSantis family and related entities. The filing is based on 257,785,297 common shares outstanding as of October 31, 2025.
William H. Milmoe reports beneficial ownership of 15,411,708 shares, or 6.0% of the common stock, combining his personal holdings with shares held through CD Financial, LLC and the Estate of Carl DeSantis. Deborah DeSantis reports 19,577,490 shares, or 7.6%, including personal, spousal and trust holdings, while Dean DeSantis reports 19,467,895 shares, also 7.6%.
CD Financial, LLC alone holds 13,882,396 shares, or 5.3% of the company. The Carl DeSantis Retained Annuity Trust 2 holds 2,136,067 shares (0.8%), and the Estate of Carl DeSantis holds 1,318,067 shares (0.5%). GRAT 1, LLC reports no current holdings. The filing also details how trustees and personal representatives share voting and dispositive power across these entities.
Celsius Holdings reported several leadership changes. On February 10, 2026, Israel Kontorvsky and Michael Del Pozzo resigned from the board, and the company appointed PepsiCo executives Chrysso (Christy) Jacoby, 55, and John Short, 53, to fill the vacant seats until the 2026 annual meeting.
Jacoby joins the Audit and Enterprise Risk Committee and Short joins the Governance and Nominating Committee. Both were designated under PepsiCo’s August 28, 2025 securities purchase agreement and will not receive board compensation. The board also named Tony Guilfoyle Chief Customer Officer, and he will no longer be considered an executive officer under SEC rules.
Celsius Holdings, Inc. insider William H. Milmoe filed an amended Form 4 concerning his ownership in the company. The amendment notes that, as a result of the reported transaction dated 01/16/2026, he ceased to be a 10% owner of Celsius.
The filing is made by a single reporting person and clarifies an omission in the earlier version, formally updating his relationship to the issuer from a 10% owner to a non-10% owner.
Celsius Holdings, Inc. reported that an insider filed an amended Form 4 to correct a prior disclosure about their ownership status. The amendment clarifies that the reporting person ceased to be a 10% owner of Celsius Holdings as a result of the transaction dated 01/16/2026.
Celsius Holdings, Inc. insider Dean DeSantis filed an amended Form 4 to correct a prior insider trading report. The amendment states that, as a result of the transaction dated 01/16/2026, he ceased to be a 10% owner of Celsius Holdings, a status change previously omitted.
The Vanguard Group reports beneficial ownership of 18,074,995 shares of Celsius Holdings Inc common stock, representing 7.01% of the class as of December 31, 2025.
Vanguard has shared voting power over 1,268,236 shares and shared dispositive power over all 18,074,995 shares, with no sole voting or dispositive authority. The shares are held for clients in the ordinary course of business, not to influence control of Celsius.
Celsius Holdings, Inc. insider activity centers on a structured share sale by an affiliated entity rather than a direct personal sale. CD Financial LLC, which is managed by reporting person William H. Milmoe and is 99% beneficially owned through the Carl DeSantis Revocable Trust, is the record holder of the shares.
On January 16, 20 and 21, 2026, CD settled three tranches of a prepaid variable forward sale contract entered in January 2023 with an unaffiliated buyer, electing full physical settlement for each tranche. For each tranche, CD was obligated to deliver 120,000 shares of Celsius common stock after tranche maturity, while the buyer paid cash based on a formula using a floor price of $29.0933 and a cap price of $38.7911 per share.
For all three tranche maturities, the settlement price was above the floor and below the cap, so CD delivered shares and received cash equal to the number of shares multiplied by the difference between the settlement price and the floor price. After these settlements, Milmoe continued to report more than 12.3 million Celsius shares as indirectly beneficially owned through CD.