Celsius Holdings (NASDAQ: CELH) insider updates indirect share totals

Rhea-AI Filing Summary

Celsius Holdings, Inc. director and more than 10% owner reported three indirect sales of common stock, each for 187,500 shares, on November 13, 14, and 17, 2025 at a price of $37.0234 per share. After these transactions, the filing shows indirect beneficial ownership of 16,984,270, 16,796,770, and 16,609,270 shares, respectively.

The report is an amendment that corrects the amounts of securities beneficially owned after each transaction date. The original and several subsequent reports had inadvertently overstated the indirect beneficial ownership figure by 1,318,097 shares for each referenced date.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Milmoe William H.

(Last) (First) (Middle)

190 S.E. 5TH AVENUE, SUITE 200

(Street)

DELRAY BEACH FL 33483

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Celsius Holdings, Inc. [ CELH ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
11/13/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)
11/17/2025

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	11/13/2025		J/K		187,500	D	$37.0234	16,984,270(1)	I	See Footnote
Common Stock	11/14/2025		J/K		187,500	D	$37.0234	16,796,770(1)	I	See Footnote
Common Stock	11/17/2025		J/K		187,500	D	$37.0234	16,609,270(1)	I	See Footnote

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. This Form 4/A is filed solely to correct the amount of securities beneficially owned following the reported transactions on each of November 13, 2025, November 14, 2025, and November 17, 2025. The original Form 4 filed on November 17, 2025 inadvertently overstated the amount of securities beneficially owned following each transaction date, in each case, by 1,318,097 securities. Subsequent Form 4 filings made, in relation to the same transaction, on November 20, 2025, November 25, 2025, December 1, 2025, December 4, 2025, and December 9, 2025 likewise overstated the amount of securities beneficially owned following the respective transaction dates by such amount.

	/s/ William H. Milmoe	01/12/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What insider transactions were reported for CELH in this filing?

The insider reported three indirect sales of Celsius Holdings, Inc. (CELH) common stock, each involving 187,500 shares on November 13, 14, and 17, 2025 at a price of $37.0234 per share.

How many Celsius Holdings (CELH) shares does the insider report owning after these sales?

Following the reported transactions, the filing lists indirect beneficial ownership of 16,984,270 shares after November 13, 2025, 16,796,770 shares after November 14, 2025, and 16,609,270 shares after November 17, 2025.

Why was this Celsius Holdings (CELH) insider report amended?

The amendment states it was filed solely to correct the amounts of securities beneficially owned following the transactions on November 13, 14, and 17, 2025. The original report had inadvertently overstated the beneficially owned amount after each date by 1,318,097 shares.

Which prior Celsius Holdings (CELH) filings were affected by the ownership error?

The explanation notes that the original report filed on November 17, 2025 and subsequent related filings on November 20, 2025, November 25, 2025, December 1, 2025, December 4, 2025, and December 9, 2025 each overstated the beneficially owned amount by 1,318,097 shares.

Is the Celsius Holdings (CELH) insider a director or major shareholder?

The reporting person is identified as a director of Celsius Holdings, Inc. and is also marked as a more than 10% owner of the company’s equity securities.

Are the reported CELH shares held directly or indirectly by the insider?

The transactions and holdings are reported as indirect beneficial ownership, with the ownership form listed as Indirect (I) and the nature of ownership referenced in a footnote.