Celsius Holdings (CELH) director awarded 2,611 RSUs in stock grant

Rhea-AI Filing Summary

Celsius Holdings director Caroline S. Levy received an equity award in the form of restricted stock units. On the grant date, she acquired 2,611 RSUs for no cash consideration, each representing one share of common stock. These RSUs fully vest on the first anniversary of the grant date, bringing her direct holdings to 45,367 shares.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Levy Caroline S

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock, $0.001 par value per share	2,611	$0.00	--

Holdings After Transaction: Common Stock, $0.001 par value per share — 45,367 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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
Estimated average burden
hours per response:			0.5

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^*

Levy Caroline S

(Last) (First) (Middle)

2381 NW EXECUTIVE CENTER DR.

(Street)

BOCA RATON FL 33431

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026

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

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, $0.001 par value per share	02/27/2026		A		2,611(1)	A	$0	45,367	D

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. Consists of restricted stock units ("RSUs"), with each RSU providing for the right to receive one share of common stock, par value $0.001 per share, of Celsius Holdings, Inc. The RSUs fully vest on the first anniversary of the grant date.

Remarks:

See Exhibit 24.1 - Power of Attorney

	/s/ Richard Mattessich, Attorney-in-fact	03/03/2026
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Caroline S. Levy report at Celsius Holdings (CELH)?

Caroline S. Levy reported receiving 2,611 restricted stock units in Celsius Holdings. The award was recorded as a grant or other acquisition, increasing her direct beneficial ownership to 45,367 common shares following the transaction on the reported grant date.

Was cash paid for the 2,611 RSUs granted to the Celsius Holdings director?

No cash was paid for the 2,611 RSUs granted to the director. The filing shows a transaction price per share of $0.0000, indicating this was an equity compensation award rather than an open-market purchase of Celsius Holdings common stock.

When do the RSUs granted to Caroline S. Levy at CELH fully vest?

The RSUs granted to Caroline S. Levy fully vest on the first anniversary of the grant date. Until vesting, they represent the right to receive shares of Celsius Holdings common stock, with one share deliverable for each restricted stock unit after vesting.

How many Celsius Holdings shares does Caroline S. Levy own after this Form 4 transaction?

After this Form 4 transaction, Caroline S. Levy beneficially owns 45,367 shares of Celsius Holdings common stock. This total includes the newly granted 2,611 restricted stock units, each of which is exchangeable into one share upon vesting on the first anniversary of the grant date.

What type of security was involved in the Celsius Holdings (CELH) Form 4 transaction?

The transaction involved restricted stock units tied to common stock, par value $0.001 per share. Each RSU provides the right to receive one share of Celsius Holdings common stock, with the entire award scheduled to vest one year after the reported grant date.