Celsius Holdings (CELH) officer details RSU vesting and share withholding

Rhea-AI Filing Summary

An officer of Celsius Holdings, Inc. serving as Chief Supply Chain Officer reported equity award activity. On December 9, 2025, the officer acquired 11,133 shares of common stock at $0 upon the vesting of performance-based restricted stock units under the company’s 2025 Omnibus Incentive Compensation Plan. To satisfy tax withholding on this vesting, 4,381 shares were withheld at a price of $43.21 per share. Following these transactions, the officer directly beneficially owned 44,302 shares and indirectly owned 450 shares through a spouse.

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^*

Storey Paul H.

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
12/09/2025

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	12/09/2025		A		11,133(1)	A	$0	48,683	D
Common Stock, $0.001 par value per share	12/09/2025		F		4,381(2)	D	$43.21	44,302	D
Common Stock, $0.001 par value per share								450	I	By Spouse

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. Represents shares earned upon vesting of performance-based restricted stock units issued pursuant to the Celsius Holdings, Inc. 2025 Omnibus Incentive Compensation Plan.

2. Represents shares withheld to satisfy the tax withholding obligation due upon vesting of performance-based restricted stock units.

Remarks:

	/s/ Richard Mattessich, Attorney-in-fact	12/11/2025
	** 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 Celsius Holdings (CELH) report in this Form 4?

The Chief Supply Chain Officer of Celsius Holdings, Inc. reported the vesting of performance-based restricted stock units on December 9, 2025, resulting in common stock being acquired and some shares withheld to cover taxes.

How many Celsius Holdings (CELH) shares did the officer receive from RSU vesting?

The officer received 11,133 shares of Celsius Holdings common stock at $0 upon the vesting of performance-based restricted stock units issued under the 2025 Omnibus Incentive Compensation Plan.

How many Celsius Holdings (CELH) shares were withheld for taxes in this insider transaction?

To satisfy the tax withholding obligation due upon the RSU vesting, 4,381 shares of Celsius Holdings common stock were withheld at a price of $43.21 per share.

What is the officers role and relationship to Celsius Holdings (CELH)?

The reporting person is an officer of Celsius Holdings, Inc., serving as Chief Supply Chain Officer, as indicated in the relationship section of the report.

How many Celsius Holdings (CELH) shares does the officer own after these transactions?

After the reported transactions, the officer beneficially owned 44,302 shares of Celsius Holdings common stock directly and an additional 450 shares indirectly through a spouse.

What type of equity awards were involved in the Celsius Holdings (CELH) insider report?

The transactions involved performance-based restricted stock units, which vested and were granted under the Celsius Holdings, Inc. 2025 Omnibus Incentive Compensation Plan.