[Form 4] Celsius Holdings, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Jarrod Langhans, Chief Financial Officer of Celsius Holdings, Inc. (CELH) reported the sale of 5,000 shares of the issuer's common stock on 08/07/2025 at a reported price of $51.18 per share. After this transaction the filing shows the reporting person beneficially owns 109,227 shares.

The filing states the sales were effected pursuant to a Rule 10b5-1 trading plan adopted on September 13, 2024. No derivative transactions are reported in the filing and no other changes to ownership or company operations are disclosed in the document.

Insights

Financial Analyst

TL;DR: Routine officer sale under a prearranged 10b5-1 plan; transaction size appears non-material to company-level valuation.

The Form 4 reports a single non-derivative sale of 5,000 shares at $51.18, leaving 109,227 shares beneficially owned by the CFO. Because the sale was executed under a Rule 10b5-1 plan adopted on September 13, 2024, the transaction is preplanned rather than opportunistic. The filing contains no derivative activity or other disclosures that would suggest an immediate change in corporate fundamentals. For investors, this is a transparency event rather than a material operational development.

Corporate Governance Expert

TL;DR: Disclosure aligns with standard governance practice; use of a 10b5-1 plan reduces insider trading concerns.

The report documents a reported sale by the CFO executed under a documented Rule 10b5-1 trading plan, which is consistent with governance best practices for planned insider transactions. The remaining beneficial ownership of 109,227 shares maintains the officer's exposure to company performance. The filing does not disclose any departures, new agreements, or governance changes. Impact on shareholder governance oversight is minimal based on the disclosed facts.

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).

X

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^*

Langhans Jarrod

(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 Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/07/2025

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(1)	08/07/2025		S		5,000	D	$51.18	109,227	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. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on September 13, 2024.

Remarks:

	/s/ Richard Mattessich	08/11/2025
	** 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 did Jarrod Langhans report on the CELH Form 4?

The Form 4 reports a sale of 5,000 common shares of Celsius Holdings on 08/07/2025 at $51.18 per share and shows 109,227 shares beneficially owned after the transaction.

Was the sale executed under a Rule 10b5-1 plan?

Yes. The filing states the sales were effected pursuant to a Rule 10b5-1 trading plan adopted on September 13, 2024.

Did the Form 4 report any derivative transactions for CELH?

No. The filing shows only non-derivative securities activity and no derivative securities were reported.

How many CELH shares does the reporting person own after the reported sale?

The Form 4 shows the reporting person beneficially owns 109,227 shares following the reported transaction.

Does the filing disclose any other material corporate changes?

No. The document discloses only the reported sale under the 10b5-1 plan and does not report additional changes to leadership, agreements, or operations.