One passive investor now controls nearly 20M Celsius (CELH) shares

Rhea-AI Filing Summary

Celsius Holdings, Inc. has a significant shareholder group led by Gregory Fenelon, Fenelon Opportunity Fund Inc., and The Gregory Fenelon Revocable Living Trust. Together, they report beneficial ownership of 19,804,200 shares of Celsius common stock, representing 7.8% of the class.

The reporting persons state they have sole voting and sole dispositive power over all 19,804,200 shares, with no shared voting or dispositive power. The filing is made on a Schedule 13G, indicating a passive ownership report rather than an activist filing.

Key Figures

Shares beneficially owned: 19,804,200 shares Ownership percentage: 7.8% Sole voting power: 19,804,200 shares +3 more

6 metrics

Shares beneficially owned 19,804,200 shares Common stock of Celsius Holdings, Inc. reported by Gregory Fenelon and related entities

Ownership percentage 7.8% Percent of Celsius Holdings, Inc. common stock class beneficially owned

Sole voting power 19,804,200 shares Shares over which the reporting persons have sole power to vote

Shared voting power 0 shares Shares over which the reporting persons have shared power to vote

Sole dispositive power 19,804,200 shares Shares over which the reporting persons have sole power to dispose

Shared dispositive power 0 shares Shares over which the reporting persons have shared power to dispose

Key Terms

beneficially owned, Sole Voting Power, Sole Dispositive Power, Schedule 13G, +1 more

5 terms

beneficially owned financial

"Item 4. | Ownership (a) | Amount beneficially owned: 19,804,200"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

Sole Voting Power financial

"5 | Sole Voting Power 19,804,200.00"

Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.

Sole Dispositive Power financial

"7 | Sole Dispositive Power 19,804,200.00"

Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.

Schedule 13G regulatory

""form_type": "SCHEDULE 13G""

A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.

percent of class financial

"11 7.8 % 12"

Percent of class is the portion of a specific category of securities—such as a company’s common shares, preferred shares, or a bond series—that takes part in or approves a corporate action (vote, consent, tender, etc.). Investors watch this number because it reveals how much support or opposition exists within that particular shareholder group; like counting how many members of a club back a proposal, it can determine whether a plan passes or how influence is distributed.

FAQ

How many CELH shares does Gregory Fenelon report owning on Schedule 13G?

The filing reports beneficial ownership of 19,804,200 CELH common shares. This amount is reported as held with sole voting and dispositive power, meaning the reporting persons can vote and dispose of these shares without shared control.

What percentage of Celsius Holdings (CELH) is owned by Gregory Fenelon and related entities?

The reporting group discloses ownership of 7.8% of Celsius Holdings’ common stock. This percentage reflects the 19,804,200 shares beneficially owned, positioning the group as a large but minority shareholder in the company.

Which entities are part of the reporting group in this CELH Schedule 13G?

The Schedule 13G for CELH lists three reporting persons: Fenelon Opportunity Fund Inc., The Gregory Fenelon Revocable Living Trust, and Gregory Fenelon individually. Each reports the same 19,804,200 shares with sole voting and dispositive power.

Does the Fenelon group have shared voting power over CELH shares?

No. The Schedule 13G states 0 shares of shared voting power and 0 shares of shared dispositive power. All 19,804,200 CELH shares are reported as subject to sole voting and sole dispositive power by the reporting persons.

What type of filing did the Fenelon group submit for their CELH stake?

The ownership is reported on a Schedule 13G, which is typically used for passive holdings. It discloses the 19,804,200 CELH shares and 7.8% stake without indicating any activist or control-seeking intent in the disclosure itself.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/17/2026 - 05:23 PM Accepted by SEC EDGAR 08/17/2026 - 05:23 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Celsius Holdings, Inc.

(Name of Issuer)

Common

(Title of Class of Securities)

15118V207

(CUSIP Number)

08/17/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 15118V207

1

Names of Reporting Persons

Fenelon Opportunity Fund Inc.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 19,804,200.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 19,804,200.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

19,804,200.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

7.8 %

12

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13G

CUSIP Number(s): 15118V207

1

Names of Reporting Persons

The Gregory Fenelon Revocable Living Trust

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 19,804,200.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 19,804,200.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

19,804,200.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

7.8 %

12

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13G

CUSIP Number(s): 15118V207

1

Names of Reporting Persons

Gregory Fenelon

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 19,804,200.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 19,804,200.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

19,804,200.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

7.8 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Celsius Holdings, Inc.
(b)	Address of issuer's principal executive offices: 2424 N. FEDERAL HWY, SUITE 208, BOCA RATON, FLORIDA, 33431
Item 2.
(a)	Name of person filing: Gregory Fenelon
(b)	Address or principal business office or, if none, residence: 1910 Pacific Ave Suite 2000, Dallas, TX 75201, United States
(c)	Citizenship: United States
(d)	Title of class of securities: Common
(e)	CUSIP Number(s): 15118V207
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 19,804,200
(b)	Percent of class: 0 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 19,804,200
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 19,804,200
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Fenelon Opportunity Fund Inc.

Signature:	Gregory Fenelon
Name/Title:	Chief Executive Officer
Date:	08/17/2026

The Gregory Fenelon Revocable Living Trust

Signature:	Gregory Fenelon
Name/Title:	Chief Executive Officer
Date:	08/17/2026

Gregory Fenelon

Signature:	Gregory Fenelon
Name/Title:	Individually
Date:	08/17/2026