STOCK TITAN

Monster Beverage (NASDAQ: MNST) okays $500M buyback and passes all votes

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Monster Beverage Corporation reported the results of its annual stockholder meeting and announced additional share repurchase capacity. Stockholders re-elected ten directors, ratified Ernst & Young LLP as independent auditor for the year ending December 31, 2026, and approved, on a non-binding, advisory basis, the compensation of named executive officers. The Board authorized a new share repurchase program for up to an additional $500.0 million of common stock. As of May 14, 2026, approximately $400.0 million remained available under the previously authorized repurchase program, giving the Company substantial flexibility to buy back shares over time, subject to market conditions and legal requirements.

Positive

  • None.

Negative

  • None.

Insights

Monster adds $500M to buyback capacity while routine proposals pass.

Monster Beverage expanded its authorized share repurchases by $500.0 million, on top of about $400.0 million still available from an existing program. This increases potential capital return but does not obligate the company to repurchase a specific amount or on a set schedule.

All key governance items received strong support, including re-election of ten directors, auditor ratification for the 2026 fiscal year, and advisory approval of executive compensation. These outcomes signal broad stockholder alignment with current governance and compensation practices, at least based on this meeting’s vote tallies.

The actual effect of the enlarged repurchase authorization will depend on future execution, which the company indicates will vary with market conditions and may be suspended or discontinued at any time. Future periodic reports and updates can clarify how much of the authorized capacity is ultimately used.

Item 5.07 Submission of Matters to a Vote of Security Holders Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
New repurchase authorization $500.0 million Additional share repurchase capacity authorized May 14, 2026
Remaining prior authorization $400.0 million Repurchase capacity remaining under prior program as of May 14, 2026
Say-on-pay votes for 823,312,573 shares Votes for executive compensation advisory approval
Say-on-pay votes against 42,628,482 shares Votes against executive compensation advisory approval
Auditor ratification votes for 885,168,644 shares Votes for ratification of Ernst & Young LLP
Director votes for (example) 855,092,867 shares Votes for director Mark J. Hall
share repurchase program financial
"authorized a new repurchase program for the repurchase of up to an additional $500.0 million"
A share repurchase program is when a company buys back its own shares from the marketplace. This reduces the total number of shares available, which can increase the value of each remaining share and signal confidence in the company's prospects. For investors, it often suggests that the company believes its stock is undervalued or that it has extra cash to return to shareholders.
broker non-votes financial
"Abstentions | | | Broker Non-Votes"
Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.
independent registered public accounting firm financial
"to serve as the independent registered public accounting firm of the Company"
An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.
non-binding, advisory basis financial
"To approve, on a non-binding, advisory basis, the compensation"
forward-looking statements regulatory
"Certain statements made in this announcement may constitute “forward-looking statements”"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
emerging growth company regulatory
"Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
false 0000865752 0000865752 2026-05-14 2026-05-14 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): May 14, 2026

 

Monster Beverage Corporation

(Exact name of registrant as specified in its charter)

 

Delaware

(State or other jurisdiction of incorporation)

 

001-18761   47-1809393
(Commission File Number)   (IRS Employer Identification No.)

 

1 Monster Way

Corona, California 92879

(Address of principal executive offices and zip code)

 

(951) 739 - 6200

(Registrant’s telephone number, including area code)

 

N/A

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act: 

 

Title of each class   Trading Symbol(s)   Name of each exchange on which
registered
Common Stock   MNST   Nasdaq Global Select Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

 

Item 5.07. Submission of Matters to a Vote of Security Holders.

 

At the Annual Meeting of Stockholders of Monster Beverage Corporation (the “Company”) held on May 14, 2026, the following matters were submitted to a vote of the stockholders. For more information on the following proposals, see the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on March 27, 2026.

 

Proposal No. 1. To elect ten directors of the Company to serve until the 2027 annual meeting of stockholders.

 

In accordance with the results below, the following individuals were re-elected as directors of the Company and received the number of votes set opposite their respective names.

 

Director  Votes For   Votes
Against
   Abstentions   Broker
Non-Votes
 
Ana Demel   862,378,221    3,609,825    213,601    19,519,201 
James L. Dinkins   863,419,283    2,564,360    218,004    19,519,201 
William W. Douglas III   861,807,993    4,176,166    217,488    19,519,201 
Mark J. Hall   855,092,867    10,497,178    611,602    19,519,201 
Tiffany M. Hall   851,841,347    13,320,869    1,039,431    19,519,201 
Jeanne P. Jackson   798,763,505    67,224,877    213,265    19,519,201 
Steven G. Pizula   851,070,569    14,914,966    216,112    19,519,201 
Rodney C. Sacks   852,151,746    13,448,703    601,198    19,519,201 
Hilton H. Schlosberg   857,208,955    8,390,930    601,762    19,519,201 
Mark S. Vidergauz   755,948,888    102,628,948    7,623,811    19,519,201 

 

Proposal No. 2. To ratify the appointment of Ernst & Young LLP to serve as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2026.

 

In accordance with the results below, the appointment of Ernst & Young LLP was ratified and approved.

 

Votes For   Votes Against   Abstentions 
885,168,644    340,152    212,052 

 

 

Proposal No. 3. To approve, on a non-binding, advisory basis, the compensation of the Company’s named executive officers.

 

In accordance with the results below, the compensation of the Company’s named executive officers was approved on a non-binding, advisory basis.

 

Votes For   Votes Against     Abstentions     Broker Non-Votes
823,312,573     42,628,482     260,592     19,519,201

  

 

 

 

Item 8.01. Other Events.

 

On May 14, 2026, the Board of Directors of the Company authorized a new repurchase program for the repurchase of up to an additional $500.0 million of the Company’s outstanding shares of common stock. As of May 14, 2026, approximately $400.0 million remained available for repurchase under the Company’s previously authorized repurchase program. The Company expects to make the share repurchases from time to time in the open market, through privately-negotiated transactions, by block-purchase or through other transactions managed by broker-dealers, or otherwise, subject to applicable laws, regulations and approvals. The timing of the share repurchases will depend on a variety of factors, including market conditions, and the share repurchases may be suspended or discontinued at any time.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit 99.1 Press Release dated May 15, 2026.
Exhibit 104 The cover page from this Current Report on Form 8-K, formatted in iXBRL (Inline eXtensible Business Reporting Language).

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  Monster Beverage Corporation
   
Date: May 15, 2026 /s/ Hilton H. Schlosberg
  Hilton H. Schlosberg
  Vice Chairman of the Board of Directors and
  Chief Executive Officer

 

 

 

 

Exhibit 99.1

 

 

 

Investor Relations

Strategic Public Relations

PondelWilkinson Inc.

2945 Townsgate Road, Suite 200

Westlake Village, CA 91361

 

T         (310) 279 5980

W  www.pondel.com

 

CONTACTS:

 

 

NEWS

RELEASE

Mark Astrachan

SVP, Investor Relations & Corporate Development

(951) 739-6200

 

Roger S. Pondel / Judy Lin

PondelWilkinson Inc.

(310) 279-5980

 

MONSTER BEVERAGE BOARD AUTHORIZES

NEW $500.0 MILLION SHARE REPURCHASE PROGRAM

 

Corona, CA – May 15, 2026 – Monster Beverage Corporation (NASDAQ:MNST) today announced that its Board of Directors has authorized a new share repurchase program for the repurchase of up to an additional $500.0 million of the Company’s outstanding common stock. As of May 14, 2026, approximately $400.0 million remained available for repurchase under the Company’s previously authorized repurchase program. The Company expects to make the share repurchases from time to time in the open market, through privately-negotiated transactions, by block-purchase or through other transactions managed by broker-dealers, or otherwise, subject to applicable laws, regulations and approvals. The timing of the share repurchases will depend on a variety of factors, including market conditions, and the share repurchases may be suspended or discontinued at any time.

 

Monster Beverage Corporation

 

Based in Corona, California, Monster Beverage Corporation is a holding company and conducts no operating business except through its consolidated subsidiaries. The Company’s subsidiaries develop and market energy drinks, including Monster Energy® drinks, Monster Energy Ultra® energy drinks, Juice Monster® and Punch Monster® Energy + Juice energy drinks, Java Monster® and Monster Killer Brew® non-carbonated coffee + energy drinks, Rehab® Monster® non-carbonated energy drinks, Monster Energy® Nitro energy drinks, Reign Total Body Fuel® high performance energy drinks, Reign Storm® and Storm™ total wellness energy drinks, NOS® energy drinks, Full Throttle® energy drinks, Bang Energy® drinks, FLRT™ total wellness energy drinks, BPM® energy drinks, BU® energy drinks, Burn® energy drinks, Live+® energy drinks, Mother® energy drinks, Nalu® energy drinks, Play® and Power Play® (stylized) energy drinks, Relentless® energy drinks, Samurai® energy drinks, Ultra Energy® drinks, Predator® energy drinks and Fury® energy drinks. The Company’s subsidiaries also develop and market craft beers, flavored malt beverages and hard seltzers under a number of brands, including Jai Alai® IPA, Dale’s Pale Ale®, Dallas Blonde®, Wild Basin® hard seltzers, The BeastTM, Beast® Tea, Blind Lemon® and Blinder Lemon™. For more information visit www.monsterbevcorp.com.

 

(more)

 

 

 

Monster Beverage Corporation

2-2-2

 

Caution Concerning Forward-Looking Statements

 

Certain statements made in this announcement may constitute “forward-looking statements” within the meaning of the U.S. federal securities laws, as amended, regarding the expectations of management with respect to our future operating results and other future events including revenues and profitability. The Company cautions that these statements are based on management’s current knowledge and expectations and are subject to certain risks and uncertainties, many of which are outside of the control of the Company, that could cause actual results and events to differ materially from the statements made herein. Such risks and uncertainties include, but are not limited to, our ability to implement the share repurchase programs. For a more detailed discussion of these and other risks that could affect our operating results, see the Company’s reports filed with the Securities and Exchange Commission, including our annual report on Form 10-K for the year ended December 31, 2025 and our subsequently filed quarterly report. The Company’s actual results could differ materially from those contained in the forward-looking statements, including with respect to the share repurchase programs. The Company assumes no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.

 

# # #

 

FAQ

What did Monster Beverage (MNST) stockholders approve at the May 14, 2026 annual meeting?

Stockholders re-elected ten directors, ratified Ernst & Young LLP as independent auditor for the year ending December 31, 2026, and approved, on a non-binding advisory basis, the compensation of named executive officers, indicating broad support for current leadership and pay practices.

How large is Monster Beverage’s new share repurchase authorization in 2026?

The Board authorized a new share repurchase program for up to an additional $500.0 million of common stock. This expands potential capital returns, giving management flexibility to buy back shares when conditions appear favorable, without committing to a specific pace or completion date.

How much remained under Monster Beverage’s prior share repurchase program?

As of May 14, 2026, approximately $400.0 million remained available for repurchase under the previously authorized program. Combined with the new $500.0 million authorization, the company now has significant aggregate capacity for future share buybacks, subject to laws and market conditions.

How will Monster Beverage execute its 2026 share repurchase programs?

The company expects to repurchase shares from time to time in the open market, through privately negotiated transactions, by block purchases, or through other broker-managed transactions, subject to applicable laws, regulations and approvals, and may suspend or discontinue repurchases at any time.

Did Monster Beverage’s stockholders approve executive compensation on a say-on-pay basis?

Yes. Stockholders approved, on a non-binding, advisory basis, the compensation of the company’s named executive officers. The vote totals showed significantly more shares voting in favor than against, reflecting support for the current executive pay structure at this meeting.

Who is Monster Beverage’s independent auditor for the fiscal year ending December 31, 2026?

Ernst & Young LLP was ratified and approved as Monster Beverage’s independent registered public accounting firm for the fiscal year ending December 31, 2026. The ratification received a large majority of votes cast in favor, with relatively few votes against or abstentions.

Filing Exhibits & Attachments

4 documents