CELH

SEC source: 0001829126-23-002526 · ownership.xml · derivative · entry 1

DESANTIS CARL · CIK 0001102948 · 10% owner

10b5-1 filing: No plan indicated

Ownership: Indirect · Footnote

Disclosed balance after: 798,458

Underlying: Common Stock · 798,458 shares

Expires not disclosed

F2 · derivative.exercise_price: On March 30, 2023, CD entered a prepaid variable forward sale contract with an unaffiliated third-party purchaser. The contract obligates CD to deliver to the purchaser up to 798,458 shares of Celsius Holdings, Inc. ("Celsius") common stock (or, at CD's election, an equivalent amount of cash based on the market price of Celsius common stock) at the maturity of the contract (occurring in twenty approximately equal components from December 18, 2025 to January 20, 2026). In exchange for assuming this obligation, CD received a cash payment of $66,204,890.43 on April 3, 202].

F3 · derivative.exercise_price: The reporting person pledged 798,458 shares of Celsius common stock (the "Pledged Shares") to secure its obligations under the contract and retained dividend and voting rights in the Pledged Shares during the term of the pledge. The contract provides that the number of shares of Celsius common stock that CD would be obligated to deliver to the purchaser in respect of each maturity date would be determined as follows: (a) if the volume-weighted average price of Celsius common stock on the designated valuation date for the applicable component (each, a "Settlement Price") is less than or equal to $87.2799 (the "Floor Price"), CD will deliver to the buyer all of the Pledged Shares for the applicable component;

F4 · derivative.exercise_price: (b) if such Settlement Price is greater than the Floor Price but less than or equal to $116.3732 (the "Cap Price), CD will deliver to the buyer the number of shares equal to one hundred percent (100%) of the Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is such Settlement Price and; (c) if such Settlement Price is greater than the Cap Price, CD will deliver to the buyer the number of shares equal to one hundred percent (100%) of Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price plus the excess of such Settlement Price over the Cap Price, and the denominator of which is such Settlement Price.

F2 · derivative.exercise_date: On March 30, 2023, CD entered a prepaid variable forward sale contract with an unaffiliated third-party purchaser. The contract obligates CD to deliver to the purchaser up to 798,458 shares of Celsius Holdings, Inc. ("Celsius") common stock (or, at CD's election, an equivalent amount of cash based on the market price of Celsius common stock) at the maturity of the contract (occurring in twenty approximately equal components from December 18, 2025 to January 20, 2026). In exchange for assuming this obligation, CD received a cash payment of $66,204,890.43 on April 3, 202].

F3 · derivative.exercise_date: The reporting person pledged 798,458 shares of Celsius common stock (the "Pledged Shares") to secure its obligations under the contract and retained dividend and voting rights in the Pledged Shares during the term of the pledge. The contract provides that the number of shares of Celsius common stock that CD would be obligated to deliver to the purchaser in respect of each maturity date would be determined as follows: (a) if the volume-weighted average price of Celsius common stock on the designated valuation date for the applicable component (each, a "Settlement Price") is less than or equal to $87.2799 (the "Floor Price"), CD will deliver to the buyer all of the Pledged Shares for the applicable component;

F4 · derivative.exercise_date: (b) if such Settlement Price is greater than the Floor Price but less than or equal to $116.3732 (the "Cap Price), CD will deliver to the buyer the number of shares equal to one hundred percent (100%) of the Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is such Settlement Price and; (c) if such Settlement Price is greater than the Cap Price, CD will deliver to the buyer the number of shares equal to one hundred percent (100%) of Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price plus the excess of such Settlement Price over the Cap Price, and the denominator of which is such Settlement Price.

F2 · derivative.expiration_date: On March 30, 2023, CD entered a prepaid variable forward sale contract with an unaffiliated third-party purchaser. The contract obligates CD to deliver to the purchaser up to 798,458 shares of Celsius Holdings, Inc. ("Celsius") common stock (or, at CD's election, an equivalent amount of cash based on the market price of Celsius common stock) at the maturity of the contract (occurring in twenty approximately equal components from December 18, 2025 to January 20, 2026). In exchange for assuming this obligation, CD received a cash payment of $66,204,890.43 on April 3, 202].

F3 · derivative.expiration_date: The reporting person pledged 798,458 shares of Celsius common stock (the "Pledged Shares") to secure its obligations under the contract and retained dividend and voting rights in the Pledged Shares during the term of the pledge. The contract provides that the number of shares of Celsius common stock that CD would be obligated to deliver to the purchaser in respect of each maturity date would be determined as follows: (a) if the volume-weighted average price of Celsius common stock on the designated valuation date for the applicable component (each, a "Settlement Price") is less than or equal to $87.2799 (the "Floor Price"), CD will deliver to the buyer all of the Pledged Shares for the applicable component;

F4 · derivative.expiration_date: (b) if such Settlement Price is greater than the Floor Price but less than or equal to $116.3732 (the "Cap Price), CD will deliver to the buyer the number of shares equal to one hundred percent (100%) of the Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is such Settlement Price and; (c) if such Settlement Price is greater than the Cap Price, CD will deliver to the buyer the number of shares equal to one hundred percent (100%) of Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price plus the excess of such Settlement Price over the Cap Price, and the denominator of which is such Settlement Price.

F1 · ownership.nature: Carl DeSantis owns a beneficial interest of 100% in CD Financial, LLC ("CD").

SEC source: 0001829126-23-002530 · ownership.xml · derivative · entry 1

Milmoe William H. · CIK 0001443194 · 10% owner

10b5-1 filing: No plan indicated

Ownership: Indirect · Footnote

Disclosed balance after: 798,458

Underlying: Common Stock · 798,458 shares

Expires not disclosed

F2 · derivative.exercise_price: On March 30, 2023, CD entered a prepaid variable forward sale contract with an unaffiliated third-party purchaser. The contract obligates CD to deliver to the purchaser up to 798,458 shares of Celsius Holdings, Inc. ("Celsius") common stock (or, at CD's election, an equivalent amount of cash based on the market price of Celsius common stock) at the maturity of the contract (occurring in twenty approximately equal components from December 18, 2025 to January 20, 2026). In exchange for assuming this obligation, CD received a cash payment of $66,204,890.43 on April 3, 202].

F3 · derivative.exercise_price: CD pledged 798,458 shares of Celsius common stock (the "Pledged Shares") to secure its obligations under the contract and retained dividend and voting rights in the Pledged Shares during the term of the pledge. The contract provides that the number of shares of Celsius common stock that CD would be obligated to deliver to the purchaser in respect of each maturity date would be determined as follows: (a) if the volume-weighted average price of Celsius common stock on the designated valuation date for the applicable component (each, a "Settlement Price") is less than or equal to $87.2799 (the "Floor Price"), CD will deliver to the buyer all of the Pledged Shares for the applicable component;

F4 · derivative.exercise_price: (b) if such Settlement Price is greater than the Floor Price but less than or equal to $116.3732 (the "Cap Price), CD will deliver to the buyer the number of shares equal to one hundred percent (100%) of the Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is such Settlement Price and; (c) if such Settlement Price is greater than the Cap Price, CD will deliver to the buyer the number of shares equal to one hundred percent (100%) of Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price plus the excess of such Settlement Price over the Cap Price, and the denominator of which is such Settlement Price.

F2 · derivative.exercise_date: On March 30, 2023, CD entered a prepaid variable forward sale contract with an unaffiliated third-party purchaser. The contract obligates CD to deliver to the purchaser up to 798,458 shares of Celsius Holdings, Inc. ("Celsius") common stock (or, at CD's election, an equivalent amount of cash based on the market price of Celsius common stock) at the maturity of the contract (occurring in twenty approximately equal components from December 18, 2025 to January 20, 2026). In exchange for assuming this obligation, CD received a cash payment of $66,204,890.43 on April 3, 202].

F3 · derivative.exercise_date: CD pledged 798,458 shares of Celsius common stock (the "Pledged Shares") to secure its obligations under the contract and retained dividend and voting rights in the Pledged Shares during the term of the pledge. The contract provides that the number of shares of Celsius common stock that CD would be obligated to deliver to the purchaser in respect of each maturity date would be determined as follows: (a) if the volume-weighted average price of Celsius common stock on the designated valuation date for the applicable component (each, a "Settlement Price") is less than or equal to $87.2799 (the "Floor Price"), CD will deliver to the buyer all of the Pledged Shares for the applicable component;

F4 · derivative.exercise_date: (b) if such Settlement Price is greater than the Floor Price but less than or equal to $116.3732 (the "Cap Price), CD will deliver to the buyer the number of shares equal to one hundred percent (100%) of the Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is such Settlement Price and; (c) if such Settlement Price is greater than the Cap Price, CD will deliver to the buyer the number of shares equal to one hundred percent (100%) of Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price plus the excess of such Settlement Price over the Cap Price, and the denominator of which is such Settlement Price.

F2 · derivative.expiration_date: On March 30, 2023, CD entered a prepaid variable forward sale contract with an unaffiliated third-party purchaser. The contract obligates CD to deliver to the purchaser up to 798,458 shares of Celsius Holdings, Inc. ("Celsius") common stock (or, at CD's election, an equivalent amount of cash based on the market price of Celsius common stock) at the maturity of the contract (occurring in twenty approximately equal components from December 18, 2025 to January 20, 2026). In exchange for assuming this obligation, CD received a cash payment of $66,204,890.43 on April 3, 202].

F3 · derivative.expiration_date: CD pledged 798,458 shares of Celsius common stock (the "Pledged Shares") to secure its obligations under the contract and retained dividend and voting rights in the Pledged Shares during the term of the pledge. The contract provides that the number of shares of Celsius common stock that CD would be obligated to deliver to the purchaser in respect of each maturity date would be determined as follows: (a) if the volume-weighted average price of Celsius common stock on the designated valuation date for the applicable component (each, a "Settlement Price") is less than or equal to $87.2799 (the "Floor Price"), CD will deliver to the buyer all of the Pledged Shares for the applicable component;

F4 · derivative.expiration_date: (b) if such Settlement Price is greater than the Floor Price but less than or equal to $116.3732 (the "Cap Price), CD will deliver to the buyer the number of shares equal to one hundred percent (100%) of the Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is such Settlement Price and; (c) if such Settlement Price is greater than the Cap Price, CD will deliver to the buyer the number of shares equal to one hundred percent (100%) of Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price plus the excess of such Settlement Price over the Cap Price, and the denominator of which is such Settlement Price.

F1 · ownership.nature: The Reporting Person is the Manager of CD Financial, LLC ("CD") and has shared voting, but not dispositive power with respect to the shares listed.

SEC source: 0000899243-23-007473 · doc4.xml · nonDerivative · entry 1

Chau Hoi Shuen Solina Holly · CIK 0001687026 · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 8,846,232

F1 · ownership.nature: Represents shares of common stock held of record by Grieg International Limited and Oscar Time Limited, over which shares Ms. Chau has voting and dispositive power.

SEC source: 0001628280-24-000746 · wk-form4_1704502815.xml · nonDerivative · entry 1

Storey Paul H. · CIK 0001990789 · SVP, Operations

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 20,631

F1 · shares: Does not give effect to the three-for-one stock split that occurred on November 15, 2023.

F1 · price: Does not give effect to the three-for-one stock split that occurred on November 15, 2023.

F1 · balance_after: Does not give effect to the three-for-one stock split that occurred on November 15, 2023.

SEC source: 0001628280-24-000742 · wk-form4_1704502588.xml · nonDerivative · entry 1

Guilfoyle Tony · CIK 0001990734 · EVP - North American Sales

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 80,523

F1 · shares: Does not give effect to the three-for-one stock split that occurred on November 15, 2023.

F1 · price: Does not give effect to the three-for-one stock split that occurred on November 15, 2023.

F1 · balance_after: Does not give effect to the three-for-one stock split that occurred on November 15, 2023.

SEC source: 0001829126-23-000981 · ownership.xml · nonDerivative · entry 2

Milmoe William H. · CIK 0001443194 · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 49,915

F1 · kind: Represents shares of common stock granted to the Reporting Person pursuant to the Issuer's 2015 Incentive Stock Plan, which shares vested on January 1, 2023 and were distributed to the Reporting Person on January 24, 2023. The closing price of the Issuer's common stock on the date of grant on January 1, 2021 was $50.31, as reported by the Nasdaq Stock Market, LLC.

F1 · shares: Represents shares of common stock granted to the Reporting Person pursuant to the Issuer's 2015 Incentive Stock Plan, which shares vested on January 1, 2023 and were distributed to the Reporting Person on January 24, 2023. The closing price of the Issuer's common stock on the date of grant on January 1, 2021 was $50.31, as reported by the Nasdaq Stock Market, LLC.

F1 · price: Represents shares of common stock granted to the Reporting Person pursuant to the Issuer's 2015 Incentive Stock Plan, which shares vested on January 1, 2023 and were distributed to the Reporting Person on January 24, 2023. The closing price of the Issuer's common stock on the date of grant on January 1, 2021 was $50.31, as reported by the Nasdaq Stock Market, LLC.

SEC source: 0001829126-23-000981 · ownership.xml · nonDerivative · entry 1

Milmoe William H. · CIK 0001443194 · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 44,415

SEC source: 0001829126-23-000865 · ownership.xml · nonDerivative · entry 1

Milmoe William H. · CIK 0001443194 · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 64,415

SEC source: 0001829126-23-000723 · ownership.xml · derivative · entry 2

Milmoe William H. · CIK 0001443194 · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 50,000 shares

Expires 2023-02-07

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

SEC source: 0001829126-23-000723 · ownership.xml · nonDerivative · entry 1

Milmoe William H. · CIK 0001443194 · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 94,415

F1 · shares: Represents a cashless exercise of outstanding stock options to purchase 50,000 shares of common stock. Mr. Milmoe received 47,101 shares of common stock and surrendered 2,899 shares of common stock underlying the option in payment of the exercise price.

SEC source: 0001829126-23-002061 · ownership.xml · nonDerivative · entry 7

DESANTIS CARL · CIK 0001102948 · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · Held by Carl DeSantis Retained Annuity Trust

Disclosed balance after: 0

F1 · ownership.nature: The Reporting Person owns a 100% beneficial interest in CD Financial, LLC. The Reporting Person serves as trustee of the Carl DeSantis Revocable Trust and the Carl DeSantis Retained Annuity Trust.

SEC source: 0001829126-23-002061 · ownership.xml · nonDerivative · entry 6

DESANTIS CARL · CIK 0001102948 · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · Held by CD Financial, LLC

Disclosed balance after: 7,213,236

F1 · ownership.nature: The Reporting Person owns a 100% beneficial interest in CD Financial, LLC. The Reporting Person serves as trustee of the Carl DeSantis Revocable Trust and the Carl DeSantis Retained Annuity Trust.

SEC source: 0001829126-23-002061 · ownership.xml · nonDerivative · entry 5

DESANTIS CARL · CIK 0001102948 · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

SEC source: 0001829126-23-002061 · ownership.xml · nonDerivative · entry 4

DESANTIS CARL · CIK 0001102948 · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 2,019,206

SEC source: 0001829126-23-002061 · ownership.xml · nonDerivative · entry 3

DESANTIS CARL · CIK 0001102948 · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · By Carl DeSantis Retained Annuity Trust

Disclosed balance after: 992,381

F1 · ownership.nature: The Reporting Person owns a 100% beneficial interest in CD Financial, LLC. The Reporting Person serves as trustee of the Carl DeSantis Revocable Trust and the Carl DeSantis Retained Annuity Trust.

SEC source: 0001829126-23-002061 · ownership.xml · nonDerivative · entry 2

DESANTIS CARL · CIK 0001102948 · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · Held by CD Financial, LLC

Disclosed balance after: 5,194,030

F1 · ownership.nature: The Reporting Person owns a 100% beneficial interest in CD Financial, LLC. The Reporting Person serves as trustee of the Carl DeSantis Revocable Trust and the Carl DeSantis Retained Annuity Trust.

SEC source: 0001829126-23-002061 · ownership.xml · nonDerivative · entry 1

DESANTIS CARL · CIK 0001102948 · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · Held by Carl DeSantis Revocable Trust

Disclosed balance after: 0

F1 · ownership.nature: The Reporting Person owns a 100% beneficial interest in CD Financial, LLC. The Reporting Person serves as trustee of the Carl DeSantis Revocable Trust and the Carl DeSantis Retained Annuity Trust.

SEC source: 0001829126-23-002060 · ownership.xml · nonDerivative · entry 2

Milmoe William H. · CIK 0001443194 · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · Held by CD Financial, LLC

Disclosed balance after: 7,213,236

F1 · ownership.nature: The Reporting Person is the Manager of CD Financial, LLC and has shared voting, but not dispositive power with respect to the shares listed.

SEC source: 0001829126-23-002060 · ownership.xml · nonDerivative · entry 1

Milmoe William H. · CIK 0001443194 · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · Held by CD Financial, LLC

Disclosed balance after: 5,194,030

F1 · ownership.nature: The Reporting Person is the Manager of CD Financial, LLC and has shared voting, but not dispositive power with respect to the shares listed.

SEC source: 0001829126-23-002290 · ownership.xml · nonDerivative · entry 1

DeSantis Damon · CIK 0001889279 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 239,049

F1 · price: Represents a bona fide gift for no consideration.

SEC source: 0001628280-24-000749 · wk-form4_1704503437.xml · nonDerivative · entry 9

Fieldly John · CIK 0001685586 · Director · Chief Executive Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 340,550

F3 · shares: Does not give effect to the three-for-one stock split that occurred on November 15, 2023.

F5 · shares: The reporting person sold such shares solely to pay tax liability upon the vesting of RSUs.

F3 · price: Does not give effect to the three-for-one stock split that occurred on November 15, 2023.

F5 · price: The reporting person sold such shares solely to pay tax liability upon the vesting of RSUs.

F3 · balance_after: Does not give effect to the three-for-one stock split that occurred on November 15, 2023.

F5 · balance_after: The reporting person sold such shares solely to pay tax liability upon the vesting of RSUs.

SEC source: 0001628280-24-000749 · wk-form4_1704503437.xml · nonDerivative · entry 8

Fieldly John · CIK 0001685586 · Director · Chief Executive Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 343,152

F3 · shares: Does not give effect to the three-for-one stock split that occurred on November 15, 2023.

F5 · shares: The reporting person sold such shares solely to pay tax liability upon the vesting of RSUs.

F3 · price: Does not give effect to the three-for-one stock split that occurred on November 15, 2023.

F5 · price: The reporting person sold such shares solely to pay tax liability upon the vesting of RSUs.

F3 · balance_after: Does not give effect to the three-for-one stock split that occurred on November 15, 2023.

F5 · balance_after: The reporting person sold such shares solely to pay tax liability upon the vesting of RSUs.

SEC source: 0001829126-23-000251 · ownership.xml · nonDerivative · entry 1

Langhans Jarrod · CIK 0001924011 · CFO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 337,089

F1 · price: The reporting person was granted 9,611 RSUs for shares of common stock to be issued under the Issuer's 2015 Stock Incentive Plan. The RSUs shall vest as follows: 3,204 on January 1, 2024, 3,204 on January 1, 2025, and 3,203 on January 1, 2026.

SEC source: 0001829126-23-000254 · ownership.xml · nonDerivative · entry 1

Castaldo Nicholas · CIK 0001685716 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By N.A. Castaldo Separate Property Trust

Disclosed balance after: 82,731

F1 · price: The reporting person was granted 1,105 RSUs for shares of common stock to be issued under the Issuer's 2015 Stock Incentive Plan. The RSUs shall vest on January 1, 2024.

SEC source: 0001829126-23-000253 · ownership.xml · nonDerivative · entry 1

Fieldly John · CIK 0001685586 · Director · CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 327,478

F1 · price: The reporting person was granted 15,859 RSUs for shares of common stock to be issued under the Issuer's 2015 Stock Incentive Plan. The RSUs shall vest as follows: 5,287 on January 1, 2024, 5,286 on January 1, 2025, and 5,286 on January 1, 2026.

SEC source: 0001829126-23-000252 · ownership.xml · nonDerivative · entry 1

Kravitz Hal · CIK 0001685649 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 22,902

F1 · price: The reporting person was granted 1,105 RSUs for shares of common stock to be issued under the Issuer's 2015 Stock Incentive Plan. The RSUs shall vest on January 1, 2024.

SEC source: 0001829126-23-000458 · ownership.xml · nonDerivative · entry 1

DeSantis Damon · CIK 0001889279 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,855

F1 · price: The reporting person was granted 1,105 RSUs for shares of common stock to be issued under the Issuer's 2015 Stock Incentive Plan. The RSUs shall vest on January 1, 2024.

SEC source: 0001829126-23-000456 · ownership.xml · nonDerivative · entry 1

Levy Caroline S · CIK 0001820042 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,855

F1 · price: The reporting person was granted 1,105 RSUs for shares of common stock to be issued under the Issuer's 2015 Stock Incentive Plan. The RSUs shall vest on January 1, 2024.

SEC source: 0001829126-23-000584 · ownership.xml · nonDerivative · entry 1

MILLER CHERYL · CIK 0001207117 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,850

F1 · price: The reporting person was granted 1,105 RSUs for shares of common stock to be issued under the Issuer's 2015 Stock Incentive Plan. The RSUs shall vest on January 1, 2024.

SEC source: 0001829126-23-000574 · ownership.xml · nonDerivative · entry 1

Russell Joyce · CIK 0001890294 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,855

F1 · price: The reporting person was granted 1,105 RSUs for shares of common stock to be issued under the Issuer's 2015 Stock Incentive Plan. The RSUs shall vest on January 1, 2024.

SEC source: 0001829126-23-000575 · ownership.xml · nonDerivative · entry 1

Ruberti Alexandre · CIK 0001847944 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,500

F1 · price: The reporting person was granted 1,105 RSUs for shares of common stock to be issued under the Issuer's 2015 Stock Incentive Plan. The RSUs shall vest on January 1, 2024.

SEC source: 0001829126-23-001663 · ownership.xml · nonDerivative · entry 1

Langhans Jarrod · CIK 0001924011 · CFO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 30,647

F1 · price: The reporting person was granted 9,611 RSU for shares of common stock to be issued under the Issuer's 2015 Stock Incentive Plan. The RSUs shall vest as follows: 3,204 on January 1, 2024, 3,203 on January 1, 2025, and 3,203 on January 1, 2026.

F2 · balance_after: Due to a Scribner's error, the total holdings reported on the original Form 4 was misstated.

SEC source: 0001829126-23-005624 · ownership.xml · nonDerivative · entry 1

Guilfoyle Tony · CIK 0001990734 · Executive VP - Domestic sales

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 87,664

F1 · price: The reporting person was granted 5,767 RSUs for shares of common stock to be issued under the Issuer's 2015 Stock Incentive Plan. The RSUs vest in equal annual installments over three years beginning 1/1/2024.

SEC source: 0001829126-23-005648 · ownership.xml · nonDerivative · entry 1

Storey Paul H. · CIK 0001990789 · Sr. Vice President, Operations

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 23,431

F1 · price: The reporting person was granted 5,767 RSUs for shares of common stock to be issued under the Issuer's 2015 Stock Incentive Plan. The RSUs vest in equal annual installments over three years beginning 1/1/2024.

SEC source: 0001829126-23-005640 · ownership.xml · nonDerivative · entry 1

David Toby · CIK 0001990895 · Executive Vice President

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 37,576

F1 · price: The reporting person was granted 5,767 RSUs for shares of common stock to be issued under the Issuer's 2015 Stock Incentive Plan. The RSUs vest in equal annual installments over three years beginning 1/1/2024.

SEC source: 0001829126-22-019563 · ownership.xml · nonDerivative · entry 1

Castaldo Nicholas · CIK 0001685716 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · By N.A. Castaldo Separate Property Trust

Disclosed balance after: 81,626

SEC source: 0001829126-22-019550 · ownership.xml · derivative · entry 1

DESANTIS CARL · CIK 0001102948 · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · Footnote

Disclosed balance after: 600,000

Underlying: Common Stock · 600,000 shares

Expires not disclosed

F2 · derivative.exercise_price: On November 22, 2022, GRAT 1, LLC entered a prepaid variable forward sale contract with an unaffiliated third-party purchaser. The contract obligates GRAT 1, LLC to deliver to the purchaser up to 600,000 shares of Celsius Holdings, Inc. ("Celsius") common stock (or, at GRAT 1, LLC's election, an equivalent amount of cash based on the market price of Celsius common stock) at the maturity of the contract (occurring in thirty approximately equal components from November 12, 2025 to December 5, 2025). In exchange for assuming this obligation, GRAT 1, LLC received a cash payment of $47,371,440.30 as of November 25, 2022.

F3 · derivative.exercise_price: The reporting person pledged 600,000 shares of Celsius common stock (the "Pledged Shares") to secure its obligations under the contract and retained dividend and voting rights in the Pledged Shares during the term of the pledge. The contract provides that the number of shares of Celsius common stock that GRAT 1, LLC would be obligated to deliver to the purchaser in respect of each maturity date would be determined as follows: (a) if the volume-weighted average price of Celsius common stock on the designated valuation date for the applicable component (each, a "Settlement Price") is less than or equal to $83.3027 (the "Floor Price"), GRAT 1, LLC will deliver to the buyer all of the Pledged Shares for the applicable component;

F4 · derivative.exercise_price: (b) if such Settlement Price is greater than the Floor Price but less than or equal to $111.0702 (the "Cap Price), GRAT 1, LLC will deliver to the buyer the number of shares equal to one hundred percent (100%) of the Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is such Settlement Price and; (c) if such Settlement Price is greater than the Cap Price, GRAT 1, LLC will deliver to the buyer the number of shares equal to one hundred percent (100%) of Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price plus the excess of such Settlement Price over the Cap Price, and the denominator of which is such Settlement Price.

F2 · derivative.exercise_date: On November 22, 2022, GRAT 1, LLC entered a prepaid variable forward sale contract with an unaffiliated third-party purchaser. The contract obligates GRAT 1, LLC to deliver to the purchaser up to 600,000 shares of Celsius Holdings, Inc. ("Celsius") common stock (or, at GRAT 1, LLC's election, an equivalent amount of cash based on the market price of Celsius common stock) at the maturity of the contract (occurring in thirty approximately equal components from November 12, 2025 to December 5, 2025). In exchange for assuming this obligation, GRAT 1, LLC received a cash payment of $47,371,440.30 as of November 25, 2022.

F3 · derivative.exercise_date: The reporting person pledged 600,000 shares of Celsius common stock (the "Pledged Shares") to secure its obligations under the contract and retained dividend and voting rights in the Pledged Shares during the term of the pledge. The contract provides that the number of shares of Celsius common stock that GRAT 1, LLC would be obligated to deliver to the purchaser in respect of each maturity date would be determined as follows: (a) if the volume-weighted average price of Celsius common stock on the designated valuation date for the applicable component (each, a "Settlement Price") is less than or equal to $83.3027 (the "Floor Price"), GRAT 1, LLC will deliver to the buyer all of the Pledged Shares for the applicable component;

F4 · derivative.exercise_date: (b) if such Settlement Price is greater than the Floor Price but less than or equal to $111.0702 (the "Cap Price), GRAT 1, LLC will deliver to the buyer the number of shares equal to one hundred percent (100%) of the Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is such Settlement Price and; (c) if such Settlement Price is greater than the Cap Price, GRAT 1, LLC will deliver to the buyer the number of shares equal to one hundred percent (100%) of Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price plus the excess of such Settlement Price over the Cap Price, and the denominator of which is such Settlement Price.

F2 · derivative.expiration_date: On November 22, 2022, GRAT 1, LLC entered a prepaid variable forward sale contract with an unaffiliated third-party purchaser. The contract obligates GRAT 1, LLC to deliver to the purchaser up to 600,000 shares of Celsius Holdings, Inc. ("Celsius") common stock (or, at GRAT 1, LLC's election, an equivalent amount of cash based on the market price of Celsius common stock) at the maturity of the contract (occurring in thirty approximately equal components from November 12, 2025 to December 5, 2025). In exchange for assuming this obligation, GRAT 1, LLC received a cash payment of $47,371,440.30 as of November 25, 2022.

F3 · derivative.expiration_date: The reporting person pledged 600,000 shares of Celsius common stock (the "Pledged Shares") to secure its obligations under the contract and retained dividend and voting rights in the Pledged Shares during the term of the pledge. The contract provides that the number of shares of Celsius common stock that GRAT 1, LLC would be obligated to deliver to the purchaser in respect of each maturity date would be determined as follows: (a) if the volume-weighted average price of Celsius common stock on the designated valuation date for the applicable component (each, a "Settlement Price") is less than or equal to $83.3027 (the "Floor Price"), GRAT 1, LLC will deliver to the buyer all of the Pledged Shares for the applicable component;

F4 · derivative.expiration_date: (b) if such Settlement Price is greater than the Floor Price but less than or equal to $111.0702 (the "Cap Price), GRAT 1, LLC will deliver to the buyer the number of shares equal to one hundred percent (100%) of the Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is such Settlement Price and; (c) if such Settlement Price is greater than the Cap Price, GRAT 1, LLC will deliver to the buyer the number of shares equal to one hundred percent (100%) of Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price plus the excess of such Settlement Price over the Cap Price, and the denominator of which is such Settlement Price.

F1 · ownership.nature: GRAT 1, LLC is wholly owned by the Carl DeSantis Retained Annuity Trust, for which Mr. Carl DeSantis (the reporting person) is the trustee.

SEC source: 0001829126-22-019549 · ownership.xml · derivative · entry 1

DESANTIS CARL · CIK 0001102948 · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · Footnote

Disclosed balance after: 1,000,000

Underlying: Common Stock · 1,000,000 shares

Expires not disclosed

F2 · derivative.exercise_price: On November 22, 2022, CD entered a prepaid variable forward sale contract with an unaffiliated third-party purchaser. The contract obligates CD to deliver to the purchaser up to 1,000,000 shares of Celsius Holdings, Inc. ("Celsius") common stock (or, at CD's election, an equivalent amount of cash based on the market price of Celsius common stock) at the maturity of the contract (occurring in twenty approximately equal components from November 12, 2025 to December 5, 2025). In exchange for assuming this obligation, CD received a cash payment of $78,952,400.50 on November 25, 2022.

F3 · derivative.exercise_price: The reporting person pledged 1,000,000 shares of Celsius common stock (the "Pledged Shares") to secure its obligations under the contract and retained dividend and voting rights in the Pledged Shares during the term of the pledge. The contract provides that the number of shares of Celsius common stock that CD would be obligated to deliver to the purchaser in respect of each maturity date would be determined as follows: (a) if the volume-weighted average price of Celsius common stock on the designated valuation date for the applicable component (each, a "Settlement Price") is less than or equal to $83.3027 (the "Floor Price"), CD will deliver to the buyer all of the Pledged Shares for the applicable component;

F4 · derivative.exercise_price: (b) if such Settlement Price is greater than the Floor Price but less than or equal to $111.0702 (the "Cap Price), CD will deliver to the buyer the number of shares equal to one hundred percent (100%) of the Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is such Settlement Price and; (c) if such Settlement Price is greater than the Cap Price, CD will deliver to the buyer the number of shares equal to one hundred percent (100%) of Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price plus the excess of such Settlement Price over the Cap Price, and the denominator of which is such Settlement Price.

F2 · derivative.exercise_date: On November 22, 2022, CD entered a prepaid variable forward sale contract with an unaffiliated third-party purchaser. The contract obligates CD to deliver to the purchaser up to 1,000,000 shares of Celsius Holdings, Inc. ("Celsius") common stock (or, at CD's election, an equivalent amount of cash based on the market price of Celsius common stock) at the maturity of the contract (occurring in twenty approximately equal components from November 12, 2025 to December 5, 2025). In exchange for assuming this obligation, CD received a cash payment of $78,952,400.50 on November 25, 2022.

F3 · derivative.exercise_date: The reporting person pledged 1,000,000 shares of Celsius common stock (the "Pledged Shares") to secure its obligations under the contract and retained dividend and voting rights in the Pledged Shares during the term of the pledge. The contract provides that the number of shares of Celsius common stock that CD would be obligated to deliver to the purchaser in respect of each maturity date would be determined as follows: (a) if the volume-weighted average price of Celsius common stock on the designated valuation date for the applicable component (each, a "Settlement Price") is less than or equal to $83.3027 (the "Floor Price"), CD will deliver to the buyer all of the Pledged Shares for the applicable component;

F4 · derivative.exercise_date: (b) if such Settlement Price is greater than the Floor Price but less than or equal to $111.0702 (the "Cap Price), CD will deliver to the buyer the number of shares equal to one hundred percent (100%) of the Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is such Settlement Price and; (c) if such Settlement Price is greater than the Cap Price, CD will deliver to the buyer the number of shares equal to one hundred percent (100%) of Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price plus the excess of such Settlement Price over the Cap Price, and the denominator of which is such Settlement Price.

F2 · derivative.expiration_date: On November 22, 2022, CD entered a prepaid variable forward sale contract with an unaffiliated third-party purchaser. The contract obligates CD to deliver to the purchaser up to 1,000,000 shares of Celsius Holdings, Inc. ("Celsius") common stock (or, at CD's election, an equivalent amount of cash based on the market price of Celsius common stock) at the maturity of the contract (occurring in twenty approximately equal components from November 12, 2025 to December 5, 2025). In exchange for assuming this obligation, CD received a cash payment of $78,952,400.50 on November 25, 2022.

F3 · derivative.expiration_date: The reporting person pledged 1,000,000 shares of Celsius common stock (the "Pledged Shares") to secure its obligations under the contract and retained dividend and voting rights in the Pledged Shares during the term of the pledge. The contract provides that the number of shares of Celsius common stock that CD would be obligated to deliver to the purchaser in respect of each maturity date would be determined as follows: (a) if the volume-weighted average price of Celsius common stock on the designated valuation date for the applicable component (each, a "Settlement Price") is less than or equal to $83.3027 (the "Floor Price"), CD will deliver to the buyer all of the Pledged Shares for the applicable component;

F4 · derivative.expiration_date: (b) if such Settlement Price is greater than the Floor Price but less than or equal to $111.0702 (the "Cap Price), CD will deliver to the buyer the number of shares equal to one hundred percent (100%) of the Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is such Settlement Price and; (c) if such Settlement Price is greater than the Cap Price, CD will deliver to the buyer the number of shares equal to one hundred percent (100%) of Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price plus the excess of such Settlement Price over the Cap Price, and the denominator of which is such Settlement Price.

F1 · ownership.nature: Carl DeSantis owns a beneficial interest of 100% in CD Financial, LLC ("CD").

SEC source: 0001829126-23-001543 · ownership.xml · nonDerivative · entry 12

DESANTIS CARL · CIK 0001102948 · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · Held by Grat 1, LLC

Disclosed balance after: 3,600,000

F1 · ownership.nature: The Reporting Person owns a 100% beneficial interest in CD Financial, LLC and CDS Ventures of South Florida, LLC. The Reporting Person serves as trustee of the Carl DeSantis Revocable Trust, the Carl DeSantis Retained Annuity Trust, the sole owner of GRAT, LLC, and the Carl DeSantis Retained Annuity Trust 2 and as a Director and sole voting member of the Carl Angus DeSantis Foundation, Inc.

SEC source: 0001829126-23-001543 · ownership.xml · nonDerivative · entry 11

DESANTIS CARL · CIK 0001102948 · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · Held by Carl DeSantis Retained Annuity Trust

Disclosed balance after: 3,011,587

F1 · ownership.nature: The Reporting Person owns a 100% beneficial interest in CD Financial, LLC and CDS Ventures of South Florida, LLC. The Reporting Person serves as trustee of the Carl DeSantis Revocable Trust, the Carl DeSantis Retained Annuity Trust, the sole owner of GRAT, LLC, and the Carl DeSantis Retained Annuity Trust 2 and as a Director and sole voting member of the Carl Angus DeSantis Foundation, Inc.

SEC source: 0001829126-22-019260 · ownership.xml · nonDerivative · entry 3

DESANTIS CARL · CIK 0001102948 · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · By Carl Angus DeSantis Foundation

Disclosed balance after: 710,000

F1 · ownership.nature: Carl DeSantis, the reporting person, is a director of the Carl Angus DeSantis Foundation (the "Foundation") and accordingly has shared voting and dispositive control over the shares of common stock held by the Foundation.

SEC source: 0001829126-22-019260 · ownership.xml · nonDerivative · entry 2

DESANTIS CARL · CIK 0001102948 · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · By Carl Angus DeSantis Foundation

Disclosed balance after: 745,184

F1 · ownership.nature: Carl DeSantis, the reporting person, is a director of the Carl Angus DeSantis Foundation (the "Foundation") and accordingly has shared voting and dispositive control over the shares of common stock held by the Foundation.

SEC source: 0001628280-24-000745 · wk-form4_1704502745.xml · nonDerivative · entry 2

Langhans Jarrod · CIK 0001924011 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 19,851

F1 · shares: The reporting person sold such shares solely to pay tax liability upon the vesting of RSUs. Does not give effect to the three-for-one stock split that occurred on November 15, 2023.

F1 · price: The reporting person sold such shares solely to pay tax liability upon the vesting of RSUs. Does not give effect to the three-for-one stock split that occurred on November 15, 2023.

F1 · balance_after: The reporting person sold such shares solely to pay tax liability upon the vesting of RSUs. Does not give effect to the three-for-one stock split that occurred on November 15, 2023.

SEC source: 0001829126-22-016176 · ownership.xml · nonDerivative · entry 1

Fieldly John · CIK 0001685586 · Director · CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 311,619

F1 · price: This transaction was executed in multiple trades at prices ranging from $115.41 to $116.26. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price for all transactions reported on this Form 4.

SEC source: 0001829126-23-001543 · ownership.xml · nonDerivative · entry 10

DESANTIS CARL · CIK 0001102948 · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · Held Grat 1, LLC

Disclosed balance after: 3,000,000

F1 · ownership.nature: The Reporting Person owns a 100% beneficial interest in CD Financial, LLC and CDS Ventures of South Florida, LLC. The Reporting Person serves as trustee of the Carl DeSantis Revocable Trust, the Carl DeSantis Retained Annuity Trust, the sole owner of GRAT, LLC, and the Carl DeSantis Retained Annuity Trust 2 and as a Director and sole voting member of the Carl Angus DeSantis Foundation, Inc.

SEC source: 0001829126-23-001543 · ownership.xml · nonDerivative · entry 9

DESANTIS CARL · CIK 0001102948 · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · Held by Carl DeSantis Retained Annuity Trust

Disclosed balance after: 3,611,587

F1 · ownership.nature: The Reporting Person owns a 100% beneficial interest in CD Financial, LLC and CDS Ventures of South Florida, LLC. The Reporting Person serves as trustee of the Carl DeSantis Revocable Trust, the Carl DeSantis Retained Annuity Trust, the sole owner of GRAT, LLC, and the Carl DeSantis Retained Annuity Trust 2 and as a Director and sole voting member of the Carl Angus DeSantis Foundation, Inc.

SEC source: 0001829126-22-016115 · ownership.xml · nonDerivative · entry 1

Kravitz Hal · CIK 0001685649 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 21,797

F1 · kind: The sale was effected pursuant to a Rule 10b5-1 trading plan dated November 18, 2021, executed by the Reporting Person.

SEC source: 0001829126-22-016137 · ownership.xml · derivative · entry 1

DESANTIS CARL · CIK 0001102948 · 10% owner

10b5-1 filing: Not disclosed

Ownership: Indirect · Footnote

Disclosed balance after: 3,000,000

Underlying: Common Stock · 3,000,000 shares

Expires not disclosed

F2 · derivative.exercise_price: On August 22, 2022, GRAT 1, LLC entered a prepaid variable forward sale contract with an unaffiliated third-party purchaser. The contract obligates GRAT 1, LLC to deliver to the purchaser up to 3,000,000 shares of Celsius Holdings, Inc. ("Celsius") common stock (or, at GRAT 1, LLC's election, an equivalent amount of cash based on the market price of Celsius common stock) at the maturity of the contract (occurring in thirty approximately equal components from June 16, 2025 to July 29, 2025). In exchange for assuming this obligation, GRAT 1, LLC received a cash payment of $257,518,048.50 as of the date of entering the contract.

F3 · derivative.exercise_price: The reporting person pledged 3,000,000 shares of Celsius common stock (the "Pledged Shares") to secure its obligations under the contract and retained dividend and voting rights in the Pledged Shares during the term of the pledge. The contract provides that the number of shares of Celsius common stock that GRAT 1, LLC would be obligated to deliver to the purchaser in respect of each maturity date would be determined as follows: (a) if the volume-weighted average price of Celsius common stock on the designated valuation date for the applicable component (each, a "Settlement Price") is less than or equal to $90.3572 (the "Floor Price"), GRAT 1, LLC will deliver to the buyer all of the Pledged Shares for the applicable component;

F4 · derivative.exercise_price: (b) if such Settlement Price is greater than the Floor Price but less than or equal to $120.4763 (the "Cap Price), GRAT 1, LLC will deliver to the buyer the number of shares equal to one hundred percent (100%) of the Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is such Settlement Price and; (c) if such Settlement Price is greater than the Cap Price, GRAT 1, LLC will deliver to the buyer the number of shares equal to one hundred percent (100%) of Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price plus the excess of such Settlement Price over the Cap Price, and the denominator of which is such Settlement Price.

F2 · derivative.exercise_date: On August 22, 2022, GRAT 1, LLC entered a prepaid variable forward sale contract with an unaffiliated third-party purchaser. The contract obligates GRAT 1, LLC to deliver to the purchaser up to 3,000,000 shares of Celsius Holdings, Inc. ("Celsius") common stock (or, at GRAT 1, LLC's election, an equivalent amount of cash based on the market price of Celsius common stock) at the maturity of the contract (occurring in thirty approximately equal components from June 16, 2025 to July 29, 2025). In exchange for assuming this obligation, GRAT 1, LLC received a cash payment of $257,518,048.50 as of the date of entering the contract.

F3 · derivative.exercise_date: The reporting person pledged 3,000,000 shares of Celsius common stock (the "Pledged Shares") to secure its obligations under the contract and retained dividend and voting rights in the Pledged Shares during the term of the pledge. The contract provides that the number of shares of Celsius common stock that GRAT 1, LLC would be obligated to deliver to the purchaser in respect of each maturity date would be determined as follows: (a) if the volume-weighted average price of Celsius common stock on the designated valuation date for the applicable component (each, a "Settlement Price") is less than or equal to $90.3572 (the "Floor Price"), GRAT 1, LLC will deliver to the buyer all of the Pledged Shares for the applicable component;

F4 · derivative.exercise_date: (b) if such Settlement Price is greater than the Floor Price but less than or equal to $120.4763 (the "Cap Price), GRAT 1, LLC will deliver to the buyer the number of shares equal to one hundred percent (100%) of the Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is such Settlement Price and; (c) if such Settlement Price is greater than the Cap Price, GRAT 1, LLC will deliver to the buyer the number of shares equal to one hundred percent (100%) of Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price plus the excess of such Settlement Price over the Cap Price, and the denominator of which is such Settlement Price.

F2 · derivative.expiration_date: On August 22, 2022, GRAT 1, LLC entered a prepaid variable forward sale contract with an unaffiliated third-party purchaser. The contract obligates GRAT 1, LLC to deliver to the purchaser up to 3,000,000 shares of Celsius Holdings, Inc. ("Celsius") common stock (or, at GRAT 1, LLC's election, an equivalent amount of cash based on the market price of Celsius common stock) at the maturity of the contract (occurring in thirty approximately equal components from June 16, 2025 to July 29, 2025). In exchange for assuming this obligation, GRAT 1, LLC received a cash payment of $257,518,048.50 as of the date of entering the contract.

F3 · derivative.expiration_date: The reporting person pledged 3,000,000 shares of Celsius common stock (the "Pledged Shares") to secure its obligations under the contract and retained dividend and voting rights in the Pledged Shares during the term of the pledge. The contract provides that the number of shares of Celsius common stock that GRAT 1, LLC would be obligated to deliver to the purchaser in respect of each maturity date would be determined as follows: (a) if the volume-weighted average price of Celsius common stock on the designated valuation date for the applicable component (each, a "Settlement Price") is less than or equal to $90.3572 (the "Floor Price"), GRAT 1, LLC will deliver to the buyer all of the Pledged Shares for the applicable component;

F4 · derivative.expiration_date: (b) if such Settlement Price is greater than the Floor Price but less than or equal to $120.4763 (the "Cap Price), GRAT 1, LLC will deliver to the buyer the number of shares equal to one hundred percent (100%) of the Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is such Settlement Price and; (c) if such Settlement Price is greater than the Cap Price, GRAT 1, LLC will deliver to the buyer the number of shares equal to one hundred percent (100%) of Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price plus the excess of such Settlement Price over the Cap Price, and the denominator of which is such Settlement Price.

F1 · ownership.nature: The transaction reported is by GRAT 1, LLC. GRAT I, LLC, is wholly owned by the Carl DeSantis Retained Annuity Trust, for which Mr. Carl DeSantis, the Reporting Person, is the trustee.

SEC source: 0001829126-22-016119 · ownership.xml · nonDerivative · entry 2

Langhans Jarrod · CIK 0001924011 · CFO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 21,036

F3 · shares: The Reporting Person was granted 2,442 RSUs for past performance that vested immediately on August 19, 2022.

F4 · balance_after: Includes 14,875 unvested RSUs that will vest in four equal installments commencing on April 18, 2023.

SEC source: 0001829126-22-016120 · ownership.xml · nonDerivative · entry 1

Fieldly John · CIK 0001685586 · Director · CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 381,619

F1 · shares: The Reporting Person was granted 2,442 RSUs for past performance that vested immediately on August 19, 2022.