Monster Beverage (MNST) Proxy filing summary

Executive summary

• Annual Meeting scheduled for May 14, 2026, will be held virtually, allowing electronic voting and Q&A for shareholders.

• Proxy materials and annual report for fiscal year ended December 31, 2025, are available online and distributed as of March 27, 2026.

• Record date for voting is March 23, 2026, with 977,906,022 shares outstanding and each share entitled to one vote.

• Quorum is one-third of shares; directors are elected by majority of votes cast, and other proposals require majority approval.

Voting matters and shareholder proposals

• Shareholders will vote to elect ten directors, ratify Ernst & Young LLP as auditor for 2026, and approve executive compensation on an advisory basis.

• Proxy access bylaw allows groups holding 3%+ of shares for 3 years to nominate directors; deadlines for 2027 proposals are specified.

• Board recommends voting FOR all proposals.

Board of directors and corporate governance

• Board consists of ten members, with a mix of independent and management directors; all attended at least 75% of meetings in 2025.

• Committees include Audit, Compensation, Nominating and Corporate Governance, and Executive, each with defined roles and charters.

• Chairman and CEO roles are separated; Mr. Sacks serves as Chairman through 2026, Mr. Schlosberg as CEO.

• Lead Independent Director role is established, currently held by Mr. Vidergauz.

• Stock ownership guidelines require significant equity holdings for directors and executives.