Form 4: Celsius CEO John Fieldly Reports RSU Vesting & Tax Sale

Celsius Holdings CEO John Fieldly reported the vesting of performance-based restricted stock units and a subsequent sale of shares to cover tax obligations.

Summary

• John Fieldly, Chief Executive Officer and Director of Celsius Holdings, Inc. (CELH), reported transactions involving the company's common stock.
• On December 9, 2025, 18,555 shares of common stock were acquired at a price of $0, representing the vesting of performance-based restricted stock units (RSUs) issued under the Celsius Holdings, Inc. 2025 Omnibus Incentive Compensation Plan.
• Concurrently, 7,302 shares of common stock were disposed of at a price of $43.21 per share to satisfy tax withholding obligations due upon the vesting of these RSUs.
• Following these transactions, John Fieldly directly beneficially owns 906,663 shares of Celsius Holdings, Inc. common stock.
• The reported transactions were made pursuant to a Rule 10b5-1(c) plan.

Sentiment

Score: 7

Explanation: The vesting of performance-based restricted stock units is a positive indicator, suggesting the achievement of company goals. The subsequent sale of shares for tax withholding is a standard, non-discretionary event for equity compensation.

Positives

• The vesting of performance-based restricted stock units indicates the achievement of pre-defined performance metrics by the CEO, aligning management's incentives with company success.
• The acquisition of 18,555 shares at a $0 cost basis represents a significant equity award, further aligning the CEO's financial interests with long-term shareholder value.

Negatives

• The disposition of 7,302 shares, even for tax purposes, results in a reduction of the CEO's direct beneficial ownership in the company.

Future Outlook

This filing does not contain any forward-looking statements or guidance regarding the company's future performance or outlook.

Industry Context

This Form 4 filing is a routine disclosure of an insider transaction related to executive compensation and does not provide broader industry context or trends.

Corporate Governance

Stakeholder Impact

• Shareholders: The vesting of performance-based equity compensation aligns the CEO's interests with shareholder value creation, as it typically requires the achievement of specific company performance targets.
• Employees: This filing provides insight into the company's executive compensation structure, particularly regarding equity awards.

Key Dates

Keywords

CELH, Celsius Holdings, John Fieldly, Form 4, RSU, Restricted Stock Units, Insider Transaction, CEO, Stock Vesting, Equity Compensation, Rule 10b5-1