Form 4: Celsius COO Eric Hanson Reports RSU Vesting, Tax Withholding

Celsius Holdings' President & COO, Eric Hanson, reported the vesting of performance-based restricted stock units and subsequent share disposition for tax obligations.

Summary

• Eric Hanson, President & COO of Celsius Holdings, Inc. (CELH), reported transactions on December 9, 2025, related to his beneficial ownership of company common stock.
• Hanson acquired 11,133 shares of common stock at a price of $0 per share due to the vesting of performance-based restricted stock units (RSUs). These RSUs were issued pursuant to the Celsius Holdings, Inc. 2025 Omnibus Incentive Compensation Plan.
• Concurrently, Hanson disposed of 4,381 shares of common stock at a price of $43.21 per share. This disposition was made to satisfy tax withholding obligations due upon the vesting of the performance-based restricted stock units.
• Following these transactions, Eric Hanson's direct beneficial ownership of Celsius Holdings, Inc. common stock stands at 58,167 shares.
• The reported transactions were made pursuant to a contract, instruction, or written plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Sentiment

Score: 5

Explanation: The filing reports a routine insider transaction involving RSU vesting and subsequent tax-related share disposition, which is a neutral event in terms of company performance or outlook.

Positives

• The vesting of 11,133 performance-based restricted stock units indicates the achievement of specific performance targets by Eric Hanson, aligning executive incentives with company performance.
• The transaction was executed under a Rule 10b5-1(c) plan, which demonstrates pre-planned and compliant insider trading practices.

Negatives

• The disposition of 4,381 shares for tax withholding purposes, while a routine and necessary event, reduces the executive's direct beneficial ownership by that amount.

Future Outlook

NA

Industry Context

This Form 4 filing is a routine disclosure of an insider transaction and does not provide information directly related to broader industry trends or competitive landscape. It reflects standard executive compensation practices within publicly traded companies.

Stakeholder Impact

• Shareholders: The transaction is a routine insider compensation event and is unlikely to have a significant direct impact on the company's share price or long-term value. It reflects the ongoing compensation structure for executives.
• Employees: The vesting of performance-based RSUs for a key executive may signal that internal performance metrics are being met, which could be a positive indicator for overall company performance and employee morale.

Key Dates

Recommendation

This Form 4 filing details a routine insider transaction involving the vesting of restricted stock units and a subsequent sale to cover tax obligations. Such transactions are common and generally do not indicate a change in the company's fundamental performance or future prospects. Therefore, based solely on this filing, there is no new information that would warrant a change in an existing investment thesis, leading to a 'hold' recommendation.

Keywords

Celsius Holdings, CELH, Eric Hanson, Insider Trading, Form 4, Restricted Stock Units, RSU Vesting, Executive Compensation, Stock Disposition, Tax Withholding, Rule 10b5-1