| Name | Relationship | Address | Signature | Signature date | CIK |
|---|---|---|---|---|---|
| DeSantis Dean | 10%+ Owner | 190 S.E. 5TH AVENUE, SUITE 200, DELRAY BEACH | /s/ Dean DeSantis | 25 Jun 2025 | 0001993010 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | CELH | Common Stock | Other | -$12M | -300K | -3.03% | $40.16 | 9.6M | 23 Jun 2025 | See Footnote | F1, F2, F3, F4 |
| transaction | CELH | Common Stock | Other | -$12M | -300K | -3.13% | $40.16 | 9.3M | 24 Jun 2025 | See Footnote | F1, F2, F3, F4 |
| transaction | CELH | Common Stock | Other | -$12M | -300K | -3.23% | $40.16 | 9M | 25 Jun 2025 | See Footnote | F1, F2, F3, F4 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | CELH | Variable Prepaid Forward Sale Contract (obligation to sell) | Other | $0 | -300K | -100% | $0.00 | 0 | 23 Jun 2025 | Common Stock | 300K | See Footnote | F1, F2, F3, F4 | |
| transaction | CELH | Variable Prepaid Forward Sale Contract (obligation to sell) | Other | $0 | -300K | -100% | $0.00 | 0 | 24 Jun 2025 | Common Stock | 300K | See Footnote | F1, F2, F3, F4 | |
| transaction | CELH | Variable Prepaid Forward Sale Contract (obligation to sell) | Other | $0 | -300K | -100% | $0.00 | 0 | 25 Jun 2025 | Common Stock | 300K | See Footnote | F1, F2, F3, F4 |
| Id | Content |
|---|---|
| F1 | The Reporting Person is one of the two personal representatives of the Estate of Carl DeSantis, which holds a one hundred percent (100%) beneficial ownership interest in GRAT 1, LLC ("GRAT 1"). Accordingly, the Reporting Person has shared voting and dispositive control over the shares held by GRAT 1, LLC.. |
| F2 | On June 23, 2025, June 24, 2025, and June 25, 2025 GRAT 1 settled three tranches of a prepaid variable forward sale transaction (the "VPF") entered into on August 1, 2022 with an unaffiliated third-party buyer. For these three tranches of the VPF, GRAT 1 elected full physical settlement. |
| F3 | In full physical settlement of each of these three tranches of the VPF, the contract for the VPF obligated (i) GRAT 1 to deliver to the buyer 300,000 shares (adjusted for stock splits) of CELH common stock T+1 (the "Share Number") following the maturity of these tranches (occurring on June 20, 2025, June 23, 2025, and June 24, 2025), and (ii) the buyer to pay GRAT 1 an amount in cash equal to: (a) if the volume-weighted average price of CELH common stock on the maturity date for the tranche (each, a "Settlement Price") was greater than $30.1191 (the "Floor Price"), but less than or equal to $40.1588 (the "Cap Price"), the product of (x) the Share Number and (y) the excess of Settlement Price over the Floor Price; and (b) if Settlement Price was greater than the Cap Price, the product of (x) the Share Number and (y) $10.0397. |
| F4 | On each of June 20, 2025, June 23, 2025, and June 24, 2025, the Settlement Price was greater than the Cap Price. Accordingly, GRAT 1 transferred to the buyer a number of CELH shares and the buyer paid GRAT 1 amounts in cash determined pursuant to the formula above. |