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Ownership Document
|
| Schema Version: X0508 |
| Document Type: 4 |
| Period of Report: 3/1/24 |
| Not Subject to Section 16: 0 |
| Issuer: |
| Issuer CIK: 1341766 |
| Issuer Name: Celsius Holdings, Inc. |
| Issuer Trading Symbol: CELH |
| Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1685586 |
| | Owner Name: Fieldly John |
| Reporting Owner Address: |
| | Owner Street 1: 2424 N. FEDERAL HWY., SUITE 208 |
| | Owner Street 2: |
| | Owner City: BOCA RATON |
| | Owner State: FL |
| | Owner ZIP Code: 33431 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? Yes |
| | Is Officer? Yes |
| | Is Ten Percent Owner? No |
| | Is Other? No |
| | Officer Title: Chief Executive Officer |
| Aff 10b5 One: 0 |
| Non-Derivative Table: |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock, $0.001 par value per share |
| | | Footnote ID: F1 |
| | Transaction Date: |
| | | Value: 3/1/24 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: A |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 18,922 |
| | | Transaction Price Per Share: |
| Value: 0 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 499,848 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock, $0.001 par value per share |
| | Transaction Date: |
| | | Value: 3/4/24 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: S |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 119,604 |
| | | Transaction Price Per Share: |
| Value: 85.07 |
| Footnote ID: F2 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 380,244 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Derivative Table: |
| Footnotes: |
| Footnote - F1: Consists of restricted stock units ("RSUs"), with each RSU providing for the right to receive one share of common stock, par value $0.001 per share, of Celsius Holdings, Inc. The RSUs vest in three equal annual installments beginning on the first anniversary of the grant date. |
| Footnote - F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $82.76 to $87.11, inclusive. The reporting person undertakes to provide Celsius Holdings, Inc. ("Celsius"), any security holder of Celsius, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. |
| Remarks: |
| Owner Signature: |
| Signature Name: /s/ Richard Mattessich, Attorney-in-fact |
| Signature Date: 3/5/24 |
