Celsius Holdings, Inc. insider William H. Milmoe reported a significant disposition of CELH common stock tied to the physical settlement of a prepaid variable forward sale transaction originally entered into on June 6, 2023. According to the Form 4 filed July 22, 2026, CD Financial LLC, which is the record holder of the shares, settled three tranches of the prepaid variable forward sale transaction on July 20, July 21 and July 22, 2026. Milmoe is the manager of CD Financial and also a trustee of the Carl DeSantis Revocable Trust, which owns a 99% beneficial interest in CD Financial. As a result, Milmoe is deemed to share voting and dispositive power over the shares covered by the report. For each of the three tranches, CD Financial transferred 150,000 shares of Celsius common stock to an unaffiliated third-party buyer, for a total of 450,000 shares delivered. The filing text references one reported line involving 150,000 shares at $46.2527 per share, while the explanatory notes state that the settlements occurred without additional payment from the buyer because the contract’s physical settlement terms applied. The key trigger was the stock’s trading level at the relevant maturity dates. The tranches matured on July 17, July 20 and July 21, 2026. On each maturity date, the volume-weighted average price of Celsius common stock was below $41.6275, identified in the contract as the “Floor Price.” Under the terms of the prepaid variable forward sale, that meant CD Financial was required to deliver the full 150,000 shares for each tranche. The filing does not provide a clearly stated transaction code or a final post-transaction beneficial ownership total in the text provided. The action is nevertheless material because it reflects the completion of a previously arranged forward-sale financing transaction, not necessarily a new open-market sale decision, and it resulted in the transfer of 450,000 CELH shares out of CD Financial’s holdings.