Ana Demel
Monster BeverageAbout Ana Demel
Ana Demel (age 64) has served as an independent director of Monster Beverage Corporation since December 2021. She is an Adjunct Professor at NYU School of Law (since 2009) and previously was a partner at Cleary Gottlieb Steen & Hamilton, focusing on international finance and transactions in Latin America; she also serves on the board of Pro Mujer, Inc., where she was Chair from January 2021 to December 2024 and previously Secretary and Governance Chair .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Cleary Gottlieb Steen & Hamilton LLP | Partner (International financing/transactions, Latin America) | Pre-2009 | Advised on structured finance, project finance, M&A |
| Pro Mujer, Inc. | Board Chair; prior Secretary & Governance Chair | Chair Jan 2021–Dec 2024; ongoing director | Governance leadership in women’s development non-profit |
| New York University School of Law | Adjunct Professor | 2009–present | Legal education; expertise in international finance |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Pro Mujer, Inc. | Director; former Chair | Director current; Chair Jan 2021–Dec 2024 | Non-profit; financial services and health to women in LatAm |
| New York University School of Law | Adjunct Professor | 2009–present | Academic role |
Board Governance
- Independence: The Board determined Demel is independent under Nasdaq and SEC rules .
- Committees: Member, Nominating & Corporate Governance Committee; if re-elected, will join the Compensation Committee effective June 13, 2025 .
- Attendance: In 2024, the Board met 6 times; all then-acting directors except Mark J. Hall attended at least 75% of Board and committee meetings and attended the June 13, 2024 annual meeting—Demel was among the independent directors who met in nine executive sessions in 2024 .
- Lead Independent Director: Mark S. Vidergauz (chairs key committees); independent directors hold executive sessions per charter .
Fixed Compensation
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Annual Cash Retainer (policy) | $85,000 | $85,000 | $85,000 |
| Committee Member Fees (policy) | Audit $10,000; Comp/NCG $7,500 | Audit $10,000; Comp/NCG $7,500 | Audit $10,000; Comp/NCG $7,500 |
| Committee Chair Fees (policy) | Audit $25,000; Comp/NCG $22,500 | Audit $25,000; Comp/NCG $22,500 | Audit $25,000; Comp/NCG $22,500 |
| Lead Independent Director Fee (policy) | $40,000 | $40,000 | $40,000 |
| Demel: Fees Earned (cash) | $4,722 | $0 (deferred) | $0 (deferred) |
| Demel: Stock Awards (RSUs/DSUs value) | $233,964 | $259,999 | $260,013 |
| Demel: Total Director Compensation | $238,686 | $259,999 | $260,013 |
Notes:
- Non-employee director equity retainer delivered as RSUs that generally vest one day prior to the next annual meeting; directors can defer cash/equity into deferred stock units (DSUs) under the 2017 Directors Plan .
- Demel elected to defer cash retainer into DSUs quarterly in 2024 (367/380/423/432 units; grant date fair values $21,271/$21,242/$21,226/$21,272) ; similar deferrals in 2023 (420/406/377/425 DSUs; $21,242/$21,254/$21,255/$21,237) and 2022 (404/436/470 DSUs; $16,520/$21,251/$21,218) .
Performance Compensation
- Director compensation at MNST has no performance-based component; equity retainer RSUs are time-vested per the 2017 Directors Plan (vesting on service, or upon change of control, death, disability) .
- No TSR/ESG/financial metrics are tied to director pay (policy description only) .
| Performance Metric | Applicability to Director Pay |
|---|---|
| Financial/TSR/ESG metrics | None—director RSUs are service-based per plan |
Other Directorships & Interlocks
| Company/Institution | Type | Role | Potential Interlock/Conflict |
|---|---|---|---|
| Pro Mujer, Inc. | Non-profit | Director (former Chair) | None with MNST disclosed |
| NYU School of Law | Academic | Adjunct Professor | None with MNST disclosed |
No other public company directorships for Demel are disclosed in MNST proxy materials .
Expertise & Qualifications
- International finance and transactions (structured finance, project finance, M&A) from Cleary Gottlieb partnership; legal expertise and business acumen .
- Academic credentials (Adjunct Professor, NYU Law, since 2009) .
- Non-profit governance leadership (Chair/Director at Pro Mujer) .
Equity Ownership
| Metric | 2022 | 2023 | 2024 | 2025 YTD |
|---|---|---|---|---|
| Beneficial Ownership (common shares) | “–” (less than 1%) | “–” (less than 1%) | “–” (less than 1%) | “–” (less than 1%) |
| DSUs outstanding (as of year-end) | 1,310 | 6,912 | 11,446 | 12,230 (as of Apr 11, 2025) |
| RSUs outstanding (as of year-end) | 3,974 | 2,932 | 3,592 | 3,592 (vesting before 2025 meeting) |
| Ownership % of Class | <1% | <1% | <1% | <1% |
| Shares pledged as collateral | None (only Sacks/Schlosberg pledging disclosed) | None | None | None |
| Stock ownership guideline | 5x annual retainer; 5 years to comply (deemed includes vested deferred shares/RSUs) | 5x | 5x; all non-employee directors in compliance during 2024 | 5x |
Governance Assessment
- Committee assignments add compensation oversight (joining Compensation Committee in 2025), complementing prior governance committee service—positive for board effectiveness .
- Independence affirmed; attendance threshold met in 2024; independent directors held nine executive sessions—supports robust oversight .
- Ownership alignment through RSUs/DSUs; compliance with 5x retainer guideline—enhances investor alignment .
- RED FLAGS: Related-party exposure—Demel’s spouse is a partner at Schulte Roth & Zabel, which rendered ~$0.7 million of services to MNST in 2021; Board/Audit Committee reviews related-party transactions, but policy is not in writing (proceedings documented), which some investors may view as weaker formal controls .
Director Voting & Shareholder Sentiment
| Item | 2024 | 2025 |
|---|---|---|
| Demel Director Election Votes (For/Against/Abstain; Broker Non-Votes) | 901,670,364 / 2,920,421 / — ; Broker Non-Votes 24,071,328 | 846,904,973 / 5,561,133 / 561,078 ; Broker Non-Votes 21,788,838 |
| Say-on-Pay Approval | 93.9% of votes cast in favor (2024) | Votes For 796,662,922; Against 55,307,300; Abstain 1,056,962; Broker Non-Votes 21,788,838 (approved) |
Investor confidence signal: Strong majorities for Demel’s election and MNST’s pay program in 2024–2025 .
Related Party Transactions & Conflicts
- Schulte Roth & Zabel LLP (Demel’s spouse’s firm) provided ~$0.7 million of legal services to MNST in 2021; related-party transactions are reviewed by the Audit Committee, which documents proceedings though policies are not in writing; conflicted directors do not participate in approvals .
- Other related-party transactions involve entities linked to Sacks/Schlosberg (IFM promotional items), not Demel personally .
Insider Trades
| Filing | Date | Security | Amount/Type | Post-Transaction Holdings |
|---|---|---|---|---|
| Form 3 (Initial Statement) | Jan 10, 2022 | Common Stock | 58 shares (direct) | 58 shares (initial) |
No director Form 4 transactions for Demel are disclosed in MNST’s proxies; Form 4 filings were not found in our 2023–2025 document set for MNST.
Summary: Alignment and Risks
- Alignment: Independent oversight; committee roles expanding; solid attendance; equity alignment through RSUs/DSUs; compliance with stock ownership guidelines; anti-hedging policy and no pledging—positive signals for governance quality .
- Risks: Historical related-party linkage via spouse’s firm; lack of written related-party policy (though documented) may be a governance quality consideration; continued monitoring of committee independence and conflict management is prudent .
Citations: