Guy Carling
Monster BeverageAbout Guy Carling
Guy P. Carling is President of EMEA & OSP (Europe, Middle East & Africa and Oceania & South Pacific) at Monster Beverage, a role he has held since November 2024 after serving as President of EMEA since July 2018; he joined Monster Energy Company (MEC) in December 2007 and previously served as Chief Commercial Officer & Managing Director of EMEA, with 27+ years in the beverage industry . He is 48 years old as disclosed in the company’s 2025 proxy . Company operating context during his recent tenure includes net sales rising to a record $7.49B in 2024 (+4.9% YoY), gross margin of 54% (+90 bps YoY), and five-year TSR of 65.4% (2020–2024); 2023 net sales were $7.14B (+13.1% YoY) with net income up 36.9% and four-year TSR of 81.3% . Annual incentive payouts for 2024 were driven by adjusted operating income at 80.4% of target and 100% individual component, evidencing pay-for-performance linkages .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Monster Beverage (MEC) | Chief Commercial Officer & Managing Director, EMEA | Prior to Jul 2018 | Led commercial execution and market expansion in EMEA |
| Monster Beverage (MEC) | President, EMEA | Jul 2018 – Nov 2024 | Oversaw sales, development and expansion across EMEA; supported record sales trends |
| Monster Beverage (MEC) | President, EMEA & OSP | Nov 2024 – present | Expanded remit to Oceania & South Pacific; reports frequently to Executive Committee and Board |
External Roles
No external directorships or outside corporate roles for Carling were disclosed in the 2024–2025 proxy biographies reviewed .
Fixed Compensation
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Base Salary (USD) | $662,307 | $706,919 | $774,209 |
| Base Salary (GBP basis, policy) | £531,000 (2023) | £565,000 (2023) | £600,000 (2024) |
| Target AIA (% of Base) | 50% (2022) | 75% (2023) | 75% (2024) |
| All Other Compensation (USD) | $51,500 | $51,521 | $58,511 |
Notes:
- 2024 base salary increased to £600,000 with conversion to USD at average monthly rates for 2024 .
- Target AIA opportunity was raised to 75% in 2023 to align with market practice .
Performance Compensation
Annual Incentive Award (AIA) – FY 2024
| Component | Weighting | Performance Target | Actual | Payout |
|---|---|---|---|---|
| Adjusted Operating Income ($) | 75% | $2.2138B | $2.1271B | 80.4% of target |
| Individual Performance | 25% | 100% | 100% | 100% of target |
| Overall AIA payout (Carling) | — | Target $580,657 | — | $490,587 (cash) |
Program design: 75% financial (adjusted operating income), 25% individual; payouts 0–200% with linear interpolation; financial and individual components are independent .
Long-Term Incentives (PSUs, RSUs, Options)
| Grant Year | Instrument | Grant/Approval Date | Terms | Quantity / Strike | Fair Value (USD) |
|---|---|---|---|---|---|
| 2024 | PSUs (2024–2026) | 3/8/2024 approval; 3/14/2024 grant | Earn on 3-year cumulative adjusted diluted EPS; 0–200% of target; cliff vest | Target 12,000; Threshold 6,000; Max 24,000 | $723,600 |
| 2024 | RSUs | 3/14/2024 | 5 annual installments (10/15/20/25/30%) | 6,000 | $361,800 |
| 2024 | Options | 3/14/2024 | 5 annual installments; 10-year term to 3/14/2034 | 18,000 @ $60.30 | $417,161 |
| 2023 | PSUs (2023–2025) | 3/14/2023 | 3-year cumulative adjusted diluted EPS; cliff vest | Target 13,600; Threshold 6,800; Max 27,200 | — |
| 2023 | RSUs | 3/14/2023 | 5 annual installments (10/15/20/25/30%) | 6,800 | — |
| 2023 | Options (standard) | 3/14/2023 | 5 annual installments (2k/3k/4k/5k/6k) | 20,000 @ $50.82 | — |
| 2023 | Options (retention) | 3/14/2023 | 3 annual installments (6,666/6,666/6,668) | 20,000 @ $50.82 | — |
| 2022 | PSUs (2022–2024) | 3/14/2022 | EPS goal: Threshold $4.328; Target $4.556; Max $4.784 | Actual EPS $4.510 → 90% payout; shares delivered 24,480 | — |
| 2022 | RSUs | 3/14/2022 | As disclosed in outstanding awards table | 12,240 | — |
| 2022 | Options | 3/14/2022 | 5 annual installments; expires 3/14/2032 | 41,400 @ $36.62 | — |
Mix: For 2024, Carling’s LTI split ≈28% options, ≈24% RSUs, ≈48% PSUs by grant value, reinforcing long-term performance alignment .
Vesting Schedules (selected)
| Award | Vest Dates and Amounts |
|---|---|
| 2023 RSUs (6,800) | 680 on 3/14/2024; 1,020 on 3/14/2025; 1,360 on 3/14/2026; 1,700 on 3/14/2027; 2,040 on 3/14/2028 |
| 2023 Options (20,000, standard) | 2,000 on 3/14/2024; 3,000 on 3/14/2025; 4,000 on 3/14/2026; 5,000 on 3/14/2027; 6,000 on 3/14/2028 (strike $50.82) |
| 2023 Options (20,000, retention) | 6,666 on 3/14/2024; 6,666 on 3/14/2025; 6,668 on 3/14/2026 (strike $50.82) |
| 2024 RSUs (6,000) | 10/15/20/25/30% annually from grant (5 installments) |
| 2024 Options (18,000, $60.30) | 5 installments; expires 3/14/2034 |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership (as of 4/11/2025) | 67,231 shares; <1% of class |
| Direct shares | 21,993 common shares |
| Options exercisable (examples) | 6 @ $25.75 (6/1/2018); 9,000 @ $44.47 (3/12/2021); 16,100 @ $36.62 (3/14/2022); 5,000 @ $50.82 (3/14/2023); 13,332 @ $50.82 (3/14/2023); 1,800 @ $60.30 (3/14/2024) |
| Stock ownership guidelines | Section 16 officers (incl. Carling): 3x base salary; unvested time-based RSUs count; options and unearned PSUs do not |
| Retention rule if not in compliance | Must retain ≥50% of net shares from vested awards until guideline met |
| Compliance status | All NEOs in compliance during 2024 |
| Anti-hedging | Hedging transactions prohibited for insiders |
| Anti-pledging | Pledging prohibited except limited exceptions; as of 4/11/2025 only Sacks and Schlosberg had pledged; no pledging disclosed for Carling |
Alignment takeaways:
- Significant unvested equity across PSUs/RSUs/options creates multi-year retention hooks; guideline compliance and anti-hedging/anti-pledging reduce misalignment risk .
Employment Terms
| Provision | Summary |
|---|---|
| Employment status | At-will; eligible for AIA and fringe benefits |
| Notice / severance on termination | Statement of Terms (Feb 2007): 12 weeks’ notice or payment in lieu equal to salary over notice period |
| Potential payments (illustrative, 2024 proxy) | Termination other than for cause/disability: base salary $163,135; Following change-in-control (double-trigger): total $6,035,626 including equity acceleration $5,872,491 |
| Change-in-control equity treatment | PSUs convert to RSUs at target (if CiC in year 1) or based on actual-to-date performance (years 2–3); unvested converted RSUs fully vest on involuntary termination without cause/for good reason within 24 months post-CiC; RSUs/options vest/exercise immediately on double-trigger |
| Clawbacks | Awards subject to reduction/forfeiture/recoupment for misconduct or restatements; SOX 304 forfeiture referenced |
Compensation Structure Analysis
- Shift toward PSUs continues: PSUs comprise ~48% of 2024 LTI value for Carling, with three-year EPS performance period and 0–200% outcomes, strengthening long-term alignment .
- AIA rigor: 2024 financial component paid at 80.4% against adjusted operating income goals with independent individual component at 100%, resulting in ~85% of target overall payout; payouts are linear with clear thresholds/targets .
- Market-based pay calibration: 2024 base salary increased to £600k based on F.W. Cook’s market analysis; AIA targets for non-CEO NEOs standardized at 75% of base since 2023 .
- No tax gross-ups on perquisites; general perqs include auto allowance and benefit premiums; perq structure shareholder-friendly .
Performance Compensation (Detailed Table)
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| AIA – Adjusted Operating Income | 75% | $2.2138B | $2.1271B | 80.4% | Cash paid Q1 2025 |
| AIA – Individual Component | 25% | 100% | 100% | 100% | Cash paid Q1 2025 |
| PSUs 2022–2024 – EPS | — | $4.556 (target) | $4.510 | 90% of target shares | Shares delivered at 3-year end |
| PSUs 2023–2025 – EPS | — | Target shares 13,600 | In progress | In progress | Cliff vest after period |
| PSUs 2024–2026 – EPS | — | Target shares 12,000 | In progress | In progress | Cliff vest after period |
Multi-Year Compensation Summary (USD)
| Component | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Salary | $662,307 | $706,919 | $774,209 |
| Stock Awards (RSUs/PSUs, grant-date fair value) | $1,493,892 | $1,036,728 | $1,085,400 |
| Option Awards (grant-date fair value) | $542,335 | $751,992 | $417,161 |
| Non-Equity Incentive (AIA) | $165,563 | $918,848 | $490,587 |
| All Other Compensation | $51,500 | $51,521 | $58,511 |
| Total | $3,214,920 | $3,466,008 | $2,825,868 |
Risk Indicators & Red Flags
- Hedging and pledging: Prohibited under Insider Trading Policy; only Sacks and Schlosberg had any pledging as of April 11, 2025 (approx. 0.3% of their holdings), none disclosed for Carling .
- Say-on-pay: Program context described, but specific vote percentages not provided in reviewed sections .
- Equity re-pricing: No re-pricing/modification disclosures in the sections reviewed; option and PSU grants follow standard plans and schedules .
Compensation Peer Group & Governance Notes
- Use of independent consultant F.W. Cook; base salaries aligned to market analysis; CEO base positioned between 25th percentile and median of peers; NEO equity emphasis to retain/motivate .
- Stock ownership guidelines tightened in Feb 2024, adding a 50% retention requirement until compliant; all NEOs compliant in 2024 .
Investment Implications
- Alignment and retention: Carling’s pay mix is heavily equity-based with multi-year vesting (RSUs/options) and three-year PSU performance periods, combined with stringent ownership/anti-hedging/anti-pledging policies—this reduces misalignment and near-term selling pressure, supporting continuity in EMEA/OSP execution .
- Performance linkage: AIA outcomes tied to adjusted operating income and individual contributions produced disciplined payouts in 2024, with PSU programs measured on cumulative EPS—investors should monitor EPS trajectory through 2026 for PSU realization and potential sellable share flow when vesting occurs .
- Change-in-control dynamics: Double-trigger acceleration of RSUs/options and converted PSUs could create event-driven supply; potential payments highlight meaningful equity acceleration, relevant for M&A scenarios and trading around corporate actions .
- Execution track record: EMEA leadership coincides with sustained sales growth and strong TSR; the expanded OSP remit suggests further international scaling, though FX and competitive intensity (cited in CFO/NEO narratives) remain key execution risks in Carling’s regions .