Celsius Holdings Insiders Use Variable Forward Contracts to Hedge, Not Hint at Fear: Milmoe and DeSantis Sell 360,000 Shares in Coordinated, Contract‑Driven Move

Insider Selling Signals: Milmoe William H. and the VPF Exercise

Milmoe William H. has executed a series of sales of 120,000 CELH shares each on three consecutive days, January 5–7, 2026, coinciding with the physical settlement of a prepaid variable forward (VPF) contract entered in January 2023. The VPF, a derivative that obliges the holder to sell shares at a price capped at $38.79, has now been fully exercised; the contract balances are zero and the shares have been delivered. The sale proceeds were captured at market prices of $38.79 per share, slightly below the close of $48.69 on the filing date, but the transaction is a direct outcome of the contractual obligation, not a discretionary trade.

From a market‑impact perspective, the sale of 360,000 shares (120,000 each day) represents only a tiny fraction of the company’s 12.5 billion‑dollar market cap and is unlikely to move the stock alone. However, the repeated pattern of VPF exercises followed by share sales is a notable trend in the company’s insider activity. The same pattern is mirrored by the DeSantis family—Deborah and Dean—who also sold 120,000 shares each day in the same window, all linked to their VPF positions. This coordinated selling cadence suggests that the VPFs are being used strategically to manage exposure rather than to signal a lack of confidence.

What Investors Should Take Away

1. Strategic Hedging, Not Fear – The VPFs are a hedging tool that locks in a floor price while capping upside. When the market price rises above the cap ($38.79), the contract obligates the holder to deliver shares at the cap, limiting gains. Milmoe’s and the DeSantis’ sales are a natural consequence of this structure. They are not necessarily a bearish signal on Celsius’s long‑term prospects.

2. Liquidity Management – By selling the shares that have been delivered under the VPF, insiders can convert those holdings into cash, potentially funding other investments or corporate initiatives. This may improve liquidity for the owners without affecting the company’s balance sheet.

3. Market Sentiment Amplification – The filing comes at a time of high social‑media buzz (757 %) and a positive sentiment score (+89). Even though the insider sales are contractual, the heightened attention may amplify short‑term volatility. Investors should be wary of potential price swings that are more reactionary than fundamental.

4. Valuation Context – Celsius’s P/E of 383.45 reflects high growth expectations. A single tranche of VPF‑derived sales is unlikely to erode these expectations, but continued hedging activity could signal that insiders are protecting their positions as the company approaches key milestones (e.g., product launches or regulatory approvals).

Milmoe William H. – A Profile of Transactional Discipline

Milmoe William H. has a consistent record of executing VPF contracts and selling the same number of shares (typically 120,000–187,500) on multiple dates throughout 2025 and into early 2026. His transactions are almost exclusively:

• Variable Prepaid Forward Sales – All 0.00‑price entries, reflecting the contractual nature of the contract settlement.
• Common Stock Sales – At $37–38 per share, closely tracking the VPF cap price.

The pattern shows no abrupt shifts in holding levels beyond the contract expirations, suggesting a disciplined approach to managing exposure. Milmoe’s holdings remain substantial (over 13 million shares post‑transaction), indicating a long‑term stake in Celsius, but he is actively using derivatives to lock in downside protection while still participating in upside potential when the cap is not hit.

Conclusion

The current insider activity is a textbook example of hedging through variable forwards. For investors, it underscores the importance of distinguishing between contractual obligations and discretionary sales. While the VPF exercises are neutral in terms of market sentiment, the high social‑media buzz and the coordinated selling by the DeSantis family could create short‑term volatility. As Celsius moves forward with its growth strategy, insiders’ use of derivatives will likely continue as a risk‑management tool, rather than a signal of underlying weakness.