Robert Sands - May 1, 2022 Form 4 Insider Report for CONSTELLATION BRANDS, INC. (STZ)

Role: Chairman of the Board, Director, 10%+ Owner
Signature: /s/ Brian S. Bennett, Attorney-in-fact
Stock symbol: STZ
Transactions as of: May 1, 2022
Transactions value $: -$141,502
Form type: 4
Date filed: 5/3/2022, 04:49 PM
Previous filing: Apr 25, 2022
Next filing: Jul 19, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	STZ	Class A Common Stock	Options Exercise	$0	+1.49K	+17.3%	$0.00	10.1K	May 1, 2022	Direct	F1
transaction	STZ	Class A Common Stock	Tax liability	-$142K	-575	-5.7%	$246.09	9.51K	May 1, 2022	Direct
holding	STZ	Class A Common Stock						5.48M	May 1, 2022	by Robert Sands Master Trust	F2
holding	STZ	Class A Common Stock						549K	May 1, 2022	by RSS Master LLC	F3
holding	STZ	Class A Common Stock						19.3K	May 1, 2022	by Pamela K. Sands 2016 Descendants' Trust	F4
holding	STZ	Class A Common Stock						1.77K	May 1, 2022	By Spouse	F5

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	STZ	Restricted Stock Units	Options Exercise	$0	-1.49K	-100%	$0.00^*	0	May 1, 2022	Class A Common Stock	1.49K		Direct	F1, F6

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each restricted stock unit represents a contingent right to receive one share of Constellation Brands, Inc. Class A Common Stock.
F2	The sole member of RSS Master LLC is the Robert Sands Master Trust, for which the reporting person serves as trustee and is the sole beneficiary. Various Sands family limited partnerships directly own the reported shares of Class A Common Stock and Class B Common Stock. WildStar Partners LLC ("WildStar") holds a .045% co-general partner interest in those family limited partnerships. RRA&Z Holdings LLC is the sole member of WildStar.
F3	RSS Master LLC is the direct owner of these securities. The sole member of RSS Master LLC is the Robert Sands Master Trust, for which the reporting person serves as trustee and is the sole beneficiary.
F4	These shares are held in a trust for the benefit of the reporting person's stepchildren. The reporting person's spouse is the trustee of this trust. The reporting person disclaims beneficial ownership with respect to securities held in this manner, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for the purposes of Section 16 or any other purpose.
F5	The reporting person disclaims beneficial ownership with respect to securities held in this manner, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for the purposes of Section 16 or any other purpose.
F6	The restricted stock units vest in four equal annual installments beginning on the first date specified. The restricted stock units disposed of in the reported transaction vested on May 1, 2022. Vested shares are delivered to the reporting person net of shares withheld to satisfy taxes.