Richard Sands - Jul 15, 2022 Form 4 Insider Report for CONSTELLATION BRANDS, INC. (STZ)

Role
Executive Vice Chairman of the Board, Director, 10%+ Owner
Signature
/s/ Richard Sands
Stock symbol
STZ
Transactions as of
Jul 15, 2022
Transactions value $
-$275,738,435
Form type
4
Date filed
7/19/2022, 04:20 PM
Previous filing
Apr 25, 2022
Next filing
Nov 14, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction STZ Class A Common Stock Conversion of derivative security +952K +635.38% 1.1M Jul 15, 2022 By RES Master LLC F1, F2
transaction STZ Class A Common Stock Sale -$231M -952K -86.4% $242.81 150K Jul 15, 2022 By RES Master LLC F2
transaction STZ Class A Common Stock Sale -$44.5M -183K -3.34% $242.81 5.3M Jul 15, 2022 By Richard Sands Master Trust F3, F4
holding STZ Class A Common Stock 15.7K Jul 15, 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 Class 1 (convertible) Common Stock Conversion of derivative security $0 -952K -100% $0.00* 0 Jul 15, 2022 Class A Common Stock 952K Direct F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The reported shares of Class A Common Stock were received upon the conversion of shares of Class 1 Common Stock on a one-to-one basis.
F2 RES Master LLC ("RES Master") is the direct owner of these securities. RES Master is a limited liability company that is wholly-owned by the Richard Sands Master Trust, for which the reporting person serves as trustee and is the sole beneficiary.
F3 On July 15, 2022, MAS Business Holdings LP ("MAS") entered into a private transaction to sell 183,332 shares of Class A Common Stock.
F4 The reported shares are also indirectly owned by RES Master. Various Sands family limited partnerships, including MAS, directly own the reported shares of Class A Common Stock. WildStar Partners LLC ("WildStar") holds a .045% co-general partner interest in those family limited partnerships. RRA&Z Holdings LLC ("RRA&Z") is the sole member of WildStar, and RES Master is a member of RRA&Z.
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 Shares of Class 1 Common Stock are convertible into shares of Class A Common Stock of the Issuer on a one-to-one basis. In accordance with the certificate of incorporation of Constellation Brands, any shares of Class A Common Stock issued upon conversion of shares of Class 1 Common Stock must be sold immediately in connection with the conversion. Class 1 Common Stock is not traded on any stock exchange.

Remarks:

Executive Vice Chairman of the Board