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Ownership Document |
Schema Version: X0508 |
Document Type: 4 |
Period of Report: 4/12/24 |
Not Subject to Section 16: 0 |
Issuer: |
| Issuer CIK: 16918 |
| Issuer Name: CONSTELLATION BRANDS, INC. |
| Issuer Trading Symbol: STZ |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1742352 |
| | Owner Name: Sabia James A. Jr. |
| Reporting Owner Address: |
| | Owner Street 1: C/O CONSTELLATION BRANDS, INC. |
| | Owner Street 2: 207 HIGH POINT DRIVE, BUILDING 100 |
| | Owner City: VICTOR |
| | Owner State: NY |
| | Owner ZIP Code: 14564 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? Yes |
| | Is Ten Percent Owner? No |
| | Is Other? No |
| | Officer Title: EVP & Pres. Beer |
Aff 10b5 One: 0 |
Non-Derivative Table: |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Class A Common Stock |
| | Transaction Date: |
| | | Value: 4/12/24 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: C |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 8,110 |
| | | Transaction Price Per Share: |
| Footnote ID: F1 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 36,691 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Class A Common Stock |
| | Transaction Date: |
| | | Value: 4/12/24 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: S |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 15,781 |
| | | Transaction Price Per Share: |
| Value: 263.6289 |
| Footnote ID: F2 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 20,910 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Holding: |
| | Security Title: |
| | | Value: Class A Common Stock |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 3,242 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| | | Nature of Ownership: |
| Value: by Family Trust |
| Footnote ID: F3 |
Derivative Table: |
| Derivative Transaction: |
| | Security Title: |
| | | Value: Non-Qualified Stock Option (right to buy) |
| | Conversion or Exercise Price: |
| | | Value: 117.12 |
| | Transaction Date: |
| | | Value: 4/12/24 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: M |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 8,110 |
| | | Transaction Price Per Share: |
| Value: 0 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Exercise Date: |
| | | Value: 4/28/16 |
| | | Footnote ID: F4 |
| | Expiration Date: |
| | | Value: 4/28/25 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Class 1 (convertible) Common Stock |
| | | Underlying Security Shares: |
| Value: 8,110 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 0 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Derivative Transaction: |
| | Security Title: |
| | | Value: Class 1 (convertible) Common Stock |
| | Conversion or Exercise Price: |
| | | Footnote ID: F5 |
| | Transaction Date: |
| | | Value: 4/12/24 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: M |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 8,110 |
| | | Transaction Price Per Share: |
| Value: 117.12 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Exercise Date: |
| | | Footnote ID: F5 |
| | Expiration Date: |
| | | Footnote ID: F5 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Class A Common Stock |
| | | Underlying Security Shares: |
| Value: 8,110 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 8,110 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Derivative Transaction: |
| | Security Title: |
| | | Value: Class 1 (convertible) Common Stock |
| | Conversion or Exercise Price: |
| | | Footnote ID: F5 |
| | Transaction Date: |
| | | Value: 4/12/24 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: C |
| | | Equity Swap Involved? No |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 8,110 |
| | | Transaction Price Per Share: |
| Value: 0 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Exercise Date: |
| | | Footnote ID: F5 |
| | Expiration Date: |
| | | Footnote ID: F5 |
| | Underlying Security: |
| | | Underlying Security Title: |
| Value: Class A Common Stock |
| | | Underlying Security Shares: |
| Value: 8,110 |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 0 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
Footnotes: |
| Footnote - 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. |
| Footnote - F2: Represents the weighted average sale price. These shares were sold in multiple transactions at prices ranging from $263.2200 to $ 263.7701, inclusive. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the reporting person will provide full information regarding the number of shares sold at each separate price. |
| Footnote - F3: Held by the James A., Jr. and Brooke M. Sabia Trust, of which the reporting person and his spouse are trustees and beneficiaries. |
| Footnote - F4: 100% of this option has become exercisable. |
| Footnote - F5: 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, Inc., 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: |
Owner Signature: |
| Signature Name: /s/ Brian S. Bennett, Attorney-in-fact |
| Signature Date: 4/16/24 |