Constellation Brands Inc.

11/15/2024 | Press release | Distributed by Public on 11/15/2024 16:06

Statement of Changes in Beneficial Ownership - Form 4

Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Sabia James A. Jr.
2. Issuer Name and Ticker or Trading Symbol
CONSTELLATION BRANDS, INC. [STZ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP & Pres. Beer
(Last) (First) (Middle)
C/O CONSTELLATION BRANDS, INC., 50 EAST BROAD STREET 		3. Date of Earliest Transaction (Month/Day/Year)
11/14/2024
(Street)
ROCHESTER, NY 14614 		4. If Amendment, Date Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4) 		7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 11/14/2024 C 29,550 A (1) 52,128 D
Class A Common Stock 11/14/2024 S 36,086 D $242.9901(2) 16,042 D
Class A Common Stock 3,242 I by Family Trust(3)
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5) 		6. Date Exercisable and Expiration Date
(Month/Day/Year) 		7. Title and Amount of Underlying Securities
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4) 		10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4) 		11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option (right to buy) $172.09 11/14/2024 M 6,725 04/21/2018(4) 04/21/2027 Class 1 (convertible) Common Stock 6,725 $ 0 0 D
Non-Qualified Stock Option (right to buy) $153.02 11/14/2024 M 16,065 04/21/2021(4) 04/21/2030 Class 1 (convertible) Common Stock 16,065 $ 0 0 D
Non-Qualified Stock Option (right to buy) $156.84 11/14/2024 M 6,760 04/25/2017(4) 04/25/2026 Class 1 (convertible) Common Stock 6,760 $ 0 0 D
Class 1 (convertible) Common Stock (5) 11/14/2024 M 6,725 (5) (5) Class A Common Stock 6,725 $172.09 6,725 D
Class 1 (convertible) Common Stock (5) 11/14/2024 M 16,065 (5) (5) Class A Common Stock 16,065 $153.02 16,065 D
Class 1 (convertible) Common Stock (5) 11/14/2024 M 6,760 (5) (5) Class A Common Stock 6,760 $156.84 6,760 D
Class 1 (convertible) Common Stock (5) 11/14/2024 C 29,550 (5) (5) Class A Common Stock 29,550 $ 0 0 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Sabia James A. Jr.
C/O CONSTELLATION BRANDS, INC.
50 EAST BROAD STREET
ROCHESTER, NY 14614 		EVP & Pres. Beer

Signatures

/s/ Matthew Stoloff, Attorney-in-fact 11/15/2024
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) 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.
(2) Represents the weighted average sale price. These shares were sold in multiple transactions at prices ranging from $242.9400 to $243.1100, 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.
(3) Held by the James A., Jr. and Brooke M. Sabia Trust, of which the reporting person and his spouse are trustees and beneficiaries.
(4) 100% of this option has become exercisable.
(5) 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.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.