Sec Form 4 Filing - SANDS ROBERT @ CONSTELLATION BRANDS, INC. - 2021-11-30

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person SANDS ROBERT 2. Issuer Name and Ticker or Trading Symbol CONSTELLATION BRANDS, INC. [ STZ] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chairman of the Board (Last) (First) (Middle) C/O CONSTELLATION BRANDS, INC., 207 HIGH POINT DRIVE, BUILDING 100 3. Date of Earliest Transaction (MM/DD/YY) 11/30/2021 (Street) VICTOR, NY14564 4. If Amendment, Date Original Filed (MM/DD/YY) 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 8,600 D Class A Common Stock 5,483,842 I by Robert Sands Master Trust( 1 )( 2 ) Class A Common Stock 549,301 I by RSS Master LLC( 3 )( 4 ) Class A Common Stock 19,329 I by Pamela K. Sands 2016 Descendants' Trust( 5 ) Class A Common Stock 1,769 I By Spouse( 6 )

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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) $ 24.5 11/30/2021 M 212,380 04/03/2013( 7 ) 04/03/2022 Class 1 (convertible) Common Stock 212,380 $ 0 0 I by RSS Master LLC( 4 ) Non-Qualified Stock Option (right to buy) $ 47.79 11/30/2021 M 114,560 04/26/2014( 7 ) 04/26/2023 Class 1 (convertible) Common Stock 114,560 $ 0 0 I by RSS Master LLC( 4 ) Non-Qualified Stock Option (right to buy) $ 79.61 11/30/2021 M 72,010 04/28/2015( 7 ) 04/28/2024 Class 1 (convertible) Common Stock 72,010 $ 0 0 I by RSS Master LLC( 4 ) Non-Qualified Stock Option (right to buy) $ 117.12 11/30/2021 M 64,460 04/28/2016( 7 ) 04/28/2025 Class 1 (convertible) Common Stock 64,460 $ 0 0 I by RSS Master LLC( 4 ) Non-Qualified Stock Option (right to buy) $ 156.84 11/30/2021 M 54,168 04/25/2017( 7 ) 04/25/2026 Class 1 (convertible) Common Stock 54,168 $ 0 0 I by RSS Master LLC( 4 ) Non-Qualified Stock Option (right to buy) $ 172.09 11/30/2021 M 57,772 04/21/2018( 7 ) 04/21/2027 Class 1 (convertible) Common Stock 57,772 $ 0 0 I by RSS Master LLC( 4 ) Non-Qualified Stock Option (right to buy) $ 207.48 11/30/2021 M 42,993 04/23/2020( 8 ) 04/23/2029 Class 1 (convertible) Common Stock 42,993 $ 0 42,992 I by RSS Master LLC( 4 ) Non-Qualified Stock Option (right to buy) $ 153.02 11/30/2021 M 32,772 04/21/2021( 8 ) 04/21/2030 Class 1 (convertible) Common Stock 32,772 $ 0 98,316 I by RSS Master LLC( 4 ) Class 1 (convertible) Common Stock ( 9 ) 11/30/2021 M 651,115 ( 9 ) ( 9 ) Class A Common Stock 651,115 ( 10 ) 1,244,467 I by RSS Master LLC( 4 ) Class B (convertible) Common Stock ( 11 ) ( 11 ) ( 11 ) Class A Common Stock 22,746,786 22,746,786 I by Robert Sands Master Trust( 1 )( 2 ) Non-Qualified Stock Option (right to buy) $ 228.26 04/23/2019( 8 ) 04/23/2028 Class 1 (convertible) Common Stock 45,480 45,480 I by RSS Master LLC( 4 ) Non-Qualified Stock Option (right to buy) $ 238.31 04/20/2022( 8 ) 04/20/2031 Class 1 (convertible) Common Stock 66,878 66,878 I by RSS Master LLC( 4 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other SANDS ROBERT C/O CONSTELLATION BRANDS, INC. 207 HIGH POINT DRIVE, BUILDING 100 VICTOR, NY14564 X X Chairman of the Board Signatures /s/ Thomas M. Farace, Attorney-in-Fact 12/02/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Previously reported as indirectly held through RRA&Z Holdings LLC ("RRAZ"). The reporting person has transferred his membership interests in RRAZ to RSS Master LLC. ( 2 )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. RRAZ is the sole member of WildStar. ( 3 )3,366 shares of Class A Common Stock were previously reported as held directly by the reporting person. The reporting person has transferred the securities to RSS Master LLC, which is the direct owner of these securities. ( 4 )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. ( 5 )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. ( 6 )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. ( 7 )100% of this option has become exercisable. ( 8 )This option becomes exercisable at the rate of 25% per year beginning on the date specified. ( 9 )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. ( 10 )The shares of Class 1 Common Stock were acquired at the following prices: 212,380 at $24.50; 114,560 at $47.79; 72,010 at $79.61; 64,460 at $117.12; 54,168 at $156.84; 57,772 at $172.09; 42,993 at $207.48; and 32,772 at $153.02. ( 11 )Shares of Class B Common Stock are convertible into shares of Class A Common Stock of the Issuer on a one-to-one basis at any time at the option of the holder. The ticker symbol for Class B Common Stock is STZ.B.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* 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).

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