Sec Form 4 Filing - SANDS ROBERT @ CONSTELLATION BRANDS, INC. - 2025-05-31

Insider filing report for Changes in Beneficial Ownership
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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
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O CONSTELLATION BRANDS, INC., 50 EAST BROAD STREET
3. Date of Earliest Transaction (MM/DD/YY)
05/31/2025
(Street)
ROCHESTER, NY14614
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 05/31/2025 J( 1 ) 20,428,521 D 0 I By RRA&Z Holdings LLC ( 2 )
Class A Common Stock 8,600 D
Class A Common Stock 431,729 I By RSS Master LLC ( 3 )
Class A Common Stock 19,329 I By PKSDT 2016 STZ ( 4 )
Class A Common Stock 912,492 I By RSS 2015 Business Holdings LP ( 5 )
Class A Common Stock 3,876,548 I By RSS Business Holdings LP ( 6 )
Class A Common Stock 2,164,138 I By SSR Business Holdings LP ( 7 )
Class A Common Stock 1,769 I By Spouse ( 8 )
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SANDS ROBERT
C/O CONSTELLATION BRANDS, INC.
50 EAST BROAD STREET
ROCHESTER, NY14614
X X
Signatures
/s/ Robert Sands 06/03/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The membership interests in RRA&Z Holdings LLC ("RRA&Z") were contributed to WSP Holdings Master LLC ("WSP Holdings"), a wholly owned subsidiary of WSP Holdings Trust ("WSP Trust"). WSP Trust is an irrevocable trust in which the beneficiaries will be various charitable organizations and will be managed by an independent trustee. The independent trustee can be removed and replaced by a vote of certain Sands family members.
( 2 )Various Sands family limited partnerships directly own the reported securities. WildStar Partners LLC ("WildStar") holds a .045% co-general partner interest in those family limited partnerships. RRA&Z is the sole member of WildStar. The reporting person is a director of RRA&Z and WildStar.
( 3 )RSS Master LLC ("RSS Master") is the direct owner of these securities. RSS Master is a limited liability company that is wholly-owned by the Robert S. Sands Master Trust. Robert Sands is the sole trustee and sole beneficiary of the Robert S. Sands Master Trust.
( 4 )PKSDT 2016 STZ LLC ("PKSDT") directly owns the reported securities and is a wholly-owned subsidiary of the Pamela K. Sands 2016 Descendants' Trust (the "Trust"). These shares are held for the benefit of the reporting person's stepchildren. The reporting person's spouse is the trustee of the 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.
( 5 )The reported securities are owned directly by RSS 2015 Business Holdings LP ("RSS 2015 Holdings"). RSS 2015 Business Management LLC ("RSS 2015 Management") is the co-general partner of, and owns a 0.02458% interest in, RSS 2015 Holdings. The reporting person indirectly controls RSS 2015 Management. The reported securities were previously reported by the reporting person as a portion of the securities indirectly held through RRA&Z.
( 6 )The reported securities are owned directly by RSS Business Holdings LP ("RSS Holdings"). RSS Business Management LLC ("RSS Management") is the co-general partner of, and owns a 0.009% interest in, RSS Holdings. The reporting person indirectly controls RSS Management. The reported securities were previously reported by the reporting person as a portion of the securities indirectly held through RRA&Z.
( 7 )The reported securities are owned directly by SSR Business Holdings LP ("SSR Holdings"). SSR Business Management LLC ("SSR Management") is the co-general partner of, and owns a 0.016% interest in, SSR Holdings. The reporting person indirectly controls SSR Management. The reported securities were previously reported by the reporting person as a portion of the securities indirectly held through RRA&Z.
( 8 )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.

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