SEC Form 4 · accession 0001225208-15-019925
CONSTELLATION BRANDS, INC. · STZ
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert Sands
Officer — President & CEO · Director · 10% Owner
Period of report
Oct 23, 2015
Accepted (ET)
Oct 27, 2015 · 4:30 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000016918
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common Stock | Oct 23, 2015 | M | 140,731 | $25.88 | A | 876,063 | D | |
| Class A Common StockF1 | Oct 23, 2015 | S | 2,618 | $137.1806 | D | 873,445 | D | |
| Class A Common StockF2 | Oct 23, 2015 | S | 138,113 | $136.1661 | D | 735,332 | D | |
| Class A Common Stock | Oct 26, 2015 | M | 15,999 | $25.88 | A | 751,331 | D | |
| Class A Common StockF3 | Oct 26, 2015 | S | 15,999 | $136.0116 | D | 735,332 | D | |
| Class A Common StockF4,F5 | holding | — | — | — | 80,928 | I | by LES Holdings LLC | |
| Class A Common StockF4,F6 | holding | — | — | — | 73,800 | I | by MES Holdings LLC | |
| Class A Common StockF7,F8 | holding | — | — | — | 768 | I | by MLR&R | |
| Class A Common StockF4 | holding | — | — | — | 1,769 | I | By Spouse |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non-Qualified Stock Option (right to buy)F9 | $25.88 | Oct 23, 2015 | M | 140,731 | D | — | Apr 5, 2016 | Class A Common Stock | 140,731 | 54,069 | D |
| Non-Qualified Stock Option (right to buy)F9 | $25.88 | Oct 26, 2015 | M | 15,999 | D | — | Apr 5, 2016 | Class A Common Stock | 15,999 | 38,070 | D |
Explanation of responses
- F1Represents the weighted average sale price. These shares were sold in multiple transactions at prices ranging from $137.01 to $137.2975, 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.
- F2Represents the weighted average sale price. These shares were sold in multiple transactions at prices ranging from $136.00 to $136.92, 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.
- F3Represents the weighted average sale price. These shares were sold in multiple transactions at prices ranging from $136.00 to $136.17, 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.
- F4The 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.
- F5LES Holdings LLC is a limited liability company of which the reporting person is the general manager.
- F6MES Holdings LLC is a limited liability company of which the reporting person is the general manager.
- F7Except to the extent that the reporting person has a direct or indirect pecuniary interest in securities owned by the applicable trust, partnership or limited liability company, the reporting person disclaims beneficial ownership with respect to securities held in this manner. 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.
- F8M,L,R&R is a general partnership of which the reporting person is a general partner and in which he has a pecuniary interest.
- F9100% of this option has become exercisable.