SEC Form 4 · accession 0001225208-16-036360
CONSTELLATION BRANDS, INC. · STZ
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David Eric Klein
Officer — Exec Vice Pres. & CFO
Period of report
Jul 1, 2016
Accepted (ET)
Jul 6, 2016 · 5:34 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 StockF1 | Jul 1, 2016 | M | 2,950 | $0.00 | A | 36,152 | D | |
| Class A Common StockF2 | Jul 1, 2016 | M | 2,950 | $0.00 | A | 39,102 | D | |
| Class A Common Stock | Jul 1, 2016 | F | 3,044 | $163.61 | D | 36,058 | D | |
| Class A Common StockF3 | Jul 5, 2016 | C | 14,300 | $0.00 | A | 50,358 | D | |
| Class A Common StockF4 | Jul 5, 2016 | S | 14,300 | $166.2717 | D | 36,058 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Share UnitsF1,F5 | — | Jul 1, 2016 | M | 2,950 | D | — | — | Class A Common Stock | 2,950 | 0 | D |
| Restricted Stock UnitsF2,F6 | — | Jul 1, 2016 | M | 2,950 | D | Jul 1, 2016 | — | Class A Common Stock | 2,950 | 0 | D |
| Class 1 (convertible) Common StockF7 | — | Jul 5, 2016 | M | 10,000 | A | — | — | Class A Common Stock | 10,000 | 10,000 | D |
| Class 1 (convertible) Common StockF7 | — | Jul 5, 2016 | M | 4,300 | A | — | — | Class A Common Stock | 4,300 | 14,300 | D |
| Class 1 (convertible) Common StockF7 | — | Jul 5, 2016 | C | 14,300 | D | — | — | Class A Common Stock | 14,300 | 0 | D |
| Non-Qualified Stock Option (right to buy)F8 | $19.12 | Jul 5, 2016 | M | 10,000 | D | — | Apr 1, 2018 | Class 1 Common Stock | 10,000 | 14,350 | D |
| Non-Qualified Stock Option (right to buy)F8 | $24.62 | Jul 5, 2016 | M | 4,300 | D | — | Oct 3, 2017 | Class 1 Common Stock | 4,300 | 0 | D |
Explanation of responses
- F1Each performance share unit represents a contingent right to receive one share of Constellation Brands, Inc. Class A Common Stock.
- F2Each restricted stock unit represents a contingent right to receive one share of Constellation Brands, Inc. Class A Common Stock.
- F3The 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.
- F4Represents the weighted average sale price. These shares were sold in multiple transactions at prices ranging from $166.09 to $166.49, 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.
- F5The performance share units disposed of in the reported transaction vested on July 1, 2016. Vested shares are delivered to the reporting person net of shares withheld to satisfy taxes.
- F6The restricted stock units disposed of in the reported transaction vested on July 1, 2016. Vested shares are delivered to the reporting person net of shares withheld to satisfy taxes.
- F7Shares of Class 1 Common Stock are convertible to shares of Class A Common Stock of the Issuer on a one-to-one basis in connection with the holders' sale of the shares of Class A Common Stock received upon the conversion. Class 1 Common Stock is not traded on any stock exchange.
- F8100% of this option has become exercisable.