SEC Form 4 · accession 0001225208-18-001306
CONSTELLATION BRANDS, INC. · STZ
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Zachary M Stern
10% Owner
Period of report
Jan 17, 2018
Accepted (ET)
Jan 19, 2018 · 4:36 pm EST
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,F2,F3 | Dec 21, 2017 | G | 4,104 | $0.00 | D | 322,666 | I | by Marilyn Sands Master Trust |
| Class A Common Stock | holding | — | — | — | 33,415 | D | ||
| Class A Common StockF4,F5 | holding | — | — | — | 1,252,052 | I | by A&Z 2015 Business Holdings LP |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B (convertible) Common StockF7,F8,F9,F6 | — | Jan 17, 2018 | J | 183,432 | A | — | — | Class A Common Stock | 183,432 | 183,432 | I |
| Class B (convertible) Common StockF4,F5,F6 | — | holding | — | — | — | — | — | Class A Common Stock | 8,012,712 | 8,012,712 | I |
Explanation of responses
- F1On December 21, 2017, gifts in the aggregate amount of 4,104 shares were made from the Marilyn Sands Master Trust.
- F2The reporting person is a trustee of the Marilyn Sands Master Trust. Except to the extent that the reporting person has a direct or indirect pecuniary interest in securities owned by the trust, 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.
- F3Held by the Marilyn Sands Master Trust, for which the reporting person serves as a trustee.
- F4Except 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.
- F5A&Z 2015 Business Holdings LP ("A&Z Holdings") is a limited partnership and one of its co-general partners is A&Z 2015 Business Management LLC ("A&Z Management"). A&Z Management owns a .0249% interest in A&ZHoldings. The reporting person indirectly holds limited partner interests in A&Z Holdings and is a member of A&Z Management.
- F6Shares 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.
- F7On January 17, 2018, Abby & Zach Holdings LLC ("Abby & Zach Holdings") purchased a 33.3% interest in MAS Business Management LLC ("MAS Management"). MAS Management holds a 0.0139% general partner interest in MAS Business Holdings LP ("MAS Holdings"). The reporting person is a member and a co-manager of Abby & Zach Holdings.
- F8Except to the extent that the reporting person has a direct or indirect pecuniary interest in MAS Holdings, 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.
- F9MAS Holdings is a limited partnership and its co-general partners are MAS Management and WildStar Partners LLC.