SEC Form 4 · accession 0001225208-18-001307
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
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
No Table I lines on this filing.
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 StockF2,F3,F4,F1 | — | Jan 17, 2018 | J | 1,350,000 | D | — | — | Class A Common Stock | 1,350,000 | 1,350,000 | I |
| Class B (convertible) Common StockF2,F3,F5,F1 | — | Jan 17, 2018 | J | 1,412,492 | D | — | — | Class A Common Stock | 1,412,492 | 1,412,492 | I |
| Class B (convertible) Common StockF3,F6,F1 | — | holding | — | — | — | — | — | Class A Common Stock | 22,746,786 | 22,746,786 | I |
Explanation of responses
- F1Shares 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.
- F2On January 17, 2018, Mr. Sands sold his 100% interest in RCT 2015 Business Management LLC ("RCT 2015 Management") and RSS 2015 Business Management LLC ("RSS 2015 Management") to a family trust. RCT 2015 Management holds a 0.0257% general partner interest in RCT 2015 Business Holdings LP ("RCT 2015 Holdings") and RSS 2015 Management holds a 0.0246% general partner interest in RSS 2015 Business Holdings LP ("RSS 2015 Holdings").
- F3Except to the extent that the reporting person has a direct or indirect pecuniary interest in securities owned by the applicable limited partnerships, the reporting person disclaims beneficial ownership with the respect to the 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.
- F4RCT 2015 Holdings is a limited partnership and its co-general partners are RCT 2015 Management and WildStar Partners LLC ("WildStar").
- F5RSS 2015 Holdings is a limited partnership and its co-general partners are RSS 2015 Management and WildStar.
- F6RRA&Z Holdings LLC ("RRA&Z") is the sole member of WildStar. WildStar holds a 0.045% co-general partner interest in various Sands Family limited partnerships including RCT 2015 Holdings and RSS 2015 Holdings. The reporting person is a member and co-manager of RRA&Z and is also the manager of WildStar. Securities indirectly held by RRA&Z include those held directly by RCT 2015 Holdings and RSS 2015 Holdings.