SEC Form 4 · accession 0001225208-18-008248
CONSTELLATION BRANDS, INC. · STZ
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Abigail J Bennett
10% Owner
Period of report
Apr 26, 2018
Accepted (ET)
Apr 30, 2018 · 5:33 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,F2,F3 | Apr 26, 2018 | J | 61,144 | $0.00 | D | 1,190,908 | I | by A&Z 2015 Business Holdings LP |
| Class A Common StockF1,F2,F4 | Apr 26, 2018 | J | 183,432 | $0.00 | A | 183,432 | I | by MAS Business Holdings LP |
| Class A Common Stock | holding | — | — | — | 37,415 | D | ||
| Class A Common StockF2,F5 | holding | — | — | — | 20,615 | I | by NS Descendants' Trust |
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 StockF1,F2,F3,F6 | — | Apr 26, 2018 | J | 61,144 | A | — | — | Class A Common Stock | 61,144 | 8,073,856 | I |
| Class B (convertible) Common StockF1,F4,F6 | — | Apr 26, 2018 | J | 183,432 | D | — | — | Class A Common Stock | 183,432 | 0 | I |
| Class B (convertible) Common StockF2,F7,F6 | — | holding | — | — | — | — | — | Class A Common Stock | 20,695 | 20,695 | I |
Explanation of responses
- F1On April 26, 2018, A&Z 2015 Business Holdings LP ("A&Z Holdings") and two other affiliated limited partnerships, each exchanged, on a one-for-one basis, 61,144 shares of Class A Common Stock for 61,144 shares of Class B Common Stock with MAS Business Holdings LP ("MAS Holdings").
- F2Except 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.
- F3Held by A&Z Holdings. A&Z 2015 Business Management LLC ("A&Z Management") is a co-general partner of A&Z Holdings, holding a .0249% general partner interest. The reporting person indirectly holds limited partner interests in A&Z Holdings and is a member of A&Z Management.
- F4MAS Holdings is a limited partnership and MAS Business Management LLC ("MAS Management") is its co-general partner. MAS Management holds a 0.0139% general partner interest in MAS Holdings. Abby & Zach Holdings LLC ("Abby & Zach Holdings") holds a 33.3% interest in MAS Management. The reporting person is a member and a co-manager of Abby & Zach Holdings.
- F5Held by the NS Descendants' Trust, for which the reporting person serves as a trustee.
- 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.
- F7Held by the Nancy Sands Descendants' Trust, for which the reporting person serves as a trustee.
Remarks
The reporting person resigned as a Trustee of the Marilyn Sands Master Trust, and therefore, no longer reports shares held by such Trust.