CONSTELLATION BRANDS, INC. — Director's Dealing 2013

Apr 24, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CONSTELLATION BRANDS, INC. (STZ)
CIK: 0000016918
Period of Report: 2013-04-22

Reporting Person: WILSON W KEITH (Exec VP & Chief HR/Admin Ofcr)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-04-22	Class A Common Stock	C	123565.0000	—	Acquired	150267.0000	Direct
2013-04-22	Class A Common Stock	M	11879.0000	$27.2350	Acquired	162146.0000	Direct
2013-04-22	Class A Common Stock	S	135444.0000	$48.0638	Disposed	26702.0000	Direct
2013-04-23	Class A Common Stock	M	30000.0000	$25.8800	Acquired	56702.0000	Direct
2013-04-23	Class A Common Stock	M	17121.0000	$27.2350	Acquired	73823.0000	Direct
2013-04-23	Class A Common Stock	S	47121.0000	$48.2724	Disposed	26702.0000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-04-22	Class 1 (convertible) Common Stock	$	M	54692.0000	Acquired		Class A Common Stock (54692.0000)	Direct
2013-04-22	Class 1 (convertible) Common Stock	$	M	27857.0000	Acquired		Class A Common Stock (27857.0000)	Direct
2013-04-22	Class 1 (convertible) Common Stock	$	M	23108.0000	Acquired		Class A Common Stock (23108.0000)	Direct
2013-04-22	Class 1 (convertible) Common Stock	$	M	17908.0000	Acquired		Class A Common Stock (17908.0000)	Direct
2013-04-22	Class 1 (convertible) Common Stock	$	C	123565.0000	Disposed		Class A Common Stock (123565.0000)	Direct
2013-04-22	Non-Qualified Stock Option (right to buy)	$24.5000	M	17908.0000	Disposed	2022-04-03	Class 1 Common Stock (17908.0000)	Direct
2013-04-22	Non-Qualified Stock Option (right to buy)	$16.6700	M	27857.0000	Disposed	2020-04-05	Class 1 Common Stock (27857.0000)	Direct
2013-04-22	Non-Qualified Stock Option (right to buy)	$20.6000	M	23108.0000	Disposed	2021-04-05	Class 1 Common Stock (23108.0000)	Direct
2013-04-22	Non-Qualified Stock Option (right to buy)	$11.8500	M	54692.0000	Disposed	2019-04-06	Class 1 Common Stock (54692.0000)	Direct
2013-04-22	Non-Qualified Stock Option (right to buy)	$27.2350	M	11879.0000	Disposed	2015-04-07	Class A Common Stock (11879.0000)	Direct
2013-04-23	Non-Qualified Stock Option (right to buy)	$25.8800	M	30000.0000	Disposed	2016-04-05	Class A Common Stock (30000.0000)	Direct
2013-04-23	Non-Qualified Stock Option (right to buy)	$27.2350	M	17121.0000	Disposed	2015-04-07	Class A Common Stock (17121.0000)	Direct

Footnotes

F1: The 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.

F2: Represents the weighted average sale price. These shares were sold in multiple transactions at prices ranging from $48.0000 to $48.5200, 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.

F3: Represents the weighted average sale price. These shares were sold in multiple transactions at prices ranging from $48.1500 to $48.5200, 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.

F4: Shares 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.

F5: This option becomes exercisable at the rate of 25% per year beginning on the date specified.

F6: 100% of this option has become exercisable.