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CONSTELLATION BRANDS, INC. Director's Dealing 2015

May 5, 2015

30189_dirs_2015-05-05_53001ded-3ee6-45a5-8c59-935ebe73be5d.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CONSTELLATION BRANDS, INC. (STZ)
CIK: 0000016918
Period of Report: 2015-05-01

Reporting Person: SANDS ROBERT (Director, President & CEO, 10% Owner)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2015-05-01 Class A Common Stock M 96980.0000 Acquired 775173.0000 Direct
2015-05-01 Class A Common Stock M 21008.0000 Acquired 796181.0000 Direct
2015-05-01 Class A Common Stock F 60849.0000 $117.1900 Disposed 735332.0000 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2015-05-01 Performance Share Units $ M 96980.0000 Disposed Class A Common Stock (96980.0000) Direct
2015-05-01 Restricted Stock Units $ M 12122.0000 Disposed Class A Common Stock (12122.0000) Direct
2015-05-01 Restricted Stock Units $ M 5488.0000 Disposed Class A Common Stock (5488.0000) Direct
2015-05-01 Restricted Stock Units $ M 3398.0000 Disposed Class A Common Stock (3398.0000) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Class A Common Stock 80928.0000 Indirect
Class A Common Stock 73800.0000 Indirect
Class A Common Stock 768.0000 Indirect
Class A Common Stock 1769.0000 Indirect

Footnotes

F1: Each performance share unit represents a contingent right to receive one share of Constellation Brands, Inc. Class A Common Stock.

F2: Each restricted stock unit represents a contingent right to receive one share of Constellation Brands, Inc. Class A Common Stock.

F3: The reporting person disclaims beneficial ownership with respect to securities held in this manner, and 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.

F4: LES Holdings LLC is a limited liability company of which the reporting person is the general manager.

F5: MES Holdings LLC is a limited liability company of which the reporting person is the general manager.

F6: Except 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.

F7: M,L,R&R ("MLR&R") is a general partnership of which the reporting person is a general partner and in which he has a pecuniary interest.

F8: The performance share units disposed of in the reported transaction vested on May 1, 2015. Vested shares are delivered to the reporting person net of shares withheld to satisfy taxes.

F9: The restricted stock units disposed of in the reported transaction vested on May 1, 2015. Vested shares are delivered to the reporting person net of shares withheld to satisfy taxes.