CONSTELLATION BRANDS, INC. — Director's Dealing 2015

Apr 3, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CONSTELLATION BRANDS, INC. (STZ)
CIK: 0000016918
Period of Report: 2015-04-01

Reporting Person: STERN ZACHARY M (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-04-01	Class A Common Stock	J	1920188.0000	$0.0000	Acquired	1920188.0000	Indirect
2015-03-31	Class A Common Stock	G	768.0000	$0.0000	Acquired	768.0000	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-04-01	Class B (convertible) Common Stock	$	J	8012712.0000	Acquired		Class A Common Stock (8012712.0000)	Indirect
2015-03-31	Class B (convertible) Common Stock	$	G	667368.0000	Acquired		Class A Common Stock (667368.0000)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	106492.0000	Direct

Footnotes

F1: On April 1, 2015, a trust of which the reporting person is the discretionary beneficiary contributed its general partner interests in CWC Partnership I and CWC Partnership II to A&Z Holdings (defined below) and another trust of which the reporting person is a discretionary beneficiary contributed 1,350,000 shares of Class B Common Stock to A&Z Holdings. Share amounts also include shares held directly by MLR&R (defined below).

F2: 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.

F3: A&Z 2015 Business Holdings LP ("A&Z Holdings") is a limited partnership and its general partner is A&Z 2015 Business Management LLC ("A&Z Management"). A&Z Management owns a .025% interest in A&Z Holdings. The reporting person indirectly holds limited partnership interests in A&Z Holdings and is a member of A&Z Management.

F4: Distribution to the reporting person from a trust of a .01% general partner interest in MLR&R (defined below).

F5: M,L,R&R ("MLR&R") is a general partnership of which the reporting person is a general partner, and in which the reporting person has a pecuniary interest. The reporting person is a limited partner of A&Z Holdings, and a member of its general partner, A&Z Management. A&Z Holdings is also a general partner of MLR&R.

F6: Shares 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.