CONSTELLATION BRANDS, INC. — Director's Dealing 2018

Jan 19, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CONSTELLATION BRANDS, INC. (STZ)
CIK: 0000016918
Period of Report: 2018-01-17

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

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-01-17	Class B (convertible) Common Stock	$	J	1350000.0000	Disposed		Class A Common Stock (1350000.0000)	Indirect
2018-01-17	Class B (convertible) Common Stock	$	J	1412492.0000	Disposed		Class A Common Stock (1412492.0000)	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class B (convertible) Common Stock	$		Class A Common Stock (22746786.0000)	22746786.0000	Indirect

Footnotes

F1: 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.

F2: On 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").

F3: Except 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.

F4: RCT 2015 Holdings is a limited partnership and its co-general partners are RCT 2015 Management and WildStar Partners LLC ("WildStar").

F5: RSS 2015 Holdings is a limited partnership and its co-general partners are RSS 2015 Management and WildStar.

F6: RRA&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.