CONSTELLATION BRANDS, INC. — Director's Dealing 2022

Nov 14, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CONSTELLATION BRANDS, INC. (STZ)
CIK: 0000016918
Period of Report: 2022-11-10

Reporting Person: RCT 2015 BUSINESS HOLDINGS LP (Member of 10% owner group)
Reporting Person: RCT 2015 BUSINESS MANAGEMENT LLC (Member of 10% owner group)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-11-10	Class A Common Stock	A	675000	—	Acquired	675000	Direct
2022-11-10	Class A Common Stock	A	675000	—	Acquired	675000	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-11-10	Class B (convertible) Common Stock	$	D	675000	Disposed		Class A Common Stock (675000)	Direct
2022-11-10	Class B (convertible) Common Stock	$	D	675000	Disposed		Class A Common Stock (675000)	Indirect

Footnotes

F1: Pursuant to a reclassification exempt under Rule 16b-7 that was effected by Constellation Brands, Inc. on November 10, 2022, each share of Class B Common Stock ($0.01 par value) was reclassified and converted into one share of Class A Common Stock ($0.01 par value) and the right to receive a $64.64 cash payment. The conversion of the shares of Class B Common Stock into shares of Class A Common Stock pursuant to the reclassification is also exempt under Rule 16b-3 to the extent of the pecuniary interest in the shares of Richard Sands and Robert Sands.

F2: This report is filed jointly by RCT 2015 Business Holdings LP ("RCT Holdings") and RCT 2015 Business Management LLC ("RCT Management"). RCT Holdings directly holds 675,000 shares of Class A Common Stock. RCT Management is the co-general partner of, and owns a 0.02572% interest in, RCT Holdings.

F3: RCT 2020 Investments LLC ("RCT Investments") is the direct owner of these securities. RCT Investments is a wholly-owned subsidiary of RCT Holdings.