Filing Details
- Accession Number:
- 0000899243-22-026328
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2022-07-19 16:20:52
- Reporting Period:
- 2022-07-15
- Accepted Time:
- 2022-07-19 16:20:52
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
16918 | Constellation Brands Inc. | STZ | Beverages (2080) | 160716709 |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
1245564 | Robert Sands | C/O Constellation Brands, Inc. 207 High Point Drive, Building 100 Victor NY 14564 | See Remarks | Yes | Yes | Yes | No |
Reported Non-Derivative Transactions
Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|---|---|---|---|---|---|
Class A Common Stock | Acquisiton | 2022-07-15 | 1,244,467 | $0.00 | 1,794,681 | No | 4 | C | Indirect | By RSS Master LLC |
Class A Common Stock | Disposition | 2022-07-15 | 1,244,467 | $242.81 | 550,214 | No | 4 | S | Indirect | By RSS Master LLC |
Class A Common Stock | Disposition | 2022-07-15 | 183,332 | $242.81 | 5,300,510 | No | 4 | S | Indirect | By Robert Sands Master Trust |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | C | Indirect | By RSS Master LLC |
No | 4 | S | Indirect | By RSS Master LLC |
No | 4 | S | Indirect | By Robert Sands Master Trust |
Reported Derivative Transactions
Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
---|---|---|---|---|---|---|---|
Class A Common Stock | Class 1 (convertible) Common Stock | Disposition | 2022-07-15 | 1,244,467 | $0.00 | 1,244,467 | $0.00 |
Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
---|---|---|---|---|---|---|
0 | No | 4 | C | Direct |
Reported Non-Derivative Holdings
Sec. Name | Remaning Holdings | Nature of Ownership | Explanation |
---|---|---|---|
Class A Common Stock | 8,600 | Direct | |
Class A Common Stock | 19,329 | Indirect | By Pamela K. Sands 2016 Descendants' Trust |
Class A Common Stock | 1,769 | Indirect | By Spouse |
Footnotes
- 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.
- RSS Master LLC ("RSS Master") is the direct owner of these securities. RSS Master is a limited liability company that is wholly-owned by the Robert Sands Master Trust, for which the reporting person serves as trustee and is the sole beneficiary.
- On July 15, 2022, MAS Business Holdings LP ("MAS") entered into a private transaction to sell 183,332 shares of Class A Common Stock.
- The reported shares are also indirectly owned by RSS Master. Various Sands family limited partnerships, including MAS, directly own the reported shares of Class A Common Stock. WildStar Partners LLC ("WildStar") holds a .045% co-general partner interest in those family limited partnerships. RRA&Z Holdings LLC ("RRA&Z") is the sole member of WildStar, and RSS Master is a member of RRA&Z.
- Excludes 913 shares of Class A Common Stock previously held directly which were transferred to RSS Master on May 9, 2022.
- These shares are held in a trust for the benefit of the reporting person's stepchildren. The reporting person's spouse is the trustee of this trust. 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.
- 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
- Shares of Class 1 Common Stock are convertible into shares of Class A Common Stock of the Issuer on a one-to-one basis. In accordance with the certificate of incorporation of Constellation Brands, any shares of Class A Common Stock issued upon conversion of shares of Class 1 Common Stock must be sold immediately in connection with the conversion. Class 1 Common Stock is not traded on any stock exchange.