FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
SANDS ROBERT
  2. Issuer Name and Ticker or Trading Symbol
CONSTELLATION BRANDS, INC. [STZ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chairman of the Board
(Last)
(First)
(Middle)
C/O CONSTELLATION BRANDS, INC., 207 HIGH POINT DRIVE, BUILDING 100
3. Date of Earliest Transaction (Month/Day/Year)
04/20/2021
(Street)

VICTOR, NY 14564
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option (right to buy) $ 238.31 04/20/2021   A   66,878   04/20/2022(1) 04/20/2031 Class 1 (convertible) Common Stock 66,878.00 $ 0 66,878 D  
Class 1 (convertible) Common Stock (2)               (2)   (2) Class A Common Stock 593,352.00   593,352 I by RSS Master LLC (3) (4)
Non-Qualified Stock Option (right to buy) $ 24.50             04/03/2013(5) 04/03/2022 Class 1 (convertible) Common Stock 212,380.00   212,380 I by RSS Master LLC (4) (6)
Non-Qualified Stock Option (right to buy) $ 47.79             04/26/2014(5) 04/26/2023 Class 1 (convertible) Common Stock 114,560.00   114,560 I by RSS Master LLC (4) (6)
Non-Qualified Stock Option (right to buy) $ 79.61             04/28/2015(5) 04/28/2024 Class 1 (convertible) Common Stock 72,010.00   72,010 I by RSS Master LLC (4) (6)
Non-Qualified Stock Option (right to buy) $ 117.12             04/28/2016(5) 04/28/2025 Class 1 (convertible) Common Stock 64,460.00   64,460 I by RSS Master LLC (4) (6)
Non-Qualified Stock Option (right to buy) $ 156.84             04/25/2017(5) 04/25/2026 Class 1 (convertible) Common Stock 54,168.00   54,168 I by RSS Master LLC (4) (6)
Non-Qualified Stock Option (right to buy) $ 172.09             04/21/2018(5) 04/21/2027 Class 1 (convertible) Common Stock 57,772.00   57,772 I by RSS Master LLC (4) (6)
Non-Qualified Stock Option (right to buy) $ 228.26             04/23/2019(1) 04/23/2028 Class 1 (convertible) Common Stock 45,480.00   45,480 I by RSS Master LLC (4) (6)
Non-Qualified Stock Option (right to buy) $ 207.48             04/23/2020(1) 04/23/2029 Class 1 (convertible) Common Stock 85,985.00   85,985 I by RSS Master LLC (4) (6)
Non-Qualified Stock Option (right to buy) $ 153.02             04/21/2021(1) 04/21/2030 Class 1 (convertible) Common Stock 131,088.00   131,088 I by RSS Master LLC (4) (6)

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
SANDS ROBERT
C/O CONSTELLATION BRANDS, INC.
207 HIGH POINT DRIVE, BUILDING 100
VICTOR, NY 14564
  X   X   Chairman of the Board  

Signatures

 /s/ H. Elaine Ziakas, Attorney-in-fact   04/22/2021
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) This option becomes exercisable at the rate of 25% per year beginning on the date specified.
(2) Shares of Class 1 Common Stock are convertible to shares of Class A Common Stock of the Issuer on a one-to-one basis in connection with the holders' sale of the shares of Class A Common Stock received upon the conversion. Class 1 Common Stock is not traded on any stock exchange.
(3) Reflects a change in beneficial ownership of the reported shares of Class 1 Common Stock from direct to indirect. On February 8, 2021, the reporting person transferred these shares to RSS Master LLC.
(4) RSS Master LLC is a limited liability company that is wholly-owned by a trust, for which the reporting person serves as trustee and is the sole beneficiary.
(5) 100% of this option has become exercisable.
(6) Reflects a change in beneficial ownership of the reported Non-Qualified Stock Options from direct to indirect. On November 16, 2020, the reporting person transferred the Non-Qualified Stock Options to RSS Master LLC.

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