SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

WildStar Partners LLC

(Last)

(First)

(Middle)

110 E. ATLANTIC AVE., STE. 200

(Street)

DELRAY BEACH

33444

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
CONSTELLATION BRANDS, INC. [ STZ ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
11/10/2022

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	11/10/2022		A		5,300,000	A	⁽¹⁾	5,300,000	I⁽²⁾	By RES Business Holdings LP⁽³⁾
Class A Common Stock	11/10/2022		A		4,518,258	A	⁽¹⁾	4,518,258	I⁽²⁾	By RSS Business Holdings LP⁽⁴⁾
Class A Common Stock	11/10/2022		A		681,036	A	⁽¹⁾	2,687,544	I⁽²⁾	By SER Business Holdings LP⁽⁵⁾
Class A Common Stock	11/10/2022		A		311,144	A	⁽¹⁾	2,164,138	I⁽²⁾	By SSR Business Holdings LP⁽⁶⁾
Class A Common Stock	11/10/2022		A		8,073,856	A	⁽¹⁾	9,264,764	I⁽²⁾	By A&Z 2015 Business Holdings LP⁽⁷⁾
Class A Common Stock	11/10/2022		A		1,350,000	A	⁽¹⁾	1,350,000	I⁽²⁾	By RCT 2015 Business Holdings LP⁽⁸⁾
Class A Common Stock	11/10/2022		A		1,350,000	A	⁽¹⁾	1,350,000	I⁽²⁾	By RHT 2015 Business Holdings LP⁽⁹⁾
Class A Common Stock	11/10/2022		A		1,162,492	A	⁽¹⁾	1,412,492	I⁽²⁾	By RSS 2015 Business Holdings LP⁽¹⁰⁾
Class A Common Stock								100	I⁽²⁾	By MAS Business Holdings LP⁽¹¹⁾

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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B (convertible) Common Stock	⁽¹⁾	11/10/2022		D			5,300,000	⁽¹⁾	⁽¹⁾	Class A Common Stock	5,300,000	⁽¹⁾	0	I⁽²⁾	By RES Business Holdings LP⁽³⁾
Class B (convertible) Common Stock	⁽¹⁾	11/10/2022		D			4,518,258	⁽¹⁾	⁽¹⁾	Class A Common Stock	4,518,258	⁽¹⁾	0	I⁽²⁾	By RSS Business Holdings LP⁽⁴⁾
Class B (convertible) Common Stock	⁽¹⁾	11/10/2022		D			681,036	⁽¹⁾	⁽¹⁾	Class A Common Stock	681,036	⁽¹⁾	0	I⁽²⁾	By SER Business Holdings LP⁽⁵⁾
Class B (convertible) Common Stock	⁽¹⁾	11/10/2022		D			311,144	⁽¹⁾	⁽¹⁾	Class A Common Stock	311,144	⁽¹⁾	0	I⁽²⁾	By SSR Business Holdings LP⁽⁶⁾
Class B (convertible) Common Stock	⁽¹⁾	11/10/2022		D			8,073,856	⁽¹⁾	⁽¹⁾	Class A Common Stock	8,073,856	⁽¹⁾	0	I⁽²⁾	By A&Z 2015 Business Holdings LP⁽⁷⁾
Class B (convertible) Common Stock	⁽¹⁾	11/10/2022		D			1,350,000	⁽¹⁾	⁽¹⁾	Class A Common Stock	1,350,000	⁽¹⁾	0	I⁽²⁾	By RCT 2015 Business Holdings LP⁽⁸⁾
Class B (convertible) Common Stock	⁽¹⁾	11/10/2022		D			1,350,000	⁽¹⁾	⁽¹⁾	Class A Common Stock	1,350,000	⁽¹⁾	0	I⁽²⁾	By RHT 2015 Business Holdings LP⁽⁹⁾
Class B (convertible) Common Stock	⁽¹⁾	11/10/2022		D			1,162,492	⁽¹⁾	⁽¹⁾	Class A Common Stock	1,162,492	⁽¹⁾	0	I⁽²⁾	By RSS 2015 Business Holdings LP⁽¹⁰⁾

1. Name and Address of Reporting Person^*

WildStar Partners LLC

(Last)

(First)

(Middle)

110 E. ATLANTIC AVE., STE. 200

(Street)

DELRAY BEACH

33444

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

RRA&Z Holdings LLC

(Last)

(First)

(Middle)

110 E. ATLANTIC AVE., STE. 200

(Street)

DELRAY BEACH

33444

(City)

(State)

(Zip)

Explanation of Responses:

1. 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.

2. This report is filed jointly by WildStar Partners LLC ("WildStar") and RRA&Z Holdings LLC ("RRA&Z"). RRA&Z is the sole member of WildStar.

3. RES Business Holdings LP is the direct owner of these securities. WildStar is a co-general partner of RES Business Holdings LP with a 0.045% general partner interest

4. RSS Business Holdings LP is the direct owner of these securities. WildStar is a co-general partner of RSS Business Holdings LP with a 0.045% general partner interest.

5. SER Business Holdings LP directly owns the reported securities. WildStar is a co-general partner of SER Business Holdings LP with a 0.045% general partner interest.

6. SSR Business Holdings LP directly owns the reported securities. WildStar is a co-general partner of SSR Business Holdings LP with a 0.045% general partner interest.

7. A&Z 2015 Business Holdings LP directly owns the reported securities. WildStar is a co-general partner of A&Z 2015 Business Holdings LP with a 0.045% general partner interest.

8. RCT 2015 Business Holdings LP and its wholly-owned subsidiary directly own the reported securities. WildStar is a co-general partner of RCT 2015 Business Holdings LP with a 0.045% general partner interest.

9. RHT 2015 Business Holdings LP directly owns the reported securities. WildStar is a co-general partner of RHT 2015 Business Holdings LP with a 0.045% general partner interest.

10. RSS 2015 Business Holdings LP directly owns the reported securities. WildStar is a co-general partner of RSS 2015 Business Holdings LP with a 0.045% general partner interest.

11. MAS Business Holdings LP is the direct owner of these securities. WildStar is a co-general partner of MAS Business Holdings LP with a 0.045% general partner interest.

Remarks:

	/s/ Thomas M. Farace, CEO of WildStar Partners LLC	11/14/2022
	/s/ Jennifer Garsin, Secretary of RRA&Z Holdings LLC	11/14/2022
	** Signature of Reporting Person	Date
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