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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT 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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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Class B (convertible) Common Stock | (6) | 05/12/2016 | J(2) | 667,368 | (6) | (6) | Class A Common Stock | 667,368 | (2) | 0 | I | by MLR&R | |||
Class B (convertible) Common Stock | (6) | (6) | (6) | Class A Common Stock | 37,350 | 37,350 | D | ||||||||
Class B (convertible) Common Stock | (6) | (6) | (6) | Class A Common Stock | 1,350,000 | 1,350,000 (3) | I | by RHT 2015 Business Holdings LP (7) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
SANDS RICHARD C/O CONSTELLATION BRANDS, INC. 207 HIGH POINT DRIVE, BUILDING 100 VICTOR, NY 14564 |
X | X | Chairman of the Board |
/s/ Richard Sands | 05/16/2016 | |
**Signature of Reporting Person | Date |
* | 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) | The reporting person has been a general partner of M,L,R&R prior to the exchange described in footnote 2 below and has previously reported all of the shares held by M,L,R&R. On May 13, 2016, M,L,R&R distributed all of its shares of Class A Common Stock to its general partners, on a pro rata basis. Consequently, the reporting person received 131,491 shares of Class A Common Stock through this distribution and no longer indirectly holds any shares through M,L,R&R. |
(2) | On May 12, 2016, M,L,R&R exchanged, on a one-for-one basis, 667,368 shares of Class B Common Stock for 667,368 shares of Class A Common Stock with an affiliated limited partnership. |
(3) | Except to the extent that the reporting person has a direct or indirect pecuniary interest in securities owned by the applicable trust, partnership or limited liability company, the reporting person disclaims beneficial ownership with respect to 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. |
(4) | The reporting person no longer beneficially owns any shares of Class A Common Stock indirectly through M,L,R&R. See footnote 1 above. |
(5) | 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. |
(6) | 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. |
(7) | RHT 2015 Business Holdings LP ("RHT Holdings") is a limited partnership and its general partner is RHT 2015 Business Management LLC ("RHT Management"). RHT Management owns a .025% interest in RHT Holdings. The reporting person indirectly holds limited partner interests in RHT Holdings and is the sole member of RHT Management. |