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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 | (1) | 01/17/2018 | J(2) | 1,350,000 | (1) | (1) | Class A Common Stock | 1,350,000 | (2) | 1,350,000 (3) | I | by RCT 2015 Business Holdings LP (4) | |||
Class B (convertible) Common Stock | (1) | 01/17/2018 | J(2) | 1,412,492 | (1) | (1) | Class A Common Stock | 1,412,492 | (2) | 1,412,492 (3) | I | by RSS 2015 Business Holdings LP (5) | |||
Class B (convertible) Common Stock | (1) | (1) | (1) | Class A Common Stock | 22,746,786 | 22,746,786 (3) | I | by RRA&Z Holdings LLC (6) |
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 | President & CEO |
/s/ Thomas M. Farace, Attorney-in-Fact | 01/19/2018 | |
**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) | 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. |
(2) | On January 17, 2018, Mr. Sands sold his 100% interest in RCT 2015 Business Management LLC ("RCT 2015 Management") and RSS 2015 Business Management LLC ("RSS 2015 Management") to a family trust. RCT 2015 Management holds a 0.0257% general partner interest in RCT 2015 Business Holdings LP ("RCT 2015 Holdings") and RSS 2015 Management holds a 0.0246% general partner interest in RSS 2015 Business Holdings LP ("RSS 2015 Holdings"). |
(3) | Except to the extent that the reporting person has a direct or indirect pecuniary interest in securities owned by the applicable limited partnerships, the reporting person disclaims beneficial ownership with the respect to the 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) | RCT 2015 Holdings is a limited partnership and its co-general partners are RCT 2015 Management and WildStar Partners LLC ("WildStar"). |
(5) | RSS 2015 Holdings is a limited partnership and its co-general partners are RSS 2015 Management and WildStar. |
(6) | RRA&Z Holdings LLC ("RRA&Z") is the sole member of WildStar. WildStar holds a 0.045% co-general partner interest in various Sands Family limited partnerships including RCT 2015 Holdings and RSS 2015 Holdings. The reporting person is a member and co-manager of RRA&Z and is also the manager of WildStar. Securities indirectly held by RRA&Z include those held directly by RCT 2015 Holdings and RSS 2015 Holdings. |