Robert Sands Master Trust - 15 Jul 2022 Form 4 Insider Report for CONSTELLATION BRANDS, INC. (STZ)

Role
10%+ Owner
Signature
/s/ Robert Sands, Trustee of Robert Sands Master Trust
Issuer symbol
STZ
Transactions as of
15 Jul 2022
Net transactions value
-$346,683,875
Form type
4
Filing time
19 Jul 2022, 16:27:18 UTC
Previous filing
02 Dec 2021
Next filing
18 Oct 2024
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction STZ Class A Common Stock Conversion of derivative security +1,244,467 +226% 1,794,681 15 Jul 2022 By RSS Master LLC F1, F2
transaction STZ Class A Common Stock Sale $302,169,032 -1,244,467 -69% $242.81 550,214 15 Jul 2022 By RSS Master LLC F2, F3
transaction STZ Class A Common Stock Sale $44,514,843 -183,332 -3.3% $242.81 5,300,510 15 Jul 2022 By RRA&Z Holdings LLC F4, F5

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction STZ Class 1 (convertible) Common Stock Conversion of derivative security $0 -1,244,467 -100% $0.000000* 0 15 Jul 2022 Class A Common Stock 1,244,467 Direct F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 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.
F2 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.
F3 Includes 913 shares of Class A Common Stock that were transferred to RSS Master on May 9, 2022 by Robert Sands.
F4 On July 15, 2022, MAS Business Holdings LP ("MAS") entered into a private transaction to sell 183,332 shares of Class A Common Stock.
F5 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 and Class B 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.
F6 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.