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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, Section 17(a) of the Public Utility Holding Company Act of 1935 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) | ||
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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 | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Robert Sands Master Trust C/O WILDSTAR PARTNERS LLC 241 NE 4TH STREET, STE. C DELRAY BEACH, FL 33444 |
X | |||
| RSS Master LLC C/O WILDSTAR PARTNERS LLC 241 NE 4TH STREET, STE. C DELRAY BEACH, FL 33444 |
X | |||
| /s/ Robert Sands, Trustee of Robert S. Sands Master Trust | 10/18/2024 | |
| **Signature of Reporting Person | Date | |
| /s/ Robert Sands, Trustee of Robert S. Sands Master Trust, Sole Member of RSS Master LLC | 10/18/2024 | |
| **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 price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $241.25 to $242.24 per share, inclusive. The reporting person undertakes to provide Constellation Brands, Inc., any security holder of Constellation Brands, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the ranges set forth in footnotes 1, 3, and 4 of this Form 4. |
| (2) | 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 S. Sands Master Trust. Robert Sands is the sole trustee and sole beneficiary of the Robert S. Sands Master Trust. |
| (3) | The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $242.25 to $243.24 per share, inclusive. |
| (4) | The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $243.25 to $243.63 per share, inclusive. |
| (5) | The reported shares are also indirectly owned by RSS Master. Various Sands family limited partnerships directly own the reported shares of Class A 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. |
| (6) | 789 shares of Class A Common Stock were previously reported as held directly by Robert Sands. Mr. Sands has transferred the securities to RSS Master, which is the direct owner of these securities. |