Sec Form 4 Filing - Robert Sands Master Trust @ CONSTELLATION BRANDS, INC. - 2024-10-16

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, 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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1. Name and Address of Reporting Person
Robert Sands Master Trust
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)
(Last) (First) (Middle)
C/O WILDSTAR PARTNERS LLC, 241 NE 4TH STREET, STE. C
3. Date of Earliest Transaction (MM/DD/YY)
10/16/2024
(Street)
DELRAY BEACH, FL33444
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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)
Code V Amount (A) or (D) Price
Class A Common Stock 10/16/2024 S 48,328 D $ 242 ( 1 ) 502,675 I By RSS Master LLC ( 2 ) ( 6 )
Class A Common Stock 10/16/2024 S 62,923 D $ 242.53 ( 3 ) 439,752 I By RSS Master LLC ( 2 ) ( 6 )
Class A Common Stock 10/16/2024 S 8,023 D $ 243.4 ( 4 ) 431,729 I By RSS Master LLC ( 2 ) ( 6 )
Class A Common Stock 20,488,818 I By RRA&Z Holdings LLC ( 5 )
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
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, FL33444
X
RSS Master LLC
C/O WILDSTAR PARTNERS LLC
241 NE 4TH STREET, STE. C
DELRAY BEACH, FL33444
X
Signatures
/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
Explanation of Responses:
( 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.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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