Constellation Brands Form 4 Change in insider ownership

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

WildStar Partners LLC

(Last)

(First)

(Middle)

C/O CONSTELLATION BRANDS, INC.

207 HIGH POINT DRIVE, BUILDING 100

(Street)

VICTOR

14564

(City)

(State)

(Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
04/26/2018

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	04/26/2018		J⁽¹⁾		61,144	D	$0⁽¹⁾	1,190,908	I⁽²⁾	by A&Z 2015 Business Holdings LP⁽³⁾
Class A Common Stock	04/26/2018		J⁽¹⁾		183,432	A	$0⁽¹⁾	183,432	I⁽²⁾	by MAS Business Holdings LP⁽⁴⁾
Class A Common Stock	04/26/2018		J⁽⁵⁾		250,000	A	$0⁽⁵⁾	250,000	I⁽²⁾	by RSS 2015 Business Holdings LP⁽⁶⁾
Class A Common Stock	04/26/2018		G	V	250,000	A	$0.0000	500,000	I⁽²⁾	by RSS 2015 Business Holdings LP⁽⁶⁾
Class A Common Stock	04/26/2018		J⁽⁷⁾		250,000	D	$0⁽⁷⁾	250,000	I⁽²⁾	by RSS 2015 Business Holdings LP⁽⁶⁾
Class A Common Stock	04/26/2018		J⁽¹⁾		61,144	D	$0⁽¹⁾	2,272,758	I⁽²⁾	by SER Business Holdings LP⁽⁸⁾
Class A Common Stock	04/26/2018		J⁽⁹⁾		130,000	D	$0⁽⁹⁾	2,142,758	I⁽²⁾	by SER Business Holdings LP⁽⁸⁾
Class A Common Stock	04/26/2018		J⁽¹⁾		61,144	D	$0⁽¹⁾	2,102,994	I⁽²⁾	by SSR Business Holdings LP⁽¹⁰⁾
Class A Common Stock	04/26/2018		J⁽⁵⁾		250,000	D	$0⁽⁵⁾	1,852,994	I⁽²⁾	by SSR Business Holdings LP⁽¹⁰⁾

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 (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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B (convertible) Common Stock	⁽¹¹⁾	04/26/2018		J⁽¹⁾		61,144		⁽¹¹⁾	⁽¹¹⁾	Class A Common Stock	61,144	⁽¹⁾	8,073,856	I⁽²⁾	by A&Z 2015 Business Holdings LP⁽³⁾
Class B (convertible) Common Stock	⁽¹¹⁾	04/26/2018		J⁽¹⁾			183,432	⁽¹¹⁾	⁽¹¹⁾	Class A Common Stock	183,432	⁽¹⁾	0.0000	I⁽²⁾	by MAS Business Holdings LP⁽⁴⁾
Class B (convertible) Common Stock	⁽¹¹⁾	04/26/2018		J⁽⁵⁾			250,000	⁽¹¹⁾	⁽¹¹⁾	Class A Common Stock	250,000	⁽⁵⁾	1,162,492	I⁽²⁾	by RSS 2015 Business Holdings LP⁽⁶⁾
Class B (convertible) Common Stock	⁽¹¹⁾	04/26/2018		J⁽¹⁾		61,144		⁽¹¹⁾	⁽¹¹⁾	Class A Common Stock	61,144	⁽¹⁾	681,036	I⁽²⁾	by SER Business Holdings LP⁽⁸⁾
Class B (convertible) Common Stock	⁽¹¹⁾	04/26/2018		J⁽⁵⁾		250,000		⁽¹¹⁾	⁽¹¹⁾	Class A Common Stock	250,000	⁽⁵⁾	250,000	I⁽²⁾	by SSR Business Holdings LP⁽¹⁰⁾
Class B (convertible) Common Stock	⁽¹¹⁾	04/26/2018		J⁽¹⁾		61,144		⁽¹¹⁾	⁽¹¹⁾	Class A Common Stock	61,144	⁽¹⁾	311,144	I⁽²⁾	by SSR Business Holdings LP⁽¹⁰⁾
Class B (convertible) Common Stock	⁽¹¹⁾							⁽¹¹⁾	⁽¹¹⁾	Class A Common Stock	1,350,000		1,350,000	I	by RCT 2015 Business Holdings LP⁽¹²⁾
Class B (convertible) Common Stock	⁽¹¹⁾							⁽¹¹⁾	⁽¹¹⁾	Class A Common Stock	5,300,000		5,300,000	I	by RES Business Holdings LP⁽¹³⁾
Class B (convertible) Common Stock	⁽¹¹⁾							⁽¹¹⁾	⁽¹¹⁾	Class A Common Stock	1,350,000		1,350,000	I	by RHT 2015 Business Holdings LP⁽¹⁴⁾
Class B (convertible) Common Stock	⁽¹¹⁾							⁽¹¹⁾	⁽¹¹⁾	Class A Common Stock	4,518,258		4,518,258	I	by RSS Business Holdings LP⁽¹⁵⁾

1. Name and Address of Reporting Person^*

WildStar Partners LLC

(Last)

(First)

(Middle)

C/O CONSTELLATION BRANDS, INC.

207 HIGH POINT DRIVE, BUILDING 100

(Street)

VICTOR

14564

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

RRA&Z Holdings LLC

(Last)

(First)

(Middle)

207 HIGH POINT DRIVE

BUILDING 100

(Street)

VICTOR

14564

(City)

(State)

(Zip)

Explanation of Responses:

1. On April 26, 2018, SER Business Holdings LP ("SER Holdings"), SSR Business Holdings LP ("SSR Holdings") and A&Z 2015 Business Holdings LP ("A&Z Holdings"), each exchanged, on a one-for-one basis, 61,144 shares of Class A Common Stock for 61,144 shares of Class B Common Stock with MAS Business Holdings LP ("MAS Holdings").

2. This report is filed jointly by WildStar Partners LLC ("WildStar") and RRA&Z Holdings LLC ("RRA&Z"). RRA&Z is the sole member of WildStar. Richard Sands and Robert Sands are members of and co-managers of RRA&Z.

3. A&Z Holdings directly owns the reported securities. WildStar is a co-general partner of A&Z Holdings with a 0.045% general partner interest.

4. MAS Holdings directly owns the reported securities. WildStar is a co-general partner of MAS Holdings with a 0.045% general partner interest.

5. On April 26, 2018, RSS 2015 Business Holdings LP ("RSS Holdings") exchanged, on a one-for-one basis, 250,000 shares of Class B Common Stock for 250,000 shares of Class A Common Stock with SSR Holdings.

6. RSS Holdings directly owns the reported securities. WildStar is a co-general partner of RSS Holdings with a 0.045% general partner interest.

7. On April 26, 2018, RSS Holdings distributed 250,000 shares of Class A Common Stock to its limited partner.

8. SER Holdings directly owns the reported securities. WildStar is a co-general partner of SER Holdings with a 0.045% general partner interest.

9. On April 26, 2018, SER Holdings distributed 130,000 shares of Class A Common Stock to its limited partner.

10. SSR Holdings directly owns the reported securities. WildStar is a co-general partner of SSR Holdings with a 0.045% general partner interest.

11. 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.

12. RCT 2015 Business Holdings LP ("RCT Holdings") directly owns the reported securities. WildStar is a co-general partner of RCT Holdings with a 0.045% general partner interest.

13. RES Business Holdings LP ("RES Holdings") directly owns the reported securities. WildStar is a co-general partner of RES Holdings with a 0.045% general partner interest.

14. RHT 2015 Business Holdings LP ("RHT Holdings") directly owns the reported securities. WildStar is a co-general partner of RHT Holdings with a 0.045% general partner interest.

15. RSS Business Holdings LP ("RSS Holdings") directly owns the reported securities. WildStar is a co-general partner of RSS Holdings with a 0.045% general partner interest.

	/s/ Thomas M. Farace, CEO of WildStar Partners LLC	04/30/2018
	/s/ Richard Sands, Manager of RRA&Z Holdings LLC	04/30/2018
	** Signature of Reporting Person	Date
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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.

Constellation Brands (STZ) Form 4Change in insider ownership