Sec Form 4 Filing - SANDS RICHARD @ CONSTELLATION BRANDS, INC. - 2021-04-20

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

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person SANDS RICHARD 2. Issuer Name and Ticker or Trading Symbol CONSTELLATION BRANDS, INC. [ STZ] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner X __ Officer (give title below) _____ Other (specify below) Vice Chairman of the Board (Last) (First) (Middle) C/O CONSTELLATION BRANDS, INC., 207 HIGH POINT DRIVE, BUILDING 100 3. Date of Earliest Transaction (MM/DD/YY) 04/20/2021 (Street) VICTOR, NY14564 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ 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

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 Non-Qualified Stock Option (right to buy) $ 238.31 04/20/2021 A 56,846 04/20/2022( 1 ) 04/20/2031 Class 1 (convertible) Common Stock 56,846 $ 0 56,846 D Class B (convertible) Common Stock ( 2 ) ( 2 ) ( 2 ) Class A Common Stock 22,746,786 22,746,786 I by RRAZ Holdings LLC ( 3 ) Class B (convertible) Common Stock ( 2 ) ( 2 ) ( 2 ) Class A Common Stock 37,350 37,350 I by RES Master LLC ( 4 ) ( 5 ) Non-Qualified Stock Option (right to buy) $ 24.5 04/03/2013( 6 ) 04/03/2022 Class 1 (convertible) Common Stock 357,030 357,030 I by RES Master LLC ( 5 ) ( 7 ) Non-Qualified Stock Option (right to buy) $ 47.79 04/26/2014( 6 ) 04/26/2023 Class 1 (convertible) Common Stock 167,370 167,370 I by RES Master LLC ( 5 ) ( 7 ) Non-Qualified Stock Option (right to buy) $ 79.61 04/28/2015( 6 ) 04/28/2024 Class 1 (convertible) Common Stock 105,200 105,200 I by RES Master LLC ( 5 ) ( 7 ) Non-Qualified Stock Option (right to buy) $ 117.12 04/28/2016( 6 ) 04/28/2025 Class 1 (convertible) Common Stock 94,170 94,170 I by RES Master LLC ( 5 ) ( 7 ) Non-Qualified Stock Option (right to buy) $ 156.84 04/25/2017( 6 ) 04/25/2026 Class 1 (convertible) Common Stock 79,141 79,141 I by RES Master LLC ( 5 ) ( 7 ) Non-Qualified Stock Option (right to buy) $ 172.09 04/21/2018( 6 ) 04/21/2027 Class 1 (convertible) Common Stock 84,970 84,970 I by RES Master LLC ( 5 ) ( 7 ) Non-Qualified Stock Option (right to buy) $ 228.26 04/23/2019( 1 ) 04/23/2028 Class 1 (convertible) Common Stock 66,895 66,895 I by RES Master LLC ( 5 ) ( 7 ) Non-Qualified Stock Option (right to buy) $ 207.48 04/23/2020( 1 ) 04/23/2029 Class 1 (convertible) Common Stock 73,087 73,087 I by RES Master LLC ( 5 ) ( 7 ) Non-Qualified Stock Option (right to buy) $ 153.02 04/21/2021( 1 ) 04/21/2030 Class 1 (convertible) Common Stock 111,425 111,425 I by RES Master LLC ( 5 ) ( 7 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other SANDS RICHARD C/O CONSTELLATION BRANDS, INC . 207 HIGH POINT DRIVE, BUILDING 100 VICTOR, NY14564 X X Vice Chairman of the Board Signatures /s/ H. Elaine Ziakas, Attorney-in-fact 04/22/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )This option becomes exercisable at the rate of 25% per year beginning on the date specified. ( 2 )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. ( 3 )RRA&Z Holdings LLC ("RRA&Z") is the sole member of WildStar Partners LLC ("WildStar"). WildStar holds a 0.045% co-general partner interest in various Sands Family limited partnerships. The reporting person is a member and co-manager of RRA&Z. ( 4 )Reflects a change in beneficial ownership of the reported shares of Class B Common Stock from direct to indirect. On October 13, 2020, the reporting person transferred these shares to RES Master LLC. ( 5 )RES Master LLC is a limited liability company that is wholly-owned by a trust, for which the reporting person serves as trustee and is the sole beneficiary. ( 6 )100% of this option has become exercisable. ( 7 )Reflects a change in beneficial ownership of the reported Non-Qualified Stock Options from direct to indirect. On November 16, 2020, the reporting person transferred the Non-Qualified Stock Options to RES Master LLC.

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.