Constellation EVP settles equity awards, tax withholding

CONSTELLATION BRANDS, INC. executive Jeffrey H. LaBarge, EVP, CLO & Secretary, reported routine equity compensation activity involving restricted stock units and performance share units.

Rhea-AI Filing Summary

CONSTELLATION BRANDS, INC. executive Jeffrey H. LaBarge, EVP, CLO & Secretary, reported routine equity compensation activity involving restricted stock units and performance share units. On May 1, 2026, he exercised derivative awards covering 1,558 shares of Class A Common Stock and had 507 shares withheld to cover tax obligations at $152.82 per share.

The filing shows derivative exercises coded "M" and a tax-withholding disposition coded "F," with no open‑market purchases or sales. After the transactions, LaBarge directly held 5,441 Class A shares, and the derivativeSummary indicates no remaining derivative awards in this filing.

Insider Trade Summary

1,558 shares exercised/converted

Exercise 9 txns

Insider LaBarge Jeffrey H.

Role EVP, CLO, & Secretary

Type	Security	Shares	Price	Value
Exercise	Performance Share Units	127	$0.00	$0.00
Exercise	Restricted Stock Units	327	$0.00	$0.00
Exercise	Restricted Stock Units	210	$0.00	$0.00
Exercise	Restricted Stock Units	138	$0.00	$0.00
Exercise	Restricted Stock Units	220	$0.00	$0.00
Exercise	Restricted Stock Units	536	$0.00	$0.00
Exercise	Class A Common Stock	127	$0.00	$0.00
Exercise	Class A Common Stock	1,431	$0.00	$0.00
Exercise Price or Tax Liability	Class A Common Stock	507	$152.82	$77K

Holdings After Transaction: Performance Share Units — 0 contracts (Direct); Restricted Stock Units — 1,290 contracts (Direct); Class A Common Stock — 5,441 shares (Direct)

Footnotes (5)

1. F1. Each performance share unit represents a contingent right to receive one share of Constellation Brands, Inc. Class A Common Stock.
2. F2. Each restricted stock unit represents a contingent right to receive one share of Constellation Brands, Inc. Class A Common Stock.
3. F3. The performance share units disposed of in the reported transaction vested on May 1, 2026. Vested shares are delivered to the reporting person net of shares withheld to satisfy taxes.
4. F4. The restricted stock units vest in four equal annual installments beginning on the date specified. The restricted stock units disposed of in the reported transaction vested on May 1, 2026. Vested shares are delivered to the reporting person net of shares withheld to satisfy taxes.
5. F5. The restricted stock units vest in three equal annual installments beginning on the date specified. The restricted stock units disposed of in the reported transaction vested on May 1, 2026. Vested shares are delivered to the reporting person net of shares withheld to satisfy taxes.

Key Figures

Tax-withheld shares: 507 shares Tax-withholding price: $152.82/share Derivative exercises: 1,558 shares +3 more

6 metrics

Tax-withheld shares 507 shares Class A Common Stock withheld at $152.82/share for taxes on 2026-05-01

Tax-withholding price $152.82/share Value used for 507-share tax-withholding disposition on 2026-05-01

Derivative exercises 1,558 shares Exercise or conversion of derivative securities into Class A shares

Shares owned after transactions 5,441 shares Direct Class A Common Stock holdings following transactions

Restricted stock units exercised 1,431 units Non-derivative entry reflecting exercise at $0.00 per unit

Single PSU conversion 127 units Performance share units converting into Class A Common Stock

Key Terms

Restricted Stock Units, Performance Share Units, tax-withholding disposition, derivative security, +1 more

5 terms

Restricted Stock Units financial

"The filing lists "Restricted Stock Units" as derivative securities converting into Class A Common Stock."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Performance Share Units financial

"Each performance share unit represents a contingent right to receive one share of Class A Common Stock."

Performance share units are a type of company stock award given to employees that depend on the company meeting specific goals or targets. If these goals are achieved, the employee receives shares or the value of shares; if not, they may receive little or no compensation. This aligns employees’ interests with the company's success and encourages performance that benefits investors.

tax-withholding disposition financial

"A transaction coded "F" is described as a tax-withholding disposition to satisfy tax liability."

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

derivative security financial

"Transaction code descriptions reference the exercise or conversion of a derivative security."

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

contingent right financial

"Each unit represents a contingent right to receive one share of Class A Common Stock."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Constellation Brands (STZ) executive Jeffrey LaBarge report in this Form 4?

Jeffrey H. LaBarge reported routine equity compensation activity. He exercised derivative awards converting into Class A Common Stock and had shares withheld to satisfy taxes, with no open-market buying or selling disclosed in this filing.

How many Constellation Brands (STZ) shares were exercised and withheld for taxes?

The filing shows derivative exercises covering 1,558 Class A shares and tax withholding of 507 shares at $152.82 per share. These shares were withheld by the issuer to satisfy tax liabilities, not sold in the open market.

What types of equity awards were involved for Constellation Brands (STZ) in this Form 4?

The Form 4 lists restricted stock units and performance share units. Each unit represents a contingent right to receive one share of Constellation Brands Class A Common Stock, which converted into shares as they vested on the reported date.

Did the Constellation Brands (STZ) executive sell shares on the market in this Form 4?

No open-market sales are shown. The only disposition is a Form 4 code “F” tax-withholding transaction, where 507 shares were withheld by the issuer to cover tax obligations related to the vesting and settlement of equity awards.

How many Constellation Brands (STZ) shares does Jeffrey LaBarge hold after these transactions?

After the reported transactions, Jeffrey H. LaBarge directly owned 5,441 shares of Constellation Brands Class A Common Stock. This figure comes from the post-transaction ownership line in the non-derivative transaction table in the Form 4.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/05/2026 - 04:51 PM EDT Learn about SEC filing dates

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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

LaBarge Jeffrey H.

(Last) (First) (Middle)

C/O CONSTELLATION BRANDS, INC.

50 EAST BROAD STREET

(Street)

ROCHESTER NEW YORK 14614

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
CONSTELLATION BRANDS, INC. [ STZ ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, CLO, & Secretary

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/01/2026

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

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

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

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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	05/01/2026		M		127	A	$0(1)	4,517	D
Class A Common Stock	05/01/2026		M		1,431	A	$0(2)	5,948	D
Class A Common Stock	05/01/2026		F		507	D	$152.82	5,441	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Performance Share Units	(1)	05/01/2026		M			127	(3)	(3)	Class A Common Stock	127	$0	0	D
Restricted Stock Units	(2)	05/01/2026		M			327	05/01/2023(4)	(4)	Class A Common Stock	327	$0	0	D
Restricted Stock Units	(2)	05/01/2026		M			210	05/01/2024(5)	(5)	Class A Common Stock	210	$0	0	D
Restricted Stock Units	(2)	05/01/2026		M			138	05/01/2024(5)	(5)	Class A Common Stock	138	$0	0	D
Restricted Stock Units	(2)	05/01/2026		M			220	05/01/2025(5)	(5)	Class A Common Stock	220	$0	220	D
Restricted Stock Units	(2)	05/01/2026		M			536	05/01/2026(5)	(5)	Class A Common Stock	536	$0	1,070	D

Explanation of Responses:

1. Each performance share unit represents a contingent right to receive one share of Constellation Brands, Inc. Class A Common Stock.

2. Each restricted stock unit represents a contingent right to receive one share of Constellation Brands, Inc. Class A Common Stock.

3. The performance share units disposed of in the reported transaction vested on May 1, 2026. Vested shares are delivered to the reporting person net of shares withheld to satisfy taxes.

4. The restricted stock units vest in four equal annual installments beginning on the date specified. The restricted stock units disposed of in the reported transaction vested on May 1, 2026. Vested shares are delivered to the reporting person net of shares withheld to satisfy taxes.

5. The restricted stock units vest in three equal annual installments beginning on the date specified. The restricted stock units disposed of in the reported transaction vested on May 1, 2026. Vested shares are delivered to the reporting person net of shares withheld to satisfy taxes.

Remarks:

	/s/ Matthew Stoloff, Attorney-in-fact	05/05/2026
	** 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.
* Form 4: SEC 1474 (03-26)