STOCK TITAN

Constellation Brands (NYSE: STZ) insider converts 1,114 RSUs into shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

CONSTELLATION BRANDS, INC. director and over-10% owner Richard Sands exercised 1,114 Restricted Stock Units into 1,114 shares of Class A Common Stock on July 10, 2026, which are now held directly. The RSU balance reported in this transaction went to zero following the conversion.

The transactions also update indirect Class A holdings reported through entities associated with Sands, including 5,066,666 shares held by RES Business Holdings LP, 1,736,884 shares by SER Business Holdings LP, 188,518 shares by RES Master LLC, and 15,720 shares held by his spouse. A total of 503 shares previously reported as held directly were transferred to RES Master LLC, which is wholly owned by a trust for which Sands is sole trustee and beneficiary. Sands reports these positions but disclaims beneficial ownership of securities held in this manner for Section 16 purposes.

Positive

  • None.

Negative

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Insider SANDS RICHARD
Role Director, 10% Owner
Type Security Shares Price Value
Exercise Restricted Stock Units 1,114 $0.00 --
Exercise Class A Common Stock 1,114 $0.00 --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Class A Common Stock — 1,114 shares (Direct); Class A Common Stock — 188,518 shares (Indirect, By RES Master LLC)
Footnotes (1)
  1. Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock. 503 shares of Class A Common Stock were previously reported as held directly by the reporting person. The reporting person has transferred the securities to RES Master LLC ("RES Master"), which is the direct owner of these securities. RES Master directly owns the reported securities. RES Master is a limited liability company that is wholly-owned by the Richard Sands Master Trust. The reporting person is the sole trustee and sole beneficiary of the Richard Sands Master Trust. The reported securities are owned directly by RES Business Holdings LP ("RES Holdings"). RES Business Management LLC ("RES Management") is the co-general partner of, and owns a 0.010% interest in, RES Holdings. The reporting person indirectly controls RES Management. The reported securities are owned directly by SER Business Holdings LP ("SER Holdings"). SER Business Management LLC ("SER Management") is the co-general partner of, and owns a 0.016% interest in, SER Holdings. The reporting person indirectly controls SER Management. The reporting person disclaims beneficial ownership with respect to securities held in this manner, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for the purposes of Section 16 or any other purpose. All of these restricted stock units vest on the date specified. Vested shares will be delivered to the reporting person as of the vesting date.
RSUs Exercised 1,114 shares Restricted Stock Units converted into Class A Common Stock on 2026-07-10
Direct Class A shares after transaction 1,114 shares Direct holdings following RSU conversion on 2026-07-10
Indirect shares via RES Business Holdings LP 5,066,666 shares Indirect Class A position reported through RES Business Holdings LP as of 2026-07-10
Indirect shares via SER Business Holdings LP 1,736,884 shares Indirect Class A position reported through SER Business Holdings LP as of 2026-07-10
Indirect shares via RES Master LLC 188,518 shares Indirect Class A position reported through RES Master LLC as of 2026-07-10
Spouse-held Class A shares 15,720 shares Indirect Class A holdings reported as owned by spouse
Shares transferred to RES Master LLC 503 shares Previously reported as held directly, now held by RES Master LLC
Restricted Stock Units financial
"The security title includes Restricted Stock Units with 1,114 units converting to shares."
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.
beneficial ownership financial
"The reporting person disclaims beneficial ownership with respect to securities held in this manner."
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
Section 16 financial
"Not deemed the beneficial owner of such securities for the purposes of Section 16 or any other purpose."
Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.
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FAQ

What did Richard Sands report in the latest Form 4 for Constellation Brands (STZ)?

Richard Sands reported exercising 1,114 Restricted Stock Units into 1,114 shares of Class A Common Stock. The update also reflects large indirect Class A holdings through trusts, limited partnerships, and his spouse, with a transfer of 503 shares into RES Master LLC.

How many Constellation Brands (STZ) shares does Richard Sands now hold directly after this filing?

After the reported transactions, Richard Sands holds 1,114 Class A shares directly. These shares came from the conversion of an equal number of Restricted Stock Units on July 10, 2026, and represent his directly held stake separate from the larger indirect positions.

What indirect Constellation Brands (STZ) holdings are associated with Richard Sands?

Entities associated with Richard Sands report indirect holdings of 5,066,666 shares via RES Business Holdings LP, 1,736,884 shares via SER Business Holdings LP, 188,518 shares via RES Master LLC, and 15,720 shares held by his spouse. Sands disclaims beneficial ownership of securities held in this manner.

Were there any open-market buys or sells of Constellation Brands (STZ) stock in this Form 4?

The Form 4 shows an exercise of 1,114 Restricted Stock Units into Class A shares, but no open-market purchases or sales. Other entries reflect updated indirect holdings and internal transfers, including moving 503 shares from direct ownership to RES Master LLC.

What is the significance of the 503-share transfer in the Constellation Brands (STZ) Form 4?

The report states that 503 Class A shares previously held directly by Richard Sands were transferred to RES Master LLC. RES Master LLC is wholly owned by the Richard Sands Master Trust, for which he is sole trustee and beneficiary, while he disclaims beneficial ownership for Section 16 purposes.

How do the Restricted Stock Units work in Richard Sands’ Constellation Brands (STZ) filing?

Each Restricted Stock Unit represents a contingent right to receive one Class A share. In this filing, 1,114 units vested and were converted into 1,114 Class A shares, reducing the reported Restricted Stock Unit balance for this award to zero as of July 10, 2026.
SEC Form 4
FORM 4UNITED 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*
SANDS RICHARD

(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)
XDirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/10/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Class A Common Stock07/10/2026M1,114A$0(1)1,114D
Class A Common Stock188,518(2)IBy RES Master LLC(2)(3)
Class A Common Stock5,066,666IBy RES Business Holdings LP(4)
Class A Common Stock1,736,884IBy SER Business Holdings LP(5)
Class A Common Stock15,720IBy Spouse(6)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)07/10/2026M1,11407/10/2026(7) (7)Class A Common Stock1,114$00D
Explanation of Responses:
1. Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock.
2. 503 shares of Class A Common Stock were previously reported as held directly by the reporting person. The reporting person has transferred the securities to RES Master LLC ("RES Master"), which is the direct owner of these securities.
3. RES Master directly owns the reported securities. RES Master is a limited liability company that is wholly-owned by the Richard Sands Master Trust. The reporting person is the sole trustee and sole beneficiary of the Richard Sands Master Trust.
4. The reported securities are owned directly by RES Business Holdings LP ("RES Holdings"). RES Business Management LLC ("RES Management") is the co-general partner of, and owns a 0.010% interest in, RES Holdings. The reporting person indirectly controls RES Management.
5. The reported securities are owned directly by SER Business Holdings LP ("SER Holdings"). SER Business Management LLC ("SER Management") is the co-general partner of, and owns a 0.016% interest in, SER Holdings. The reporting person indirectly controls SER Management.
6. The reporting person disclaims beneficial ownership with respect to securities held in this manner, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for the purposes of Section 16 or any other purpose.
7. All of these restricted stock units vest on the date specified. Vested shares will be delivered to the reporting person as of the vesting date.
Remarks:
Exhibit 24 - Power of Attorney
/s/ Matthew Stoloff, Attorney-in-fact07/14/2026
** Signature of Reporting PersonDate
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)