Form 4 for STZ Constellation Brands
Accepted 2022-11-14 00:00:00 ET · period of report 2022-11-10 · accession 0000899243-22-035656 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2022-11-14 | 2022-11-10 | STZ | RCT 2015 BUSINESS HOLDINGS LP | Member of 10% owner group | A - Grant | — | +675.0K | 675.0K | New | — |
| DI | 2022-11-14 | 2022-11-10 | STZ | RCT 2015 BUSINESS HOLDINGS LP | Member of 10% owner group | A - Grant | — | +675.0K | 675.0K | New | — |
| DI | 2022-11-14 | 2022-11-10 | STZ | RCT 2015 BUSINESS HOLDINGS LP | Member of 10% owner group | D - Sale to Iss | — | -675.0K | 0 | -100% | — |
| D | 2022-11-14 | 2022-11-10 | STZ | RCT 2015 BUSINESS HOLDINGS LP | Member of 10% owner group | D - Sale to Iss | — | -675.0K | 0 | -100% | — |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A Common Stock | 2022-11-10 | A | A | 675,000 | — | 675,000 | D By RCT 2020 Investments LLC | — | — | (F1) Pursuant to a reclassification exempt under Rule 16b-7 that was effected by Constellation Brands, Inc. on November 10, 2022, each share of Class B Common Stock ($0.01 par value) was reclassified and converted into one share of Class A Common Stock ($0.01 par value) and the right to receive a $64.64 cash payment. The conversion of the shares of Class B Common Stock into shares of Class A Common Stock pursuant to the reclassification is also exempt under Rule 16b-3 to the extent of the pecuniary interest in the shares of Richard Sands and Robert Sands. (F2) This report is filed jointly by RCT 2015 Business Holdings LP ("RCT Holdings") and RCT 2015 Business Management LLC ("RCT Management"). RCT Holdings directly holds 675,000 shares of Class A Common Stock. RCT Management is the co-general partner of, and owns a 0.02572% interest in, RCT Holdings. (F3) RCT 2020 Investments LLC ("RCT Investments") is the direct owner of these securities. RCT Investments is a wholly-owned subsidiary of RCT Holdings. |
| 2 | Common | Class A Common Stock | 2022-11-10 | A | A | 675,000 | — | 675,000 | I | — | — | (F1) Pursuant to a reclassification exempt under Rule 16b-7 that was effected by Constellation Brands, Inc. on November 10, 2022, each share of Class B Common Stock ($0.01 par value) was reclassified and converted into one share of Class A Common Stock ($0.01 par value) and the right to receive a $64.64 cash payment. The conversion of the shares of Class B Common Stock into shares of Class A Common Stock pursuant to the reclassification is also exempt under Rule 16b-3 to the extent of the pecuniary interest in the shares of Richard Sands and Robert Sands. (F2) This report is filed jointly by RCT 2015 Business Holdings LP ("RCT Holdings") and RCT 2015 Business Management LLC ("RCT Management"). RCT Holdings directly holds 675,000 shares of Class A Common Stock. RCT Management is the co-general partner of, and owns a 0.02572% interest in, RCT Holdings. |
| 3 | Derivative | Class B (convertible) Common Stock | 2022-11-10 | D | D | 675,000 | — | 0 | I | — · — to — | 675,000 Class A Common Stock | (F1) Pursuant to a reclassification exempt under Rule 16b-7 that was effected by Constellation Brands, Inc. on November 10, 2022, each share of Class B Common Stock ($0.01 par value) was reclassified and converted into one share of Class A Common Stock ($0.01 par value) and the right to receive a $64.64 cash payment. The conversion of the shares of Class B Common Stock into shares of Class A Common Stock pursuant to the reclassification is also exempt under Rule 16b-3 to the extent of the pecuniary interest in the shares of Richard Sands and Robert Sands. (F2) This report is filed jointly by RCT 2015 Business Holdings LP ("RCT Holdings") and RCT 2015 Business Management LLC ("RCT Management"). RCT Holdings directly holds 675,000 shares of Class A Common Stock. RCT Management is the co-general partner of, and owns a 0.02572% interest in, RCT Holdings. |
| 4 | Derivative | Class B (convertible) Common Stock | 2022-11-10 | D | D | 675,000 | — | 0 | D By RCT 2020 Investments LLC | — · — to — | 675,000 Class A Common Stock | (F1) Pursuant to a reclassification exempt under Rule 16b-7 that was effected by Constellation Brands, Inc. on November 10, 2022, each share of Class B Common Stock ($0.01 par value) was reclassified and converted into one share of Class A Common Stock ($0.01 par value) and the right to receive a $64.64 cash payment. The conversion of the shares of Class B Common Stock into shares of Class A Common Stock pursuant to the reclassification is also exempt under Rule 16b-3 to the extent of the pecuniary interest in the shares of Richard Sands and Robert Sands. (F2) This report is filed jointly by RCT 2015 Business Holdings LP ("RCT Holdings") and RCT 2015 Business Management LLC ("RCT Management"). RCT Holdings directly holds 675,000 shares of Class A Common Stock. RCT Management is the co-general partner of, and owns a 0.02572% interest in, RCT Holdings. (F3) RCT 2020 Investments LLC ("RCT Investments") is the direct owner of these securities. RCT Investments is a wholly-owned subsidiary of RCT Holdings. |