Grundläggande statistik
| LEI | 5493005GKEG8QCVY7037 |
| CIK | 16918 |
SEC Filings
SEC Filings (Chronological Order)
| May 21, 2026 |
CONSTELLATION BRANDS ANNOUNCES ELECTION OF MORGAN FLATLEY AS NEW INDEPENDENT DIRECTOR Exhibit 99.1 CONSTELLATION BRANDS ANNOUNCES ELECTION OF MORGAN FLATLEY AS NEW INDEPENDENT DIRECTOR Rochester, N.Y. May 21, 2026 – Constellation Brands, Inc. (NYSE: STZ), a leading beverage alcohol company, today announced the election of Morgan Flatley of McDonald’s Corporation (NYSE: MCD), the world’s leading global foodservice retailer, to serve as a member of its Board of Directors effective Ma |
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| May 21, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 20, 2026 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commission |
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| May 6, 2026 |
EX-4.1 Exhibit 4.1 CONSTELLATION BRANDS, INC., as Issuer and MANUFACTURERS AND TRADERS TRUST COMPANY, as Trustee Supplemental Indenture No. 37 Dated as of May 6, 2026 4.850% Senior Notes due 2031 TABLE OF CONTENTS Page ARTICLE ONE RELATION TO INDENTURE; DEFINITIONS 2 SECTION 1.1. Relation to Indenture 2 SECTION 1.2. Definitions 2 ARTICLE TWO THE SERIES OF DEBT SECURITIES 10 SECTION 2.1. Title of |
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| May 6, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 6, 2026 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commission F |
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| May 6, 2026 |
CONSTELLATION BRANDS ANNOUNCES DELIVERY OF NOTICE OF REDEMPTION FOR 3.700% SENIOR NOTES DUE 2026 EX-99.1 Exhibit 99.1 CONSTELLATION BRANDS ANNOUNCES DELIVERY OF NOTICE OF REDEMPTION FOR 3.700% SENIOR NOTES DUE 2026 Rochester, N.Y., May 6, 2026 – Constellation Brands (NYSE: STZ), a leading beverage alcohol company, announced today that it has given notice for full redemption prior to maturity of all of its outstanding 3.700% Senior Notes due 2026 (CUSIP Number: 21036PAQ1) to be effected on May |
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| May 5, 2026 |
Calculation of Filing Fee Tables S-3 CONSTELLATION BRANDS, INC. Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward |
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| May 5, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 4, 2026 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commission F |
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| May 5, 2026 |
$500,000,000 4.850% Senior Notes due 2031 424B2 Filed Pursuant to Rule 424(b)(2) Registration No. 333-291350 PROSPECTUS SUPPLEMENT (To Prospectus Dated November 7, 2025) $500,000,000 4.850% Senior Notes due 2031 The Company: We are an international producer and marketer of beer, wine, and spirits with operations in the U.S., Mexico, New Zealand, and Italy with powerful, consumer-connected, high-quality brands like Modelo Especial, Corona |
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| May 5, 2026 |
Constellation Brands, Inc. 4.850% Senior Notes Due 2031 Underwriting Agreement EX-1.1 Exhibit 1.1 Constellation Brands, Inc. 4.850% Senior Notes Due 2031 Underwriting Agreement May 4, 2026 BofA Securities, Inc. Goldman Sachs & Co. LLC PNC Capital Markets LLC Truist Securities, Inc. as Representatives of the Underwriters c/o BofA Securities, Inc. One Bryant Park New York, New York 10036 c/o Goldman Sachs & Co. LLC 200 West Street New York, New York 10282 c/o PNC Capital Marke |
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| May 4, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 4, 2026 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commission F |
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| May 4, 2026 |
CONSTELLATION BRANDS PRICES OFFERING OF SENIOR NOTES Exhibit 99.1 CONSTELLATION BRANDS PRICES OFFERING OF SENIOR NOTES ROCHESTER, N.Y., May 4, 2026 - Constellation Brands, Inc. (NYSE: STZ), a leading beverage alcohol company, announced today that it priced the public offering of $500.0 million aggregate principal amount of 4.850% Senior Notes due 2031 (the "notes") for a public offering price of 99.943% of the principal amount of the notes. The note |
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| May 4, 2026 |
FWP Issuer Free Writing Prospectus filed pursuant to Rule 433 supplementing the Preliminary Prospectus Supplement dated May 4, 2026 Registration No. |
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| May 4, 2026 |
SUBJECT TO COMPLETION, DATED MAY 4, 2026 424B3 Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-291350 Information contained in this prospectus supplement and the accompanying prospectus is not complete and may be changed. This prospectus supplement and the accompanying prospectus shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any juri |
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| April 22, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 28, 2026 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-084 |
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| April 22, 2026 |
Exhibit 10.3 CONSTELLATION BRANDS NON-QUALIFIED SAVINGS PLAN TABLE OF CONTENTS Page PREAMBLE 1 ARTICLE I DEFINITIONS 2 1.1 Account 2 1.2 Affiliate 2 1.3 Aggregated Plan 2 1.4 Annual Bonus 2 1.5 Annual Enrollment Materials 2 1.6 Beneficiary 2 1.7 Benefit Benchmarks 2 1.8 Board 2 1.9 Change in Control Event 2 1.10 Class Year Account 3 1.11 Code 3 1.12 Compensation 3 1.13 Compensation Deferral Agreem |
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| April 22, 2026 |
Exhibit 10.1.11 RESTRICTED STOCK UNIT AGREEMENT Pursuant to the CONSTELLATION BRANDS, INC. LONG-TERM STOCK INCENTIVE PLAN Name of Participant: Grant Date: Number of Restricted Stock Units: Vesting Dates and Shares to Vest: VEST DATE SHARES Earliest Retirement Date: The first November 1st that is at least six months following the Grant Date Constellation Brands, Inc. (the “Company”) hereby awards t |
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| April 22, 2026 |
STOCK OPTION AGREEMENT - GLOBAL TERMS AND CONDITIONS OF STOCK OPTIONS CLASS 1 COMMON STOCK Exhibit 10.1.7 STOCK OPTION AGREEMENT - GLOBAL TERMS AND CONDITIONS OF STOCK OPTIONS CLASS 1 COMMON STOCK Name of Participant: Grant Date: Number of Options Granted: Exercise Price: Vesting Dates and Shares to Vest: VEST DATE SHARES Earliest Retirement Date: The first November 1st that is at least six months following the Grant Date Termination Date: Constellation Brands, Inc. (the “Company”) here |
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| April 22, 2026 |
EXECUTIVE EMPLOYMENT AGREEMENT Exhibit 10.13 EXECUTIVE EMPLOYMENT AGREEMENT This Agreement is effective as of (the “Effective Date”) between Constellation Brands, Inc., a Delaware corporation (“Constellation”), and (“Executive”). [Executive has contributed substantially to the growth and success of Constellation. Accordingly,] Constellation desires to retain Executive’s services as set forth in this Agreement and to provide the |
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| April 22, 2026 |
Exhibit 21.1 SUBSIDIARIES OF CONSTELLATION BRANDS, INC. As of March 1, 2026 PLACE OF SUBSIDIARY INCORPORATION/FORMATION ALCOFI Inc. New York Allberry, Inc. California Austin Cocktails Investments, LLC Texas Bebidas Espirituosas Constellation Mexico, S. de R.L. de C.V. Mexico CB Blue Holdings LLC Delaware CB Brand Strategies, LLC Delaware CB Brand Strategies II, LLC Delaware CB Brandy LLC Delaware |
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| April 8, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 8, 2026 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commission |
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| April 8, 2026 |
Exhibit 99.1 Continues to Deliver Leading Share Gains in Beer Category Across U.S. Tracked Channels Returns Over $1.6B to Shareholders Including Over $900M in Share Repurchases During Fiscal 2026 Issues Updated Outlook for Fiscal 2027 and Withdraws Fiscal 2028 Outlook Net Sales (1) Organic Net Sales Operating Income (Loss) (1) Net Income (Loss) Attributable to CBI Adjusted EBIT EPS Fiscal 2026 Fin |
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| April 8, 2026 |
Continues to Deliver Leading Share Gains in Beer Category Across U.S. Tracked Channels Returns Over $1.6B to Shareholders Including Over $900M in Share Repurchases During Fiscal 2026 Issues Updated Outlook for Fiscal 2027 and Withdraws Fiscal 2028 Outlook Net Sales (1) Organic Net Sales Operating Income (Loss) (1) Net Income (Loss) Attributable to CBI Adjusted EBIT EPS Fiscal 2026 Financial Highli |
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| February 12, 2026 |
EX-10.2 Exhibit 10.2 TRANSITION AGREEMENT This Transition Agreement (this “Agreement”) is made and entered into as of February 10, 2026 (the “Effective Date”), by and between Constellation Brands, Inc., a Delaware corporation (the “Company”), and William A. Newlands (“Consultant”). Consultant formerly served as the Chief Executive Officer (“CEO”) of the Company. The Company desires to retain Consu |
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| February 12, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 10, 2026 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commis |
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| February 12, 2026 |
EEX-99.1 Exhibit 99.1 CONSTELLATION BRANDS ANNOUNCES CEO SUCCESSION PLAN Nicholas Fink to Succeed Bill Newlands as President and Chief Executive Officer Effective April 13, 2026, Newlands to Serve as Strategic Advisor to Help Ensure a Smooth Leadership Transition ROCHESTER, N.Y., Feb. 12, 2026 – Constellation Brands, Inc. (NYSE: STZ), a leading beverage alcohol company, today announced that its Bo |
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| February 12, 2026 |
EXECUTIVE EMPLOYMENT AGREEMENT EX-10.1 Exhibit 10.1 EXECUTIVE EMPLOYMENT AGREEMENT This Agreement is effective as of February 10, 2026 (the “Effective Date”) between Constellation Brands, Inc., a Delaware corporation (“Constellation”), and Nicholas I. Fink (“Executive”). Constellation desires to retain Executive’s services as set forth in this Agreement and to provide the necessary consideration to assure such services. Constel |
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| January 8, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number: |
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| January 7, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 7, 2026 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commissi |
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| January 7, 2026 |
Advances Strategic Priorities Amid Continued Challenging Operating Environment Beer Business Continues To Gain Dollar and Volume Share Across U. |
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| January 7, 2026 |
Exhibit 99.1 Advances Strategic Priorities Amid Continued Challenging Operating Environment Beer Business Continues To Gain Dollar and Volume Share Across U.S. Tracked Channels Returns $220 Million in Share Repurchases Net Sales Organic Net Sales Operating Income (Loss) Net Income (Loss) Attributable to CBI Adjusted Earnings Before Interest & Taxes Diluted Net Income (Loss) per Share Attributable |
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| November 7, 2025 |
Calculation of Filing Fee Tables S-3 CONSTELLATION BRANDS, INC. Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward |
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| November 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 7, 2025 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commiss |
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| November 7, 2025 |
21,274,829 Shares Constellation Brands, Inc. Class A Common Stock 424B7 Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No. 333-291350 Prospectus Supplement (To Prospectus dated November 7, 2025) 21,274,829 Shares Constellation Brands, Inc. Class A Common Stock This prospectus supplement relates to the offer and sale from time to time of up to 21,274,829 shares of Class A common stock, $0.01 par value per share, of Constellation Brands, Inc. by t |
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| November 7, 2025 |
As filed with the Securities and Exchange Commission on November 7, 2025 S-3ASR Table of Contents As filed with the Securities and Exchange Commission on November 7, 2025 Registration No. |
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| November 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 EX-25 Exhibit 25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) MANUFACTURERS AND TRADERS TRUST COMPANY (Exact name of trustee as specified in its charter) New York 16-0538020 (State of incorporation if not a U.S. national bank) (I.R.S. employer identification no.) One M& |
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| November 7, 2025 |
Calculation of Filing Fee Tables S-3 CONSTELLATION BRANDS, INC. Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward |
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| October 17, 2025 |
EX-4.1 Exhibit 4.1 CONSTELLATION BRANDS, INC., as Issuer and MANUFACTURERS AND TRADERS TRUST COMPANY, as Trustee Supplemental Indenture No. 36 Dated as of October 17, 2025 4.950% Senior Notes due 2035 TABLE OF CONTENTS Page ARTICLE ONE RELATION TO INDENTURE; DEFINITIONS 2 SECTION 1.1. Relation to Indenture 2 SECTION 1.2. Definitions 2 ARTICLE TWO THE SERIES OF DEBT SECURITIES 10 SECTION 2.1. Title |
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| October 17, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 16, 2025 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commiss |
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| October 16, 2025 |
Calculation of Filing Fee Tables S-3 CONSTELLATION BRANDS, INC. Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward |
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| October 16, 2025 |
Constellation Brands, Inc. 4.950% Senior Notes Due 2035 Underwriting Agreement EX-1.1 Exhibit 1.1 Constellation Brands, Inc. 4.950% Senior Notes Due 2035 Underwriting Agreement October 15, 2025 BofA Securities, Inc. BBVA Securities Inc. J.P. Morgan Securities LLC Wells Fargo Securities, LLC as Representatives of the Underwriters c/o BofA Securities, Inc. One Bryant Park New York, New York 10036 c/o BBVA Securities Inc. Two Manhattan West 375 Ninth Avenue, 9th Floor New York, |
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| October 16, 2025 |
$500,000,000 4.950% Senior Notes due 2035 424B2 Table of Contents Filed Pursuant to Rule 424(b)(2) Registration No. 333-268289 PROSPECTUS SUPPLEMENT (To Prospectus Dated November 10, 2022) $500,000,000 4.950% Senior Notes due 2035 The Company: We are an international producer and marketer of beer, wine, and spirits with operations in the U.S., Mexico, New Zealand, and Italy with powerful, consumer-connected, high-quality brands like Model |
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| October 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 15, 2025 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commiss |
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| October 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 15, 2025 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commiss |
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| October 15, 2025 |
SUBJECT TO COMPLETION, DATED OCTOBER 15, 2025 424B3 Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-268289 Information contained in this prospectus supplement and the accompanying prospectus is not complete and may be changed. This prospectus supplement and the accompanying prospectus shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any juri |
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| October 15, 2025 |
CONSTELLATION BRANDS PRICES OFFERING OF SENIOR NOTES Exhibit 99.1 CONSTELLATION BRANDS PRICES OFFERING OF SENIOR NOTES ROCHESTER, N.Y., October 15, 2025 - Constellation Brands, Inc. (NYSE: STZ), a leading beverage alcohol company, announced today that it priced the public offering of $500.0 million aggregate principal amount of 4.950% Senior Notes due 2035 (the "notes") for a public offering price of 99.716% of the principal amount of the notes. The |
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| October 15, 2025 |
FWP Issuer Free Writing Prospectus filed pursuant to Rule 433 supplementing the Preliminary Prospectus Supplement dated October 15, 2025 Registration No. |
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| October 7, 2025 |
Description of Compensation Arrangements for Non-Management Directors As of July 15, 2025 Exhibit 10.3 Description of Compensation Arrangements for Non-Management Directors As of July 15, 2025 The following is a description of the compensation arrangements for the non-management directors of Constellation Brands, Inc. The Company’s annual compensation program for non-management directors for their service as directors consists of a board cash retainer, a non-executive board chair cash |
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| October 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number: 0 |
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| October 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 6, 2025 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commissi |
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| October 6, 2025 |
Continues to Execute Against Strategic Objectives in a Challenging Operating Environment Continues to Deliver Leading Dollar Share Gains in Beer Category Across U. |
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| October 6, 2025 |
Exhibit 99.1 Continues to Execute Against Strategic Objectives in a Challenging Operating Environment Continues to Deliver Leading Dollar Share Gains in Beer Category Across U.S. Tracked Channels Returns Nearly $300 Million to Shareholders in Additional Share Repurchases Net Sales Organic Net Sales Operating Income (Loss) Net Income (Loss) Attributable to CBI Adjusted Earnings Before Interest & Ta |
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| October 2, 2025 |
Exhibit 99.2 CONSTELLATION BRANDS ANNOUNCES RETIREMENT OF JIM BOURDEAU, EVP AND CHIEF LEGAL OFFICER; JEFF LABARGE NAMED AS SUCCESSOR ROCHESTER, N.Y., Oct. 2, 2025 – Constellation Brands, Inc. (NYSE: STZ), a leading beverage alcohol company, announced today that Jim Bourdeau, Executive Vice President and Chief Legal Officer, will be retiring as Chief Legal Officer on February 28, 2026, after more t |
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| October 2, 2025 |
EXECUTIVE EMPLOYMENT AGREEMENT Exhibit 10.1 EXECUTIVE EMPLOYMENT AGREEMENT This Agreement is dated as of October 1, 2025 and is effective as of March 1, 2026 (the “Effective Date”) between Constellation Brands, Inc., a Delaware corporation (“Constellation”), and James O. Bourdeau (“Executive”). Executive is party to an employment agreement dated December 1, 2017 with Constellation (the “Original Agreement”). Executive has contr |
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| October 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 29, 2025 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commi |
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| October 2, 2025 |
Exhibit 3.1 BY-LAWS OF CONSTELLATION BRANDS, INC. (the “Corporation”) (Amended and Restated on September 30, 2025) ARTICLE I STOCKHOLDERS Section 1.1. Annual Meetings. An annual meeting of stockholders shall be held for the election of directors at such date, time and place, if any, either within or without the State of Delaware, as may be designated by resolution of the Board of Directors from ti |
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| October 2, 2025 |
CONSTELLATION BRANDS DECLARES QUARTERLY DIVIDEND Exhibit 99.1 CONSTELLATION BRANDS DECLARES QUARTERLY DIVIDEND ROCHESTER, N.Y., Oct. 1, 2025 – Constellation Brands, Inc. (NYSE: STZ), a leading beverage alcohol company, announced today that on September 30, 2025, its Board of Directors declared a quarterly cash dividend of $1.02 per share of Class A Common Stock payable on November 13, 2025, to stockholders of record as of the close of business o |
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| September 2, 2025 |
| Business Update September 2, 2025| W O R T H R E A C H I N G F O R | 2 Forward-Looking Statements This presentation contains forward-looking statements that are based on certain assumptions, estimates, expectations, plans, timetables, analyses, and opinions made by management in light of their experience and perception of historical trends, current conditions, and expected future developments, as well as other factors management believes are appropriate in the circumstances. |
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| September 2, 2025 |
stzex992presentation | Business Update September 2, 2025 |W O R T H R E A C H I N G F O R | 2 Forward-Looking Statements This presentation contains forward-looking statements that are based on certain assumptions, estimates, expectations, plans, timetables, analyses, and opinions made by management in light of their experience and perception of historical trends, current conditions, and expected future developments, as well as other factors management believes are appropriate in the circumstances. |
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| September 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 2, 2025 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commis |
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| September 2, 2025 |
Exhibit 99.1 CONSTELLATION BRANDS UPDATES FISCAL 2026 OUTLOOK Updates reported EPS guidance to $10.77 - $11.07 and comparable EPS guidance to $11.30 - $11.60 (1) Updates Enterprise organic net sales to decline (6)% - (4)%, reported operating income to grow 666% - 686% and comparable operating income to decline (11)% - (9)% Updates Beer net sales to decline (4)% - (2)% and Beer operating income to |
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| July 17, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 15, 2025 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commission |
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| July 17, 2025 |
Exhibit 10.2 PERFORMANCE SHARE UNIT AGREEMENT Pursuant to the CONSTELLATION BRANDS, INC. LONG-TERM STOCK INCENTIVE PLAN Name of Participant: Grant Date: Target Number of Performance Share Units: Service Vesting Date: PSU Payment Period Within the two-week period following the Service Vesting Date Constellation Brands, Inc. (the “Company”) hereby awards to the designated participant (the “Participa |
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| July 17, 2025 |
Exhibit 10.1 RESTRICTED STOCK UNIT AGREEMENT Pursuant to the CONSTELLATION BRANDS, INC. LONG-TERM STOCK INCENTIVE PLAN Name of Participant: Grant Date: Number of Restricted Stock Units: Vesting Dates and Shares to Vest: VEST DATE SHARES Constellation Brands, Inc. (the “Company”) hereby awards to the designated participant (the “Participant”), Restricted Stock Units under the Company's Long-Term St |
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| July 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001 |
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| July 2, 2025 |
Rules for Cash Incentive Awards under the Company’s Long-Term Stock Incentive Plan (filed herewith). Exhibit 10.3 Rules for Cash Incentive Awards under the Constellation Brands, Inc. Long-Term Stock Incentive Plan 1.Background. This document describes the rules applicable to “Cash Incentive Awards” granted under Section 10 of the Constellation Brands, Inc. Long-Term Stock Incentive Plan, as Amended and Restated July 18, 2017 (the “Plan”), and shall be referred to as the Annual Management Incentiv |
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| July 2, 2025 |
Exhibit 10.4 EXECUTIVE EMPLOYMENT AGREEMENT This Agreement is made as of between Constellation Brands, Inc., a Delaware corporation (“Constellation”), and (“Executive”). [Executive has contributed substantially to the growth and success of Constellation. Accordingly,] Constellation desires to retain Executive’s services as set forth in the Agreement and to provide the necessary consideration to as |
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| July 2, 2025 |
Exhibit 99.1 SECOND AMENDMENT TO THE CONSTELLATION BRANDS, INC. 1989 EMPLOYEE STOCK PURCHASE PLAN (AS AMENDED AND RESTATED JULY 24, 2013) WHEREAS, Constellation Brands, Inc. (the "Company") maintains the Constellation Brands, Inc. 1989 Employee Stock Purchase Plan, as amended and restated July 24, 2013, as amended by the First Amendment to the Constellation Brands, Inc. 1989 Employee Stock Purchas |
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| July 2, 2025 |
Exhibit 10.2 PERFORMANCE SHARE UNIT AGREEMENT Pursuant to the CONSTELLATION BRANDS, INC. LONG-TERM STOCK INCENTIVE PLAN Name of Participant: Grant Date: Target Number of Performance Share Units: Service Vesting Date: Earliest Retirement Date: The first November 1st that is at least six months following the Date of Grant PSU Payment Period Within the two-week period following the Service Vesting Da |
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| July 2, 2025 |
Exhibit 10.1 RESTRICTED STOCK UNIT AGREEMENT Pursuant to the CONSTELLATION BRANDS, INC. LONG-TERM STOCK INCENTIVE PLAN Name of Participant: Grant Date: Number of Restricted Stock Units: Vesting Dates and Shares to Vest: VEST DATE SHARES Earliest Retirement Date: The first November 1st that is at least six months following the Grant Date Constellation Brands, Inc. (the “Company”) hereby awards to t |
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| July 1, 2025 |
Exhibit 99.1 Company Continues to Proactively Address Consumer Demand Headwinds Largely Driven By the Current Socioeconomic Environment Through Consistent Execution of Strategic Objectives Beer Business Continues to Deliver Leading Share Gains in Category Across U.S. Tracked Channels as Incremental Marketing Investments Support Strong Brand Health Wine and Spirits Business Fully Focused on Higher- |
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| July 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 1, 2025 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commission |
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| June 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| June 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin |
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| June 5, 2025 |
WORTH REACHING FOR FISCAL YEAR 2025 ANNUAL REPORTIn Fiscal 2025, despite a softer consumer demand backdrop largely driven by what we believe to be non- structural socioeconomic factors, we delivered another year of Enterprise net sales growth and substantial comparable operating margin improvement. |
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| June 2, 2025 |
Exhibit 99.2 CONSTELLATION BRANDS ANNOUNCES DELIVERY OF NOTICES OF REDEMPTION FOR 4.75% SENIOR NOTES DUE 2025 AND 5.00% SENIOR NOTES DUE 2026 Rochester, N.Y., Jun. 2, 2025 – Constellation Brands (NYSE: STZ), a leading beverage alcohol company, announced today that it has given notice for full redemption prior to maturity of all of its outstanding 4.75% Senior Notes due 2025 (CUSIP Number: 21036PAP |
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| June 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 2, 2025 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commission |
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| June 2, 2025 |
Exhibit 99.1 CONSTELLATION BRANDS CLOSES WINE TRANSACTION WITH THE WINE GROUP TO FOCUS ON A PORTFOLIO OF EXCLUSIVELY HIGHER-GROWTH, HIGHER-MARGIN BRANDS Retained portfolio for Constellation includes a collection of award-winning, iconic brands, predominantly priced $15 and above and in growing segments and channels Rochester, N.Y., Jun. 2, 2025 – Constellation Brands (NYSE: STZ), a leading beverag |
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| May 9, 2025 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 9, 2025 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commission F |
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| May 9, 2025 |
Exhibit 4.1 Execution Version TERM LOAN CREDIT AGREEMENT dated as of May 9, 2025 among CONSTELLATION BRANDS, INC., as the Company and BANK OF AMERICA, N.A., as Administrative Agent, The Lenders Party Hereto, BOFA SECURITIES, INC., as Sole Bookrunner, BOFA SECURITIES, INC. and BANCO BILBAO VIZCAYA ARGENTARIA, S.A. NEW YORK BRANCH as Joint Lead Arrangers TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS |
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| May 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 1, 2025 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commission F |
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| May 1, 2025 |
5, among the Company, as Issuer, and M&T, as Trustee. EX-4.1 Exhibit 4.1 CONSTELLATION BRANDS, INC., as Issuer and MANUFACTURERS AND TRADERS TRUST COMPANY, as Trustee Supplemental Indenture No. 35 Dated as of May 1, 2025 4.800% Senior Notes due 2030 TABLE OF CONTENTS Page ARTICLE ONE RELATION TO INDENTURE; DEFINITIONS 2 SECTION 1.1. Relation to Indenture 2 SECTION 1.2. Definitions 2 ARTICLE TWO THE SERIES OF DEBT SECURITIES 10 SECTION 2.1. Title of t |
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| April 30, 2025 |
$500,000,000 4.800% Senior Notes due 2030 Filed Pursuant to Rule 424(b)(2) Registration No. 333-268289 PROSPECTUS SUPPLEMENT (To Prospectus Dated November 10, 2022) $500,000,000 4.800% Senior Notes due 2030 The Company: We are an international producer and marketer of beer, wine, and spirits with operations in the U.S., Mexico, New Zealand, and Italy with powerful, consumer-connected, high-quality brands like Modelo Especial, Corona Extra |
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| April 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 29, 2025 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commissio |
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| April 30, 2025 |
EX-1.1 Exhibit 1.1 Constellation Brands, Inc. 4.800% Senior Notes Due 2030 Underwriting Agreement April 29, 2025 BofA Securities, Inc. BNP Paribas Securities Corp. Goldman Sachs & Co. LLC J.P. Morgan Securities LLC as Representatives of the Underwriters c/o BofA Securities, Inc. One Bryant Park New York, New York 10036 c/o BNP Paribas Securities Corp. 787 Seventh Avenue New York, New York 10019 c/ |
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| April 30, 2025 |
Exhibit 107 Calculation of Filing Fee Table 424(b)(2) (Form Type) Constellation Brands, Inc. |
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| April 29, 2025 |
FWP Issuer Free Writing Prospectus filed pursuant to Rule 433 supplementing the Preliminary Prospectus Supplement dated April 29, 2025 Registration No. |
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| April 29, 2025 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 29, 2025 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commissio |
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| April 29, 2025 |
SUBJECT TO COMPLETION, DATED APRIL 29, 2025 Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-268289 Information contained in this prospectus supplement and the accompanying prospectus is not complete and may be changed. This prospectus supplement and the accompanying prospectus shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any jurisdicti |
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| April 29, 2025 |
CONSTELLATION BRANDS PRICES OFFERING OF SENIOR NOTES Exhibit 99.1 CONSTELLATION BRANDS PRICES OFFERING OF SENIOR NOTES ROCHESTER, N.Y., April 29, 2025 - Constellation Brands, Inc. (NYSE: STZ), a leading beverage alcohol company, announced today that it priced the public offering of $500.0 million aggregate principal amount of 4.800% Senior Notes due 2030 (the "notes") for a public offering price of 99.824% of the principal amount of the notes. The n |
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| April 28, 2025 |
Exhibit 4.1 Execution Version RESTATEMENT AGREEMENT RESTATEMENT AGREEMENT, dated as of April 28, 2025 (this “Restatement Agreement”), among Constellation Brands, Inc., a Delaware corporation (the “Company”), and CB International Finance S.à r.l., a private limited liability company (société à responsabilité limitée) incorporated and existing under the laws of Luxembourg, having its registered offi |
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| April 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 28, 2025 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commissio |
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| April 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 28, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-084 |
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| April 23, 2025 |
Subsidiaries of the Company (filed herewith). Exhibit 21.1 SUBSIDIARIES OF CONSTELLATION BRANDS, INC. As of March 1, 2025 PLACE OF SUBSIDIARY INCORPORATION/FORMATION ALCOFI Inc. New York Allberry, Inc. California Austin Cocktails Investments, LLC Texas Bebidas Espirituosas Constellation Mexico, S. de R.L. de C.V. Mexico CB Blue Holdings LLC Delaware CB Brand Strategies, LLC Delaware CB Brand Strategies II, LLC Delaware CB Brandy LLC Delaware |
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| April 23, 2025 |
s Insider Trading Policy (filed herewith). Exhibit 19.1 CONSTELLATION BRANDS, INC. CORPORATE POLICY TITLE OF POLICY: Insider Trading Policy REVISED DATE: April 9, 2025 ISSUED BY: Vice President, Associate General Counsel, Legal POLICY CONTACTS: [****] POLICY NUMBER: N/A SCOPE: This Policy applies to all employees, officers, and members of the Board of Directors of the Company and to family members (as defined herein), other members of a pe |
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| April 14, 2025 |
Exhibit 99.1 CONSTELLATION BRANDS ANNOUNCES INDUSTRY VETERAN PAULA ERICKSON AS INCOMING CHIEF HUMAN RESOURCES OFFICER Kris Carey to step down from her current role as EVP and Chief Human Resources Officer and will depart the company in May 2025 Rochester, N.Y., Apr. 14, 2025 – Constellation Brands (NYSE: STZ), a leading beverage alcohol company, announced today that Paula Erickson will join the co |
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| April 14, 2025 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 14, 2025 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commissio |
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| April 9, 2025 |
Apri l 9 , 2025 FY25 FINANCIAL RESULTS & FY26 TO FY28 OUTLOOK Exhibit 99.2 This presentation, including the oral statements made in the live conference call in connection herewith, contain forward-looking statements that are based on certain assumptions, estimates, expectations, plans, analyses, and opinions made by management in light of their experience and perception of historical trends, curre |
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| April 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 9, 2025 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commission |
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| April 9, 2025 |
Exhibit 99.3 CONSTELLATION BRANDS REPOSITIONS WINE AND SPIRITS BUSINESS TO A PORTFOLIO OF EXCLUSIVELY HIGHER-GROWTH, HIGHER-MARGIN BRANDS ALIGNED TO CONSUMER-LED PREMIUMIZATION TRENDS •Signs agreement with The Wine Group to divest1 primarily mainstream wine brands and related facilities from its wine and spirits portfolio •Retained portfolio for Constellation includes a collection of award-winning |
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| April 9, 2025 |
Exhibit 99.1 Delivers Enterprise Net Sales Growth in Softer Consumer Demand Environment and Drives Significant Operating Leverage Through Cost Savings and Efficiency Initiatives Exceeds Operating and Free Cash Flow Outlook and Returns Nearly $1.9 Billion to Shareholders in Fiscal 2025, Including Over $1.1 Billion in Share Repurchases Announces Separately Divestiture of Remaining Mainstream Wine Br |
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| February 18, 2025 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 18, 2025 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commis |
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| February 18, 2025 |
Exhibit 99.1 CONSTELLATION BRANDS ANNOUNCES DEPARTURE OF E. YURI HERMIDA, EXECUTIVE VICE PRESIDENT, CHIEF GROWTH & STRATEGY OFFICER Mallika Monteiro to serve as interim Chief Growth & Strategy Officer, in addition to her current responsibilities as Executive Vice President, Managing Director – Beer Brands Rochester, N.Y., Feb. 18, 2025 – Constellation Brands (NYSE: STZ), a leading beverage alcohol |
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| January 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number |
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| January 10, 2025 |
Form of Executive Employment Agreement between the Company and a former Executive Officer. Exhibit 10.1 EXECUTIVE EMPLOYMENT AGREEMENT This Agreement is made as of between Constellation Brands, Inc., a Delaware corporation (“Constellation”), and (“Executive”). [Executive has contributed substantially to the growth and success of Constellation. Accordingly,] Constellation desires to retain Executive’s services as set forth in the Agreement and to provide the necessary consideration to as |
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| January 10, 2025 |
CONSTELLATION BRANDS DECLARES QUARTERLY DIVIDEND Exhibit 99.2 CONSTELLATION BRANDS DECLARES QUARTERLY DIVIDEND ROCHESTER, N.Y., Jan. 9, 2025 – Constellation Brands, Inc. (NYSE: STZ), a leading beverage alcohol company, announced today that on January 8, 2025, its Board of Directors declared a quarterly cash dividend of $1.01 per share of Class A Common Stock payable on February 21, 2025, to stockholders of record as of the close of business on F |
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| January 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 8, 2025 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commissi |
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| January 10, 2025 |
Exhibit 99.1 Beer Business Continues to Deliver Volume Growth, Disciplined Pricing Actions, and Additional Cost Savings While Driving Incremental Marketing Investments Company Returns Another ~$220 Million to Shareholders in Share Repurchases While Continuing to Advance Broader Disciplined Capital Allocation Priorities Updates Fiscal 2025 Outlook With Reduced Growth Expectations for Net Sales and |
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| December 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 3, 2024 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commiss |
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| December 3, 2024 |
Exhibit 99.1 CONSTELLATION BRANDS AGREES TO DIVEST SVEDKA; CONTINUES THE RESHAPING OF WINE & SPIRITS PORTFOLIO TOWARDS THE HIGHER END Rochester, N.Y., Dec. 3, 2024 – Constellation Brands (NYSE: STZ), a leading beverage alcohol company, today announced that it has reached an agreement with global spirits company Sazerac, to divest its SVEDKA brand. This transaction is expected to close in the comin |
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| November 13, 2024 |
SC 13G 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Constellation Brands, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 21036P108 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate bo |
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| November 13, 2024 |
STZ / Constellation Brands, Inc. / Capital World Investors - SEC SCHEDULE 13G Passive Investment SC 13G 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Constellation Brands, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 21036P108 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate bo |
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| October 8, 2024 |
CONSTELLATION BRANDS APPOINTS E. YURI HERMIDA AS NEW EVP, CHIEF GROWTH & STRATEGY OFFICER Exhibit 99.1 CONSTELLATION BRANDS APPOINTS E. YURI HERMIDA AS NEW EVP, CHIEF GROWTH & STRATEGY OFFICER ROCHESTER, N.Y., Oct. 8, 2024 – Constellation Brands (NYSE: STZ), a leading beverage alcohol company, today announced the appointment of E. Yuri Hermida as the company’s new Executive Vice President, Chief Growth & Strategy Officer. In this role, Hermida will be responsible for Consumer Insights |
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| October 8, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 8, 2024 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commissi |
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| October 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 3, 2024 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commissi |
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| October 3, 2024 |
$$/20(,$00$*(3$/0-*(#(#(,&*$(&(1$1 *$0/-41' ,# (,1 (,0 -+$,12+-%. |
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| October 3, 2024 |
s Non-Qualified Savings Plan, amended and restated effective as of January 1, 2025 (filed herewith). Exhibit 10.2 CONSTELLATION BRANDS NON-QUALIFIED SAVINGS PLAN Table of Contents Page PREAMBLE 1 ARTICLE I DEFINITIONS 2 1.1 Account 2 1.2 Affiliate 2 1.3 Aggregated Plan 2 1.4 Annual Bonus 2 1.5 Annual Enrollment Materials 2 1.6 Beneficiary 2 1.7 Benefit Benchmarks 2 1.8 Board 2 1.9 Change in Control Event 2 1.10 Class Year Account 3 1.11 Code 3 1.12 Compensation 3 1.13 Compensation Deferral Agreem |
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| October 3, 2024 |
Description of Compensation Arrangements, as of July 17, 2024, for Non-Management Directors. Exhibit 10.1 Description of Compensation Arrangements for Non-Management Directors As of July 17, 2024 The following is a description of the compensation arrangements for the non-management directors of Constellation Brands, Inc. The Company’s annual compensation program for non-management directors for their service as directors consists of a board cash retainer, a non-executive board chair cash |
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| October 3, 2024 |
Exhibit 99.1 Beer Business Delivers Solid Mid-Single Digit Net Sales Growth and Maintains Momentum of Operating Margin Expansion With Double-Digit Operating Income Growth Company Continues to Outpace CPG Sector Dollar Sales Growth and Advances Capital Allocation Priorities, Achieving Net Leverage Ratio Target While Returning ~$250 Million to Shareholders in Share Repurchases Net Sales Operating In |
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| October 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: |
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| October 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 1, 2024 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commissi |
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| September 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 2, 2024 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commis |
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| September 3, 2024 |
Exhibit 99.1 CONSTELLATION BRANDS UPDATES FISCAL 2025 OUTLOOK Updates reported EPS guidance to $3.05 - $7.92 and raises lower-end of comparable EPS guidance to $13.60 - $13.80, affirming double-digit comparable EPS growth expectation (1) Updates Enterprise net sales growth to 4% - 6%, reported operating income decline to (68)% - (36)% including an expected Wine and Spirits goodwill impairment loss |
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| August 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 29, 2024 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commissi |
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| July 18, 2024 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 17, 2024 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commission |
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| July 3, 2024 |
Exhibit 10.2 PERFORMANCE SHARE UNIT AGREEMENT Pursuant to the CONSTELLATION BRANDS, INC. LONG-TERM STOCK INCENTIVE PLAN Name of Participant: Grant Date: Target Number of Performance Share Units: Service Vesting Date: Earliest Retirement Date: The first November 1st that is at least six months following the Date of Grant PSU Payment Period Within the two-week period following the Service Vesting Da |
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| July 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 2, 2024 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commission |
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| July 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001 |
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| July 3, 2024 |
Exhibit 99.1 Achieves Solid Start to Fiscal 2025 as Beer Business Maintains Strong Volume Growth and Delivers Operating Margin Expansion Returns Over $240 Million to Shareholders in Share Repurchases Through June 2024 Net Sales Operating Income (Loss) Net Income (Loss) Attributable to CBI Adjusted Earnings Before Interest & Taxes Diluted Net Income (Loss) Per Share Attributable to CBI (EPS) First |
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| July 3, 2024 |
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| June 14, 2024 |
Main Post Office, P.O. Box 751 www.asyousow.org Berkeley, CA 94704 BUILDING A SAFE, JUST, AND SUSTAINABLE WORLD SINCE 1992 Notice of Exempt Solicitation Pursuant to Rule 14a-103 Name of the Registrant: Constellation Brads Inc Name of persons relying on exemption: As You Sow® on behalf of Warren Wilson College Address of persons relying on exemption: Main Post Office, P.O. Box 751, Berkeley, CA 947 |
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| June 13, 2024 |
Main Post Office, P.O. Box 751 www.asyousow.org Berkeley, CA 94704 BUILDING A SAFE, JUST, AND SUSTAINABLE WORLD SINCE 1992 Notice of Exempt Solicitation Pursuant to Rule 14a-103 Name of the Registrant: Constellation Brands Inc (STZ) Name of persons relying on exemption: As You Sow® Address of persons relying on exemption: Main Post Office, P.O. Box 751, Berkeley, CA 94704 Written materials are sub |
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| June 3, 2024 |
WORTH REACHING FOR NOTICE OF VIRTUAL ANNUAL MEETING OF STOCKHOLDERS AND 2024 PROXY STATEMENTVIRTUAL ANNUAL MEETING OF STOCKHOLDERS May 27, 2024 To Our Stockholders: On behalf of the Board of Directors, you are cordially invited to attend the 2024 Virtual Annual Meeting of Stockholders of Constellation Brands, Inc. |
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| June 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin |
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| June 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| June 3, 2024 |
WORTH REACHING FOR FISCAL YEAR 2024 ANNUAL REPORTI’m extremely proud to say that our team delivered another strong year of financial performance in Fiscal 2024, driving a more than half a billion dollar increase in net sales at an enterprise level. |
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| April 23, 2024 |
Incentive Compensation Recoupment Policy Exhibit 97.1 Constellation Brands, Inc. Incentive Compensation Recoupment Policy Effective as of April 4, 2023 I. Introduction. The Human Resources Committee (the “Committee”) of the Board of Directors of Constellation Brands, Inc. (the “Company”) believes that it is in the best interests of the Company and its stockholders to create and maintain a culture that emphasizes integrity and accountabil |
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| April 23, 2024 |
Subsidiaries of the Company (filed herewith). Exhibit 21.1 SUBSIDIARIES OF CONSTELLATION BRANDS, INC. As of March 1, 2024 PLACE OF SUBSIDIARY INCORPORATION/FORMATION ALCOFI Inc. New York Allberry, Inc. California Austin Cocktails Investments, LLC Texas BC Tenedora Inmobiliaria, S. de R.L. de C.V. Mexico Bebidas Espirituosas Constellation Mexico, S. de R.L. de C.V. Mexico CB Blue Holdings LLC Delaware CB Brand Strategies, LLC Delaware CB Brand |
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| April 23, 2024 |
Executive Employment Agreement made as of March 11, 2024, between the Company and Samuel J. Glaetzer Exhibit 10.10 EXECUTIVE EMPLOYMENT AGREEMENT This Agreement is made as of March 11, 2024 between Constellation Brands, Inc., a Delaware corporation (“Constellation”), and Samuel J. Glaetzer (“Executive”). Constellation desires to retain Executive’s services as set forth in the Agreement and to provide the necessary consideration to assure such services. Constellation and Executive therefore agree |
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| April 23, 2024 |
Executive Employment Agreement Release of Claims Exhibit 10.8.1 FULL AND FINAL RELEASE OF CLAIMS 1. In consideration of the payments provided for in Sections 6(b)-(d) of the Executive Employment Agreement (hereinafter referred to as the “Employment Agreement”) between CONSTELLATION BRANDS, INC. and ROBERT L. HANSON (hereinafter referred to as “Executive”), on behalf of himself, his heirs, administrators and assigns, Executive hereby releases and |
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| April 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 29, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-084 |
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| April 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 18, 2024 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commissio |
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| April 18, 2024 |
Exhibit 99.1 CONSTELLATION BRANDS ANNOUNCES CONVERSION OF COMMON SHARES AND EXCHANGE OF PROMISSORY NOTE INTO EXCHANGEABLE SHARES OF CANOPY GROWTH CORPORATION VICTOR, N.Y., Apr. 18, 2024 – Constellation Brands, Inc. (NYSE: STZ), a leading beverage alcohol company, announced today that its indirect, wholly-owned subsidiaries, Greenstar Canada Investment Limited Partnership (“Greenstar”) and CBG Hold |
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| April 11, 2024 |
3 ""!.&. ( 0/(++'.""-0.&*"..0/,"-#+-).- +2/%3," //&+*. "(&1"-.,"-/&*$.%(+2/&$%*!+#0&!* "*!-"" .%(+23 ""!&*$ 0&!* "%&("+*/&*0&*$/+3" 0/"$&*./&. &,(&*"!,&/ (((+ /&+*-&+-&/&". ..0".&. ( 0/(++'(&$*"!2&/%"!&0)"-)*/"-,-&." -$"/. ):I .6A:H *E:G6I>C< $C8DB:'DHH ):I$C8DB:'DHH IIG>7JI67A:ID$ 9?JHI |
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| April 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 10, 2024 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commissio |
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| April 11, 2024 |
Exhibit 99.1 Exceeds Fiscal 2024 EPS Outlook as Beer Business Outperforms Growth Expectations Delivers Operating Cash Flow at High End of Guidance and Free Cash Flow Exceeding Guidance While Continuing to Execute Against Disciplined Capital Allocation Priorities Issues Fiscal 2025 Outlook Aligned with Medium-Term Enterprise Targets Net Sales Operating Income (Loss) Net Income (Loss) Attributable t |
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| March 11, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 11, 2024 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commissio |
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| March 11, 2024 |
Exhibit 99.1 CONSTELLATION BRANDS APPOINTS SAM GLAETZER TO LEAD COMPANY’S WINE & SPIRITS DIVISION Industry Veteran Brings Nearly 30 Years of Commercial and Operational Experience to Help Fuel Next Wave of Growth for Company’s Wine & Spirits Business VICTOR, N.Y., March 11, 2024 – Constellation Brands (NYSE: STZ), a leading beverage alcohol company, today announced that Sam Glaetzer has been appoin |
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| February 20, 2024 |
CONSTELLATION BRANDS ANNOUNCES ELECTION OF CHRISTOPHER J. BALDWIN AS NEW INDEPENDENT BOARD CHAIR Exhibit 99.1 CONSTELLATION BRANDS ANNOUNCES ELECTION OF CHRISTOPHER J. BALDWIN AS NEW INDEPENDENT BOARD CHAIR VICTOR, N.Y. Feb. 20, 2024 – Constellation Brands, Inc. (NYSE: STZ), a leading beverage alcohol company, today announced the election of Christopher J. Baldwin of CVC Advisors (U.S.) Inc., a leading global private markets manager, to serve as a member of Constellation’s board of directors, |
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| February 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 17, 2024 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commis |
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| February 13, 2024 |
STZ / Constellation Brands, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv0673-constellationbrandsin.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 12)* Name of issuer: Constellation Brands, Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 21036P108 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the approp |
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| January 29, 2024 |
STZ / Constellation Brands, Inc. / BlackRock Inc. Passive Investment SC 13G/A 1 us21036p1084012924.txt us21036p1084012924.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 9) CONSTELLATION BRANDS INC - (Name of Issuer) Class A Common Stock - (Title of Class of Securities) 21036P108 - (CUSIP Number) December 31, 2023 - (Date of Event Which Requires Filing of this Statement) Check the a |
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| January 11, 2024 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 11, 2024 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commiss |
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| January 11, 2024 |
Exhibit 4.1 CONSTELLATION BRANDS, INC., as Issuer and MANUFACTURERS AND TRADERS TRUST COMPANY, as Trustee Supplemental Indenture No. 34 Dated as of January 11, 2024 4.800% Senior Notes due 2029 TABLE OF CONTENTS Page ARTICLE ONE RELATION TO INDENTURE; DEFINITIONS 2 SECTION 1.1. Relation to Indenture. 2 SECTION 1.2. Definitions. 2 ARTICLE TWO THE SERIES OF DEBT SECURITIES 10 SECTION 2.1. Title of t |
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| January 10, 2024 |
EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables 424(b)(2)1 (Form Type) Constellation Brands, Inc. |
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| January 10, 2024 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 9, 2024 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commissi |
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| January 10, 2024 |
$400,000,000 4.800% Senior Notes due 2029 Table of Contents Filed Pursuant to Rule 424(b)(2) Registration No. 333-268289 PROSPECTUS SUPPLEMENT (To Prospectus Dated November 10, 2022) $400,000,000 4.800% Senior Notes due 2029 The Company: We are an international producer and marketer of beer, wine, and spirits with operations in the U.S., Mexico, New Zealand, and Italy with powerful, consumer-connected, high-quality brands like Corona Extr |
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| January 10, 2024 |
Exhibit 1.1 Constellation Brands, Inc. 4.800% Senior Notes Due 2029 Underwriting Agreement January 9, 2024 BofA Securities, Inc. Goldman Sachs & Co. LLC J.P. Morgan Securities LLC Wells Fargo Securities, LLC as Representatives of the Underwriters c/o BofA Securities, Inc. One Bryant Park New York, New York 10036 c/o Goldman Sachs & Co. LLC 200 West Street New York, New York 10282-2198 c/o J.P. Mor |
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| January 9, 2024 |
Issuer Free Writing Prospectus filed pursuant to Rule 433 supplementing the Preliminary Prospectus Supplement dated January 9, 2024 Registration No. |
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| January 9, 2024 |
CONSTELLATION BRANDS PRICES OFFERING OF SENIOR NOTES Exhibit 99.1 CONSTELLATION BRANDS PRICES OFFERING OF SENIOR NOTES VICTOR, N.Y., January 9, 2024 - Constellation Brands, Inc. (NYSE: STZ), a leading beverage alcohol company, announced today that it priced the public offering of $400.0 million aggregate principal amount of 4.800% Senior Notes due 2029 (the "notes") for a public offering price of 99.889% of the principal amount of the notes. The not |
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| January 9, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 9, 2024 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commissi |
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| January 9, 2024 |
SUBJECT TO COMPLETION, DATED JANUARY 9, 2024 Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-268289 Information contained in this prospectus supplement and the accompanying prospectus is not complete and may be changed. This prospectus supplement and the accompanying prospectus shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any jurisdicti |
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| January 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 4, 2024 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commissi |
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| January 5, 2024 |
Exhibit 99.1 Exhibit 99.1 CONSTELLATION BRANDS ANNOUNCES WINE & SPIRITS LEADERSHIP TRANSITION Robert Hanson to Step Down as EVP & President, Wine & Spirits Division Effective February 29, 2024 Company Initiates Search to Identify New Leader to Guide Next Phase of Growth for Its Wine & Spirits Business VICTOR, N.Y., Jan. 4, 2024 – Constellation Brands, Inc. (NYSE: STZ), a leading beverage alcohol c |
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| January 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number |
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| January 5, 2024 |
Constellation Delivers Strong Enterprise Results And Raises Operating And Free Cash Flow Guidance For Fiscal 2024 Sustained Growth Momentum In Beer Business Supports Strong Third Quarter Results And Increase In Fiscal 2024 Outlook For Operating Income Growth In Beer Business Net Sales Operating Income (Loss) Net Income (Loss) Attributable to CBI Adjusted Earnings Before Interest & Taxes Diluted Net Income (Loss) Per Share Attributable to CBI (EPS) EPS Excluding Canopy EIE Third Quarter Fiscal Year 2024 Financial Highlights (1) | In millions, except per share data Reported $2,471 $797 $509 $755 $2. |
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| January 5, 2024 |
Exhibit 99.1 Constellation Delivers Strong Enterprise Results And Raises Operating And Free Cash Flow Guidance For Fiscal 2024 Sustained Growth Momentum In Beer Business Supports Strong Third Quarter Results And Increase In Fiscal 2024 Outlook For Operating Income Growth In Beer Business Net Sales Operating Income (Loss) Net Income (Loss) Attributable to CBI Adjusted Earnings Before Interest & Tax |
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| January 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 4, 2024 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commissi |
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| November 2, 2023 |
2023VICE PRESIDENT, INVESTOR RELATIONS JOSEPH SUAREZThis presentation, including the oral statements made in connection herewith, contain forward-looking statements that are based on certain assumptions, estimates, expectations, plans, analyses, and opinions made by management in light of their experience and perception of historical trends, current conditions, and expected future developments, as well as other factors management believes are appropriate in the circumstances. |
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| November 2, 2023 |
2023 VICE PRESIDEN T, INVESTOR RELATIONS JOSEPH SUAREZ This presentation, including the oral statements made in connection herewith, contain forward-looking statements that are based on certain assumptions, estimates, expectations, plans, analyses, and opinions made by management in light of their experience and perception of historical trends, current conditions, and expected future developments, as well as other factors management believes are appropriate in the circumstances. |
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| November 2, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 2, 2023 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commiss |
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| November 2, 2023 |
Exhibit 99.1 CONSTELLATION BRANDS TO OUTLINE STRATEGIC FOUNDATION FOR CONTINUED GROWTH AT 2023 INVESTOR DAY Beer Business Medium-Term ~7-9% Net Sales Growth and ~39-40% Operating Margins Outlook Unchanged Wine & Spirits Business Now Expects Medium-Term ~1-3% Net Sales Growth and ~25-26% Operating Margins Company Targeting Annual Low Double-Digit Diluted EPS Growth (Excluding Canopy EIE) Over Mediu |
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| October 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: |
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| October 5, 2023 |
Exhibit 99.1 Beer Business Generates Double-Digit Net Sales and Operating Income Growth Supporting Uplift in its Fiscal 2024 Guidance to Higher-End of Initial Ranges Modelo Especial Continues to Deliver Leading Share Gains and Extends Leading Position in U.S. Beer Category in Dollar Sales in Tracked Channels Raises Earnings Per Share Guidance For Fiscal 2024 Net Sales Operating Income (Loss) Net I |
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| October 5, 2023 |
##.1/'+#//#+#.0#/,1 )#'%'0#0)#/+"-#.0'+%+ !,*#.,30& 1-,.0'+%-)'$0'+'0/'/!) 1'"+!#0,'%&#.+",$ +'0')+%#/ ,"#),/-#!'),+0'+1#/0,#)'2#.#"'+%&.#'+/+" 40#+"/#"'+%,/'0',+'+##.0#%,.5'+,)).)#/ '+.!(#"&++#)/ '/#/.+'+%/#.&.#1'"+!#,.'/!) ):I .6A:H *E:G6I>C< $C8DB:'DHH ):I$C8DB:'DHH |
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| October 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 4, 2023 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commissi |
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| July 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 18, 2023 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commission |
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| July 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 18, 2023 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commission |
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| July 18, 2023 |
EX-10.1 Exhibit 10.1 COOPERATION AGREEMENT This Cooperation Agreement (this “Agreement”), dated as of July 18, 2023 (the “Effective Date”), is by and among Elliott Investment Management L.P., a Delaware limited partnership, Elliott Associates, L.P., a Delaware limited partnership, and Elliott International, L.P., a Cayman Islands limited partnership (each, an “Elliott Party,” and together, the “El |
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| July 18, 2023 |
Description of Compensation Arrangements EX-10.2 Exhibit 10.2 Description of Compensation Arrangements for Non-Management Directors As of July 18, 2023 The following is a description of the compensation arrangements for the non-management directors of Constellation Brands, Inc. The Company’s annual compensation program for non-management directors for their service as directors consists of a board cash retainer, a non-executive board cha |
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| July 18, 2023 |
EX-99.1 Exhibit 99.1 CONSTELLATION BRANDS ANNOUNCES GOVERNANCE ENHANCEMENTS, ELECTS TWO NEW INDEPENDENT DIRECTORS Luca Zaramella, CFO of Mondelēz International and William T. Giles, Former CFO of AutoZone to Join the Company’s Board of Directors Constellation Enters into Cooperation and Information Sharing Agreements with Elliott Investment Management L.P. Company to Host Investor Day This Fall VI |
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| July 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| July 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 10, 2023 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commission |
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| July 10, 2023 |
Exhibit 99.1 c/o WildStar Partners LLC 110 E. Atlantic Ave Suite 200 Delray Beach FL 33444 July 10, 2023 Constellation Brands, Inc. 207 High Point Drive, Bldg. 100 Victor, NY 14564 Attn: James O. Bourdeau, Executive Vice President and Chief Legal Officer Re: Waiver of Right to Non-Voting Board Committee Role Dear Jim, Reference is made to the Reclassification Agreement, dated as of June 30, 2022, |
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| July 6, 2023 |
Exhibit 99.1 CONSTELLATION BRANDS ANNOUNCES RETIREMENT OF ROB SANDS FROM ROLE AS CHAIR OF THE COMPANY’S BOARD OF DIRECTORS VICTOR, N.Y., July 6, 2023 - Constellation Brands, Inc. (NYSE: STZ), a leading beverage alcohol company, today announced that Rob Sands will retire from his role as Chair of Constellation’s Board of Directors and will not stand for re-election as Board Chair following the comp |
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| July 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 6, 2023 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commission |
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| July 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| June 30, 2023 | ||
| June 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001 |
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| June 30, 2023 |
Exhibit 99.1 Industry-Leading Growth of Beer Business Generates Double-Digit Net Sales Increase Modelo Especial Continues to Deliver Strong Performance and Leading Share Gains in U.S. Beer Category in Dollar Sales in Tracked Channels Net Sales Operating Income (Loss) Net Income (Loss) Attributable to CBI Adjusted Earnings Before Interest & Taxes Diluted Net Income (Loss) Per Share Attributable to |
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| June 30, 2023 |
Exhibit 10.1 STOCK OPTION AGREEMENT - GLOBAL TERMS AND CONDITIONS OF STOCK OPTIONS CLASS 1 COMMON STOCK Name of Participant: Grant Date: Number of Options Granted: Exercise Price: Vesting Dates and Shares to Vest: VEST DATE SHARES Earliest Retirement Date: The first November 1st that is at least six months following the Grant Date Termination Date: Constellation Brands, Inc. (the “Company”) hereby |
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| June 30, 2023 |
Exhibit 10.2 RESTRICTED STOCK UNIT AGREEMENT Pursuant to the CONSTELLATION BRANDS, INC. LONG-TERM STOCK INCENTIVE PLAN Name of Participant: Grant Date: Number of Restricted Stock Units: Vesting Dates and Shares to Vest: VEST DATE SHARE Earliest Retirement Date: The first November 1st that is at least six months following the Grant Date Constellation Brands, Inc. (the “Company”) hereby awards to th |
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| June 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 29, 2023 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commission |
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| June 30, 2023 |
Exhibit 10.3 PERFORMANCE SHARE UNIT AGREEMENT Pursuant to the CONSTELLATION BRANDS, INC. LONG-TERM STOCK INCENTIVE PLAN Name of Participant: Grant Date: Target Number of Performance Share Units: Service Vesting Date: Earliest Retirement Date: The first November 1st that is at least six months following the Date of Grant PSU Payment Period Within the two-week period following the Service Vesting Da |
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| June 13, 2023 |
Main Post Office, P.O. Box 751 www.asyousow.org Berkeley, CA 94704 BUILDING A SAFE, JUST, AND SUSTAINABLE WORLD SINCE 1992 Notice of Exempt Solicitation Pursuant to Rule 14a-103 Name of the Registrant: Constellation Brands, Inc. Name of persons relying on exemption: As You Sow Address of persons relying on exemption: Main Post Office, P.O. Box 751, Berkeley, CA 94704 Written materials are submitte |
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| June 12, 2023 |
United States securities and exchange commission logo June 12, 2023 Garth Hankinson Chief Financial Officer Constellation Brands, Inc. |
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| June 12, 2023 |
Main Post Office, P.O. Box 751 www.asyousow.org Berkeley, CA 94704 BUILDING A SAFE, JUST, AND SUSTAINABLE WORLD SINCE 1992 Notice of Exempt Solicitation Pursuant to Rule 14a-103 Name of the Registrant: Constellation Brads, Inc. Name of persons relying on exemption: As You Sow Address of persons relying on exemption: Main Post Office, P.O. Box 751, Berkeley, CA 94704 Written materials are submitted |
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| June 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin |
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| June 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| June 1, 2023 |
WORTH REACHING FOR FISCAL YEAR 2023 ANNUAL REPORTAs I enter my fifth year as President & Chief Executive Officer at Constellation Brands, I’m extremely proud of the consistent high performance and strong results delivered by our core business year after year. |
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| May 25, 2023 |
May 25, 2023 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F Street, N. |
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| May 16, 2023 |
United States securities and exchange commission logo May 16, 2023 Garth Hankinson Chief Financial Officer Constellation Brands, Inc. |
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| May 12, 2023 |
EX-99.1 Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, each of the persons named below agrees to the joint filing of this Amendment to Schedule 13D, including amendments thereto, with respect to the shares of Class A Common Stock, par value $0.01 per share, of Constellation Brands, Inc. and further agrees that |
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| May 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 10, 2023 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commission |
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| May 12, 2023 |
STZ / Constellation Brands Inc - Class A / Sands Richard Et Al - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 13)* Constellation Brands, Inc. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) Class A 21036P 10 8 (CUSIP Number) David M. Silk, Esq. Victor Goldfeld, Esq. Wachtell, Lipton, Rosen & Katz 51 W 52nd Str |
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| May 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 1, 2023 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commission F |
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| May 1, 2023 |
EX-4.1 Exhibit 4.1 CONSTELLATION BRANDS, INC., as Issuer and MANUFACTURERS AND TRADERS TRUST COMPANY, as Trustee Supplemental Indenture No. 33 Dated as of May 1, 2023 4.900% Senior Notes due 2033 TABLE OF CONTENTS Page ARTICLE ONE RELATION TO INDENTURE; DEFINITIONS 2 SECTION 1.1. Relation to Indenture 2 SECTION 1.2. Definitions 2 ARTICLE TWO THE SERIES OF DEBT SECURITIES 11 SECTION 2.1. Title of t |
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| April 28, 2023 |
EX-1.1 Exhibit 1.1 Constellation Brands, Inc. 4.900% Senior Notes Due 2033 Underwriting Agreement April 27, 2023 BofA Securities, Inc. Goldman Sachs & Co. LLC J.P. Morgan Securities LLC Wells Fargo Securities, LLC as Representatives of the Underwriters c/o BofA Securities, Inc. One Bryant Park New York, New York 10036 c/o Goldman Sachs & Co. LLC 200 West Street New York, New York 10282-2198 c/o J. |
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| April 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 27, 2023 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commissio |
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| April 28, 2023 |
$750,000,000 4.900% Senior Notes due 2033 424B2 Table of Contents Filed Pursuant to Rule 424(b)(2) Registration No. 333-268289 PROSPECTUS SUPPLEMENT (To Prospectus Dated November 10, 2022) $750,000,000 4.900% Senior Notes due 2033 The Company: We are an international producer and marketer of beer, wine, and spirits with operations in the U.S., Mexico, New Zealand, and Italy with powerful, consumer-connected, high-quality brands like Coron |
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| April 28, 2023 |
EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables 424(b)(2)1 (Form Type) Constellation Brands, Inc. |
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| April 27, 2023 |
FWP Issuer Free Writing Prospectus filed pursuant to Rule 433 supplementing the Preliminary Prospectus Supplement dated April 27, 2023 Registration No. |
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| April 27, 2023 |
CONSTELLATION BRANDS PRICES OFFERING OF SENIOR NOTES Exhibit 99.1 CONSTELLATION BRANDS PRICES OFFERING OF SENIOR NOTES VICTOR, N.Y., April 27, 2023 - Constellation Brands, Inc. (NYSE: STZ), a leading beverage alcohol company, announced today that it priced the public offering of $750.0 million aggregate principal amount of 4.900% Senior Notes due 2033 (the “notes”) for a public offering price of 99.306% of the principal amount of the notes. The note |
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| April 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 27, 2023 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commissio |
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| April 27, 2023 |
SUBJECT TO COMPLETION, DATED APRIL 27, 2023 424B3 Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-268289 Information contained in this prospectus supplement and the accompanying prospectus is not complete and may be changed. This prospectus supplement and the accompanying prospectus shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any juri |
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| April 20, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 28, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-084 |
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| April 20, 2023 |
Subsidiaries of the Company (filed herewith). Exhibit 21.1 SUBSIDIARIES OF CONSTELLATION BRANDS, INC. As of March 1, 2023 PLACE OF SUBSIDIARY INCORPORATION/FORMATION ALCOFI Inc. New York Allberry, Inc. California Austin Cocktails Investments, LLC Texas BC Tenedora Inmobiliaria, S. de R.L. de C.V. Mexico Bebidas Espirituosas Constellation Mexico, S. de R.L. de C.V. Mexico Canandaigua Limited England and Wales CB Blue Holdings LLC Delaware CB B |
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| April 20, 2023 |
Exhibit 10.45 Certain identified information has been excluded from this exhibit because it is both not material and is the type that the registrant treats as private or confidential. Omissions are designated with brackets containing asterisks ("[****]"). EXECUTION COPY AMENDED AND RESTATED SUB-LICENSE AGREEMENT BETWEEN MARCAS MODELO, S. DE R.L. DE C.V. AND CONSTELLATION BEERS LTD. DATED: JUNE 7, |
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| April 20, 2023 |
Form of Waiver to Reclassification Agreement Exhibit 10.41 c/o WildStar Partners LLC 110 E. Atlantic Ave Suite 200 Delray Beach FL 33444 February 16, 2023 Constellation Brands, Inc. 207 High Point Drive, Bldg. 100 Victor, NY 14564 Attn: James O. Bourdeau, Executive Vice President and Chief Legal Officer Re: Waiver of FL office benefit Dear Jim, Reference is made to the Reclassification Agreement, dated as of June 30, 2022, by and among Const |
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| April 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 5, 2023 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commission |
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| April 6, 2023 |
Exhibit 99.1 Strong Fiscal 2023 Performance Including Record Net Sales and Operating Income Beer Business Outperforms Net Sales and Operating Income Growth Outlook For Fiscal 2023 Company Exceeds Goal to Return $5 Billion in Share Repurchases and Dividends Quarterly Cash Dividend Per Share of Class A Common Stock Increased by 11% Net Sales Operating Income Net Income (Loss) Attributable to CBI Ear |
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| April 6, 2023 |
1/-,&(0" * $/%-/+ ,"$,"*2#(,&$"-/#$1 *$0 ,# .$/ 1(,&,"-+$ $$/20(,$0021.$/%-/+0$1 *$0 ,#.$/ 1(,&,"-+$/-41' 21*-)-/(0" * -+. ,65"$$#0- *1-$12/, (**(-,(,' /$$.2/"' 0$0 ,#(3(#$,#0 2 /1$/*6 0'(3(#$,#$/' /$-%* 00-++-,1-"),"/$ 0$#!6 )9H .5@9G *D9F5H=B; $B7CA9 )9H$B7CA9'CGG HHF=6IH56@9HC$ 5FB=B;G9:CF9 $BH9 |
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| March 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 26, 2023 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commissio |
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| March 9, 2023 |
CONSTELLATION BRANDS, INC. AND SUBSIDIARIES SUMMARIZED SEGMENT INFORMATION (in millions) March 9, 2023 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F Street, N. |
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| February 28, 2023 |
United States securities and exchange commission logo February 27, 2023 Garth Hankinson Chief Financial Officer Constellation Brands, Inc. |
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| February 23, 2023 |
CAGNY 2023FORWARD-LOOKING STATEMENTS This presentation contains forward-looking statements that are based on certain assumptions, estimates, expectations, plans, analyses, and opinions made by management in light of their experience and perception of historical trends, current conditions, and expected future developments, as well as other factors management believes are appropriate in the circumstances. |
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| February 23, 2023 |
cagnyconference CAGNY 2023 FORWARD-LOOKING STATEMENTS This presentation contains forward-looking statements that are based on certain assumptions, estimates, expectations, plans, analyses, and opinions made by management in light of their experience and perception of historical trends, current conditions, and expected future developments, as well as other factors management believes are appropriate in the circumstances. |
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| February 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 23, 2023 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commis |
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| February 13, 2023 |
STZ / Constellation Brands, Inc. / Capital World Investors - SEC SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Constellation Brands, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 21036P108 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which |
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| February 9, 2023 |
STZ / Constellation Brands, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv0652-constellationbrandsin.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 11)* Name of issuer: Constellation Brands Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 21036P108 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropr |
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| February 9, 2023 |
STZ / Constellation Brands, Inc. / BlackRock Inc. Passive Investment us21036p1084020923.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 8) CONSTELLATION BRANDS INC - (Name of Issuer) Class A Common Stock - (Title of Class of Securities) 21036P108 - (CUSIP Number) December 31, 2022 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the ru |
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| February 2, 2023 |
Exhibit 4.1 CONSTELLATION BRANDS, INC., as Issuer and MANUFACTURERS AND TRADERS TRUST COMPANY, as Trustee Supplemental Indenture No. 32 Dated as of February 2, 2023 5.000% Senior Notes due 2026 TABLE OF CONTENTS Page ARTICLE ONE RELATION TO INDENTURE; DEFINITIONS 2 SECTION 1.1. Relation to Indenture 2 SECTION 1.2. Definitions 2 ARTICLE TWO THE SERIES OF DEBT SECURITIES 11 SECTION 2.1. Title of the |
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| February 2, 2023 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 2, 2023 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commiss |
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| February 1, 2023 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 30, 2023 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commiss |
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| February 1, 2023 |
$500,000,000 5.000% Senior Notes due 2026 Table of Contents Filed Pursuant to Rule 424(b)(2) Registration No. 333-268289 PROSPECTUS SUPPLEMENT (To Prospectus Dated November 10, 2022) $500,000,000 5.000% Senior Notes due 2026 The Company: We are an international producer and marketer of beer, wine, and spirits with operations in the U.S., Mexico, New Zealand, and Italy with powerful, consumer-connected, high-quality brands like Corona Extr |
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| February 1, 2023 |
Exhibit 1.1 Constellation Brands, Inc. 5.000% Senior Notes Due 2026 Underwriting Agreement January 30, 2023 BofA Securities, Inc. Goldman Sachs & Co. LLC J.P. Morgan Securities LLC as Representatives of the Underwriters c/o BofA Securities, Inc. One Bryant Park New York, New York 10036 c/o Goldman Sachs & Co. LLC 200 West Street New York, New York 10282-2198 c/o J.P. Morgan Securities LLC 383 Madi |
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| February 1, 2023 |
EX-FILING FEES 2 d393475dexfilingfees.htm EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables 424(b)(2)1 (Form Type) Constellation Brands, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offeri |
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| January 30, 2023 |
SUBJECT TO COMPLETION, DATED JANUARY 30, 2023 Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-268289 Information contained in this prospectus supplement and the accompanying prospectus is not complete and may be changed. This prospectus supplement and the accompanying prospectus shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any jurisdicti |
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| January 30, 2023 |
CONSTELLATION BRANDS PRICES OFFERING OF SENIOR NOTES Exhibit 99.1 CONSTELLATION BRANDS PRICES OFFERING OF SENIOR NOTES VICTOR, N.Y., Jan. 30, 2023 - Constellation Brands, Inc. (NYSE: STZ), a leading beverage alcohol company, announced today that it priced the public offering of $500.0 million aggregate principal amount of 5.000% Senior Notes due 2026 (the “notes”) for a public offering price of 99.829% of the principal amount of the notes. The notes |
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| January 30, 2023 |
Issuer Free Writing Prospectus filed pursuant to Rule 433 supplementing the Preliminary Prospectus Supplement dated January 30, 2023 Registration No. |
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| January 30, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 30, 2023 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commiss |
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| January 26, 2023 |
Exhibit 99.1 CONSTELLATION BRANDS ANNOUNCES THE DECISION OF JAMES A. LOCKE III TO RETIRE FROM THE COMPANY’S BOARD OF DIRECTORS VICTOR, N.Y., Jan. 26, 2023 – Constellation Brands, Inc. (NYSE: STZ), a leading beverage alcohol company, announced today that James A. Locke III (Jim) has informed the company that he will retire from the company’s Board of Directors at the end of his current term and con |
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| January 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 25, 2023 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commiss |
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| January 5, 2023 | ||
| January 5, 2023 |
Exhibit 99.1 Constellation Delivers Strong Business Performance in Q3 Fiscal 2023 Beer Business Continues to Generate Industry-Leading Growth Beer Business Fiscal 2023 Net Sales and Operating Income Growth Outlook Raised Net Sales Operating Income Net Income (Loss) Attributable to CBI Earnings Before Interest & Taxes (EBIT) Diluted Net Income (Loss) Per Share Attributable to CBI (EPS) Diluted EPS |
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| January 5, 2023 |
Exhibit 10.3 FULL AND FINAL RELEASE OF CLAIMS 1. In consideration of the payments provided for in Sections 6(b)-(f) of the Executive Employment Agreement (hereinafter referred to as the ?Employment Agreement?) between CONSTELLATION BRANDS, INC. and (hereinafter referred to as ?Executive?), which is attached hereto and forms a part of this Full and Final Release of Claims, on behalf of himself, his |
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| January 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number |
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| January 5, 2023 |
Exhibit 10.4 JOINDER The undersigned is executing and delivering this Joinder pursuant to the Reclassification Agreement dated as of June 30, 2022 (as amended, modified and supplemented from time to time, the ?Reclassification Agreement?), by and among Constellation Brands, Inc., a Delaware corporation (the ?Company?), and the other persons named as parties therein (including pursuant to other Joi |
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| January 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 4, 2023 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commissi |
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| December 5, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 5, 2022 CONSTELLATION BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-08495 16-0716709 (State or other jurisdiction of incorporation) (Commiss |
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| December 5, 2022 |
EX-99.1 2 d418551dex991.htm EX-99.1 Exhibit 99.1 2022 MORGAN STANLEY GLOBAL CONSUMER & RETAIL CONFERENCE DECEMBER 6, 2022 FORWARD-LOOKING STATEMENTS This presentation contains forward-looking statements that are based on certain assumptions, estimates, expectations, plans, analyses, and opinions made by management in light of their experience and perception of historical trends, current conditions |