CONSTELLATION BRANDS, INC.·4

May 5, 4:43 PM ET

Sabia James A. Jr. 4

4 · CONSTELLATION BRANDS, INC. · Filed May 5, 2026

Research Summary

AI-generated summary of this filing

Updated

Constellation Brands EVP James Sabia Exercises Awards; 1,508 Shares Withheld

What Happened

  • James A. Sabia Jr., EVP & President, Beer at Constellation Brands (STZ), had performance and restricted share units vest/convert on May 1, 2026. A total of 5,488 shares were issued upon conversion/exercise of those awards (several M-coded derivative conversions at $0.00). To cover tax withholding (F-coded), 1,508 of those shares were surrendered at an implied value of $152.82 per share, totaling $230,453. The net shares delivered to Sabia were 3,980 (5,488 converted less 1,508 withheld).

Key Details

  • Transaction date: May 1, 2026; Form 4 filed May 5, 2026 (filing date shown on report).
  • Conversions/vests: 5,488 shares converted/exercised (multiple M-coded entries at $0.00).
  • Tax withholding: 1,508 shares withheld (F-coded) at $152.82/share = $230,453.
  • Net shares received: 3,980 shares.
  • Shares owned after transaction: not specified in the filing.
  • Notable footnotes:
    • F1–F6 indicate the converted units were performance share units and restricted stock units that vested on May 1, 2026 and that vested shares were delivered net of shares withheld to satisfy taxes.
    • F3 notes certain holdings are held by a trust of which the reporting person and spouse are trustees/beneficiaries.
  • Timeliness: Filing date and transaction date are shown; the report lists the filing as May 5, 2026 for May 1, 2026 transactions (timeliness beyond what’s shown in the filing is not specified here).

Context

  • The M transaction codes reflect conversion/exercise of contingent awards (performance share units and restricted stock units), not an open-market purchase or deliberate sale. The F transaction is tax withholding — a common net settlement/cashless-style delivery where a portion of vested shares are retained to cover taxes.
  • These types of vested award conversions and tax-withholdings are routine compensation events and do not themselves indicate a buy/sell decision in the open market.

Insider Transaction Report

Form 4
Period: 2026-05-01
Sabia James A. Jr.
EVP & Pres. Beer
Transactions
  • Exercise/Conversion

    Class A Common Stock

    [F1]
    2026-05-01+1,37519,162 total
  • Exercise/Conversion

    Class A Common Stock

    [F2]
    2026-05-01+4,11323,275 total
  • Tax Payment

    Class A Common Stock

    2026-05-01$152.82/sh1,508$230,45321,767 total
  • Exercise/Conversion

    Performance Share Units

    [F1][F4]
    2026-05-011,3750 total
    Class A Common Stock (1,375 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F2][F5]
    2026-05-014050 total
    From: 2023-05-01Class A Common Stock (405 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F2][F6]
    2026-05-018240 total
    From: 2024-05-01Class A Common Stock (824 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F2][F6]
    2026-05-01860860 total
    From: 2025-05-01Class A Common Stock (860 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F2][F6]
    2026-05-012,0244,046 total
    From: 2026-05-01Class A Common Stock (2,024 underlying)
Holdings
  • Class A Common Stock

    [F3]
    (indirect: By Trust)
    3,242
Footnotes (6)
  • [F1]Each performance share unit represents a contingent right to receive one share of Constellation Brands, Inc. Class A Common Stock.
  • [F2]Each restricted stock unit represents a contingent right to receive one share of Constellation Brands, Inc. Class A Common Stock.
  • [F3]Held by the James A., Jr. and Brooke M. Sabia Trust, of which the reporting person and his spouse are trustees and beneficiaries.
  • [F4]The performance share units disposed of in the reported transaction vested on May 1, 2026. Vested shares are delivered to the reporting person net of shares withheld to satisfy taxes.
  • [F5]The restricted stock units vest in four equal annual installments beginning on the date specified. The restricted stock units disposed of in the reported transaction vested on May 1, 2026. Vested shares are delivered to the reporting person net of shares withheld to satisfy taxes.
  • [F6]The restricted stock units vest in three equal annual installments beginning on the date specified. The restricted stock units disposed of in the reported transaction vested on May 1, 2026. Vested shares are delivered to the reporting person net of shares withheld to satisfy taxes.
Signature
/s/ Matthew Stoloff, Attorney-in-fact|2026-05-05

Documents

1 file
  • 4
    wk-form4_1778013795.xmlPrimary

    FORM 4