8-K

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 24, 2022

CONSTELLATION BRANDS, INC.

(Exact name of registrant as specified in its charter)

207 High Point Drive, Building 100, Victor, NY 14564

(Address of principal executive offices)              (Zip Code)

Registrant’s telephone number, including area code   (585) 678-7100

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | | --- | --- || ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | | --- | --- || ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | | --- | --- || ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | | --- | --- |

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

On January 24, 2022, Constellation Brands, Inc. (“Constellation” or the “Company”) issued a news release announcing that, effective immediately, F. Paul Hetterich will assume the role of Executive Vice President and Chair, Beer Division, and James A. Sabia, Jr. will assume the role of Executive Vice President and President, Beer Division.

On January 24, 2022, the Company issued a news release, a copy of which release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference, announcing certain changes in the Company’s senior management personnel.

References to Constellation’s website and/or other social media sites or platforms in the release do not incorporate by reference the information on such websites, social media sites or platforms into this Current Report on Form 8-K, and Constellation disclaims any such incorporation by reference. The information in the news release attached as Exhibit 99.1 is incorporated by reference into this Item 7.01 in satisfaction of the public disclosure requirements of Regulation FD. This information is “furnished” and not “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 and is not otherwise subject to the liabilities of that section. Such information may be incorporated by reference in another filing under the Securities Exchange Act of 1934 or the Securities Act of 1933 only if and to the extent such subsequent filing specifically references the information incorporated by reference herein.

For the exhibit that is furnished herewith, see the Index to Exhibits immediately following.

INDEX TO EXHIBITS

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Document

Exhibit 99.1

CONSTELLATION BRANDS ANNOUNCES JIM SABIA AS PRESIDENT, BEER DIVISION

Paul Hetterich assumes role of Chair, Beer Division as part of leadership transition

VICTOR, N.Y., Jan. 24, 2022 - Constellation Brands, Inc. (NYSE: STZ and STZ.B), a leading beverage alcohol company, today announced new responsibilities for two members of its Executive Management Committee, effective immediately. Jim Sabia, who has served as Constellation’s Executive Vice President and Managing Director, Beer Division, since February 2021, will assume the role of Executive Vice President and President, Beer Division with day-to-day general management responsibilities for all U.S. commercial and operations functions related to the company’s beer business. Paul Hetterich will transition from his current responsibilities as Executive Vice President and President, Beer Division to assume the role of Executive Vice President and Chair, Beer Division. In this role, Paul will continue to have responsibility for Constellation’s Beer Operations in Mexico, including ongoing capital projects designed to ensure that the company’s long-term production capacity keeps pace with the growing consumer demand for Constellation’s iconic beer brands.

“Constellation’s beer business has driven unparalleled growth in the industry, and we have bold ambitions to continue to deliver more well into the future,” said Bill Newlands, Constellation’s president and CEO. “A driving force behind this success has been the quality and strength of our overall team, and our strength and continuity of leadership. I look forward to both Jim’s and Paul’s continued partnership with our Executive Management Committee to deliver on our longer-term goals.”

Hetterich added, "I am incredibly proud of what our beer business has achieved over the last several years and I’m confident that together with Jim’s leadership we will continue to guide the strength of our business and the entire beer leadership team though our next phase of growth.”

Sabia joined Constellation Brands in 2007 as Vice President, Marketing for the company’s spirits business. He was promoted to Chief Marketing Officer of Constellation’s Beer Division in 2009 and to Executive Vice President, Chief Marketing Officer for Constellation’s full portfolio across beer, wine, and spirits in 2018. Under Sabia’s leadership, growth trends for the company’s beer portfolio significantly outpaced the U.S. beer market and, upon the assumption of responsibilities for Constellation’s total beverage alcohol portfolio, he played an instrumental role in transforming the company’s wine & spirits business, working to build consumer affinity for its premium portfolio of powerhouse wine and spirits brands. During his tenure as Managing Director, Beer Division, Constellation’s beer brands continued their strong growth trajectory with, most notably, Modelo Especial securing the position of #2 beer brand by dollar sales in the U.S.* (*IRI, Total U.S. – Multi-Outlet + Convenience, 52 weeks ending 1/02/22).

“We have some of the most iconic, consumer-loved brands delivering stellar industry-leading performance,” said Sabia. “I look forward to continuing to work with our best-in-class teams and our executive team to build on our momentum in the marketplace, drive growth within the high-end beer category, and deliver our long-term growth aspirations.”

ABOUT CONSTELLATION BRANDS

At Constellation Brands (NYSE: STZ and STZ.B), our mission is to build brands that people love because we believe sharing a toast, unwinding after a day, celebrating milestones, and helping people connect, are Worth Reaching For. It’s worth our dedication, hard work, and the bold calculated risks we take to deliver more for our consumers, trade partners, shareholders, and communities in which we live and work. It’s what has made us one of the fastest-growing large CPG companies in the U.S. at retail, and it drives our pursuit to deliver what’s next.

Today, we are a leading international producer and marketer of beer, wine, and spirits with operations in the U.S., Mexico, New Zealand, and Italy. Every day, people reach for our high-end, iconic imported beer brands such as Corona Extra, Corona Light, Corona Premier, Modelo Especial, Modelo Negra, and Pacifico, and our high-quality premium wine and spirits brands, including the Robert Mondavi Brand Family, Kim Crawford, Meiomi, The Prisoner Brand Family, SVEDKA Vodka, Casa Noble Tequila, and High West Whiskey.

But we won’t stop here. Our visionary leadership team and passionate employees from barrel room to boardroom are reaching for the next level, to explore the boundaries of the beverage alcohol industry and beyond. Join us in discovering what’s Worth Reaching For.

To learn more, follow us on Twitter @cbrands and visit www.cbrands.com.