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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 8, 2026
CONSTELLATION BRANDS, INC.
(Exact name of registrant as specified in its charter)
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| Delaware |
001-08495 |
16-0716709 |
(State or other jurisdiction
of incorporation) |
(Commission
File Number) |
(IRS Employer
Identification No.) |
50 East Broad Street, Rochester, NY 14614
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code (585) 678-7100
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| Not Applicable |
| (Former name or former address, if changed since last report.) |
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):
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| ☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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:
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| Title of Each Class |
Trading Symbol(s) |
Name of Each Exchange on Which Registered |
| Class A Common Stock |
STZ |
New York Stock Exchange |
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).
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| Emerging growth company |
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| If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. |
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| Item 7.01 |
Regulation FD Disclosure. |
On September 8, 2026, Constellation Brands, Inc. (the “Company”) issued a news release announcing that it has given notice for full redemption prior to maturity of all of its outstanding 4.350% Senior Notes due 2027. The Company intends to use commercial paper borrowings and/or cash on hand to fund the redemption. A copy of the news release is furnished herewith as Exhibit 99.1 and is incorporated herein 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.
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| Item 9.01 |
Financial Statements and Exhibits. |
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| Exhibit No. |
Description |
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| 99.1 |
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| 104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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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.
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| Date: September 8, 2026 |
CONSTELLATION BRANDS, INC. |
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By: |
/s/ Garth Hankinson |
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Garth Hankinson |
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Executive Vice President and
Chief Financial Officer |
EX-99.1
2
stzex991_90820268k.htm
EX-99.1
Document
CONSTELLATION BRANDS ANNOUNCES DELIVERY OF
NOTICE OF REDEMPTION FOR 4.350% SENIOR NOTES DUE 2027
Rochester, N.Y., Sept. 8, 2026 – Constellation Brands (NYSE: STZ), a leading U.S.-based total beverage alcohol company, announced today that it has given notice for full redemption prior to maturity of all of its outstanding 4.350% Senior Notes due 2027 (CUSIP Number: 21036P BK3) to be effected on September 18, 2026. As of September 8, 2026, there were $600.0 million in aggregate principal amount of the notes outstanding.
The redemption price for the notes, payable in cash, will be calculated pursuant to the formula set forth in the supplemental indenture relating to the notes.
This press release shall not constitute a notice of redemption of the notes. Information concerning the terms and conditions of the redemption of the notes is described in the notice distributed to holders of the notes by the trustee under the indenture and the applicable supplemental indenture governing the notes.
ABOUT CONSTELLATION BRANDS
Constellation Brands, a U.S.-based company, is an international producer and marketer of beer, wine, and spirits with operations in the U.S., Mexico, New Zealand, and Italy. Constellation’s brand portfolio includes Modelo Especial, Corona Extra, Modelo Cheladas, Pacifico, Victoria, The Prisoner Wine Company, Robert Mondavi Winery, Kim Crawford, Schrader Cellars, Lingua Franca, Mi CAMPO Tequila, and High West Whiskey.
FORWARD-LOOKING STATEMENTS
This news release contains forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Statements which are not historical facts and relate to future plans, events, or performance, including statements regarding the redemption date and price, are forward-looking statements that are based upon management’s current expectations and are subject to risks and uncertainties. The forward-looking statements should not be construed in any manner as a guarantee that such events or results will in fact occur or will occur on the timetable contemplated hereby. All forward-looking statements speak only as of the date of this news release and Constellation undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. Detailed information regarding risk factors with respect to the company and the offering are included in the company’s filings with the SEC, including the prospectus and prospectus supplement for the offering.
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| MEDIA CONTACTS |
INVESTOR RELATIONS CONTACTS |
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Maggie Bowman 213-500-2401 / maggie.bowman@cbrands.com
Carissa Guzski 315-525-7362 / carissa.guzski@cbrands.com
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Blair Veenema 585-284-4433 / blair.veenema@cbrands.com
David Paccapaniccia 585-282-7227 / david.paccapaniccia@cbrands.com
Emily Blanchard / emily.blanchard@cbrands.com
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