星座品牌-A 2025年季度报告

(Mark One)☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period endedAugust31, 2025or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from_____________to_____________ Commission File Number:001-08495 CONSTELLATION BRANDS, INC.(Exact name of registrant as specified in its charter)Delaware16-0716709(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.) 50 East Broad Street,Rochester,New York14614(Address of principal executive offices)(Zip code) (585)678-7100(Registrant’s telephone number, including area code) Not Applicable(Former name, former address and former fiscal year, if changed since last report) Securities registered pursuant to Section 12(b) of the Act: TradingSymbol(s)STZ Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d) ofthe Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrantwas required to file such reports), and (2)has been subject to such filing requirements for the past 90days.☒Yes☐No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to besubmitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or forsuch shorter period that the registrant was required to submit such files).☒Yes☐No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer,a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,”“accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of theExchange Act. Large acceleratedfiler☒Non-acceleratedfiler☐ Acceleratedfiler☐Smallerreportingcompany☐Emerginggrowthcompany☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extendedtransition period for complying with any new or revised financial accounting standards provided pursuant to Section13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes☐No☒ There were175,013,336shares of Class A Common Stock and27,167shares of Class 1 Common Stock outstandingas of September30, 2025. TABLE OF CONTENTS DEFINED TERMS PART I – FINANCIAL INFORMATION Item1. Financial StatementsConsolidated Balance SheetsConsolidated Statements of Comprehensive Income (Loss)Consolidated Statements of Changes in Stockholders’ EquityConsolidated Statements of Cash FlowsNotes to Consolidated Financial Statements1. Basis of Presentation2. Acquisitions and Divestitures3. Restructuring4. Inventories5. Prepaid Expenses and Other6. Derivative Instruments7. Fair Value of Financial Instruments8. Goodwill9. Intangible Assets10. Other Assets11. Borrowings12. Income Taxes13. Stockholders' Equity14. Net Income (Loss) Per Common Share Attributable to CBI15. Comprehensive Income (Loss) Attributable to CBI16. Business Segment Information17. Accounting Guidance Not Yet AdoptedItem2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsItem3. Quantitative and Qualitative Disclosures About Market RiskItem4. Controls and Procedures 12357789991215161617192022222529305253 PART II – OTHER INFORMATION Item1. Legal ProceedingsItem 2. Unregistered Sales of Equity Securities and Use of ProceedsItem 5. Other InformationItem6. Exhibits SIGNATURES This Form 10-Q contains “forward-looking statements” within the meaning of Section27A of the Securities Actand Section21E of the Exchange Act. These forward-looking statements are subject to a number of risks anduncertainties, many of which are beyond our control, which could cause actual results to differ materially from thoseset forth in, or implied by, such forward-looking statements. For further information regarding such forward-lookingstatements, risks, and uncertainties, please see “Information Regarding Forward-Looking Statements” underMD&A. Market positions and industry data discussed in this Form10-Q are for the 52-weeks ending August 31, 2025. DEFINED TERMS Unless the context otherwise requires, the terms “Company,” “CBI,” “we,” “our,” or “us” refer toConstellation Brands, Inc. and its subsidiaries. We use terms in this Form10-Q and in our Notes that are specific tous or are abbreviations that may not be commonly known or used. PART I – FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS. CONSTELLATION BRANDS, INC. AND SUBSIDIARIESCONSOLIDATED BALANCE SHEETS(in millions, except share and per share data)(unaudited) August 31,2025February 28,2025 Current liabilities: The accompanying notes are an integral part of these statements. Constellation Brands, Inc. Q2 FY 2026 Form 10-Q CONSTELLATION BRAN