星座品牌-美国存托股票招股说明书(2025-11-07版)

Constellation Brands, Inc. ClassA Common Stock This prospectus supplement relates to the offer and sale from time to time of up to 21,274,829 shares of ClassA common stock, $0.01 par value per share, of ConstellationBrands, Inc. by the selling stockholders identified in this prospectus supplement, as it may be further supplemented from time to time. See “Selling Stockholders.” The registrationof the shares of ClassA common stock to which this prospectus supplement relates does not require the selling stockholders to sell any of their shares of our ClassA commonstock. We are not offering for sale any shares of our ClassA common stock in this prospectus supplement, and will not receive any proceeds from the sale of the shares by theselling stockholders, but we have agreed to pay certain registration expenses, other than underwriting and brokerage discounts, and selling commissions. The selling stockholdersfrom time to time may offer and sell the shares of ClassA common stock held by them directly or through underwriters, agents or broker-dealers on terms to be determined at thetime of sale, as described in more detail in this prospectus supplement. For more information, see “Plan of Distribution.” Our ClassA common stock is listed on the New York Stock Exchange under the symbol “STZ”. On November6, 2025, the closing sales price of our ClassA common stockas reported on the New York Stock Exchange was $128.02per share. Investing in our ClassA common stock involves certain risks. Before making a decision to invest in our ClassA common stock, you shouldrefer to the risk factors included in our periodic reports and in other information that we file with the Securities and Exchange Commission, orSEC. See “Risk Factors” on page S-4 of this prospectus supplement. Neither the Securities and Exchange Commission nor any other regulatory body has approved or disapproved of these securities or passed upon the accuracy oradequacy of this prospectus supplement. Any representation to the contrary is a criminal offense. November7, 2025 Table of Contents Table of Contents ABOUT THIS PROSPECTUS SUPPLEMENTSUMMARYRISK FACTORSINFORMATION REGARDING FORWARD-LOOKING STATEMENTSUSE OF PROCEEDSSELLING STOCKHOLDERSMATERIAL U.S. FEDERAL INCOME TAX CONSIDERATIONS FORNON-U.S.HOLDERSPLAN OF DISTRIBUTIONLEGAL MATTERSEXPERTSWHERE YOU CAN FIND MORE INFORMATIONINFORMATION INCORPORATED BY REFERENCE ABOUT THIS PROSPECTUSWHERE YOU CAN FIND MORE INFORMATIONINFORMATION REGARDING FORWARD-LOOKING STATEMENTSCONSTELLATION BRANDS, INC.RISK FACTORSUSE OF PROCEEDSDESCRIPTION OF DEBT SECURITIESDESCRIPTION OF PREFERRED STOCKDESCRIPTION OF DEPOSITARY SHARESDESCRIPTION OF COMMON STOCKDESCRIPTION OF WARRANTSDESCRIPTION OF SUBSCRIPTION RIGHTSDESCRIPTION OF PURCHASE CONTRACTS AND UNITSSELLING STOCKHOLDERSFORMS OF SECURITIESPLAN OF DISTRIBUTIONLEGAL MATTERSEXPERTS Table of Contents ABOUT THIS PROSPECTUS SUPPLEMENT This document consists of two parts. The first part is this prospectus supplement, which describes the specific terms of this offering. The secondpart is the accompanying prospectus, which describes more general information, some of which may not apply to this offering. You should read both thisprospectus supplement and the accompanying prospectus, together with additional information described under the heading “Where You Can Find MoreInformation” and “Incorporation by Reference” in this prospectus supplement. If the description of the offering varies between this prospectus supplement and the accompanying prospectus, you should rely on the informationin this prospectus supplement. Any statement made in this prospectus supplement, the accompanying prospectus or in a document incorporated or deemed to be incorporated byreference into this prospectus supplement will be deemed to be modified or superseded for purposes of this prospectus supplement to the extent that astatement contained in this prospectus supplement or in any other subsequently filed document that is also incorporated or deemed to be incorporated byreference into this prospectus supplement modifies or supersedes that statement. Any statement so modified or superseded will not be deemed, except asso modified or superseded, to constitute a part of this prospectus supplement. See “Where You Can Find More Information” and “Incorporation byReference” in this prospectus supplement. Neither we nor the selling stockholders have authorized anyone to provide you with information different from that contained orincorporated by reference into this prospectus supplement, the accompanying prospectus or any free writing prospectus prepared by us or onour behalf. Neither we nor the selling stockholders take any responsibility for, or can provide any assurance as to the reliability of, anyinformation other than the information contained or incorporated by reference into this prospectus supplement, the accompanying prospectusor any free writing prospectus prepared by us or on our behalf. The