---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-23-188873"
form_type: "8-K"
ticker: "STZ"
cik: "0000016918"
company_name: "CONSTELLATION BRANDS, INC."
filed_at: "2023-07-18T23:59:59+00:00"
generated_at: "2026-06-13T07:06:42.054760+00:00"
event_type: "other_material"
sentiment: "positive"
materiality_score: 0.7
calibrated_materiality_score: 0.7
confidence: "high"
source: SEC EDGAR
---

# Constellation Brands adds two independent directors, enters cooperation with Elliott

## Summary
- Appointed Luca Zaramella (CFO of Mondelēz) and William Giles (former CFO of AutoZone) as independent directors effective July 18.
- Entered into Cooperation and Information Sharing Agreements with Elliott Investment Management, including standstill and voting commitments.
- Board size expanded from 11 to 13 members; directors will serve until the 2024 annual meeting.
- Company plans to host an investor day later this year to update on strategy and outlook.

## SEC filing metadata
- accession: 0001193125-23-188873
- form_type: 8-K
- ticker: STZ
- cik: 0000016918
- company_name: CONSTELLATION BRANDS, INC.
- filed_at: 2023-07-18T23:59:59+00:00
- event_type: other_material
- sentiment: positive
- materiality_score: 0.7
- calibrated_materiality_score: 0.7
- confidence: high
- sec_items: 1.01, 5.02, 7.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/16918/000119312523188873/0001193125-23-188873-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/16918/000119312523188873/d524503d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-23-188873
- JSON: https://secwatch.observer/filing/0001193125-23-188873.json
- Plain text: https://secwatch.observer/filing/0001193125-23-188873.txt

## Key facts
- Executive change
  Luca Zaramella was appointed as Director at CONSTELLATION BRANDS, INC..
  - Action: appointed
  - Role: Director
  source text: On July 18, 2023, the size of the Board was expanded from 11 to 13 members in order to allow for the Board to appoint William T. Giles and Luca Zaramella to serve as members of the Board effective immediately.
  evidence_url: https://www.sec.gov/Archives/edgar/data/16918/000119312523188873/0001193125-23-188873-index.htm
- Executive change
  William T. Giles was appointed as Director at CONSTELLATION BRANDS, INC..
  - Action: appointed
  - Role: Director
  source text: On July 18, 2023, the size of the Board was expanded from 11 to 13 members in order to allow for the Board to appoint William T. Giles and Luca Zaramella to serve as members of the Board effective immediately.
  evidence_url: https://www.sec.gov/Archives/edgar/data/16918/000119312523188873/0001193125-23-188873-index.htm
- Material Agreements
  CONSTELLATION BRANDS, INC. entered into Cooperation Agreement with Elliott Investment Management L.P. valued at Appointment of two new independent directors, board size limit, standstill and voting commitments (effective 2023-07-18).
  - Action: entry
  - Counterparty: Elliott Investment Management L.P.
  - Value: Appointment of two new independent directors, board size limit, standstill and voting commitments
  - Effective: 2023-07-18
  source text: On July 18, 2023, Constellation Brands, Inc. (“Constellation” or the “Company”) entered into a Cooperation Agreement (the “Cooperation Agreement”) with Elliott Investment Management L.P. and certain of its affiliates (collectively, “Elliott”) regarding the composition of the Company’s Board of Directors (the “Board”) and related matters.
  evidence_url: https://www.sec.gov/Archives/edgar/data/16918/000119312523188873/0001193125-23-188873-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.