Constellation Brands (STZ) risk factors, FY2026 10-K

Constellation Brands's FY2026 10-K, filed Apr 22, 2026, lists 19 risk factors in 3 groups. Against the prior year's 17: 4 new, 2 dropped, 8 substantially reworded.

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Risk factors listed
193 groups
New this year
4vs 17 last year
Dropped
2since the prior 10-K
Substantially reworded
8of those kept
Section length
11k wordsItem 1A

What the changes say

  • Nicholas Fink’s CEO transition adds execution and disruption risk around leadership, strategy, workforce, and key employees.
  • Veracruz Brewery capacity expansion is targeted for mid-Fiscal 2027, but delays, cost overruns, impairments, or excess capacity remain risks.
  • Higher interest rates and credit-market volatility could raise refinancing costs and pressure liquidity as debt matures.
  • Water scarcity, drought, and changing climate patterns could constrain breweries, distilleries, vineyards, and agricultural suppliers.

What changed since the prior 10-K

New

  • NewSTRATEGIC RISKS

    President and Chief Executive Officer transition

    Nicholas Fink’s CEO transition could disrupt strategy, operations, workforce, stakeholder relationships, and achievement of strategic objectives.

  • NewOPERATIONAL RISKS

    changes, as well as the decisions, policies, and economic strength of our suppliers and distributors, could have a material adverse effect on our business, liquidity, financial condition, and/or results of operations

    Drought, climate changes, water restrictions, or poor water quality could constrain breweries, vineyards, distilleries, and agricultural suppliers.

  • NewOPERATIONAL RISKS

    Dependence on limited facilities for production of our beer brands; impacts from Brewery Projects

    Veracruz and other brewery capacity projects could face delays, cost overruns, impairments, or excess capacity if beer demand lags.

  • NewFINANCIAL AND ECONOMIC RISKS

    Indebtedness, credit ratings, interest rate fluctuations, and credit market disruptions or volatility

    Elevated interest rates, variable-rate debt, refinancing needs, and credit-market disruption could increase interest expense and weaken liquidity.

Dropped

  • DroppedOperational Risks

    Dependence on limited facilities for production of our Mexican beer brands; facility expansion, optimization, and construction activities

  • DroppedFinancial and Economic Risks

    Indebtedness and interest rate fluctuations

Reworded

  • 97% rewrittenSTRATEGIC RISKS

    PART I ITEM 1A. RISK FACTORS

    The focus shifts from acquisition, divestiture, investment, and internal-control risks to declining U.S. beer sales, consumer shifts, and inaccurate forecasts.

  • 72% rewrittenOPERATIONAL RISKS

    Economic and other uncertainties associated with our international operations, including tariffs

    The discussion now emphasizes heightened uncertainty over U.S.-foreign trade policies and tariff rates affecting imported and exported goods.

  • 49% rewrittenSTRATEGIC RISKS

    Potential declines in the consumption of products we sell; dependence on sales of our beer brands

    The risk adds elevated product supply or inventory levels as a potential negative trend affecting beverage-alcohol demand.

    Was: Potential declines in the consumption of products we sell; dependence on sales of our Mexican beer brands

  • 37% rewrittenOPERATIONAL RISKS

    Reliance on wholesale distributors, major retailers, and government agencies

    The beer wholesaler’s share is now quantified as approximately one-quarter of consolidated net sales rather than one-quarter.

  • 31% rewrittenFINANCIAL AND ECONOMIC RISKS

    Intangible assets, such as goodwill and trademarks

    The presented text drops the prior appended tax-law and accounting-risk discussion, leaving the focus on goodwill and trademark impairment.

  • 24% rewrittenFINANCIAL AND ECONOMIC RISKS

    Sands Family Stockholder Class A Stock ownership and Board of Directors nomination rights

    No substantive change: the November 2027 date, 10% Class A ownership threshold, and two WildStar nominees remain.

  • 24% rewrittenSTRATEGIC RISKS

    Dependence upon trademarks and proprietary rights; failure to protect our intellectual property rights

    The wording changes competitors to others and states trademark registrations may not issue, without changing the underlying intellectual-property risk.

  • 22% rewrittenOPERATIONAL RISKS

    Operational disruptions or catastrophic loss to breweries, wineries, other facilities, or distribution systems

    The scope expands from Mexican beer to all beer, and the Glass Plant’s bottle supply is described for all beer brands.

    Was: Operational disruptions or catastrophic loss to breweries, wineries, other production facilities, or distribution systems

All 19 risk factors

Headings as the filing states them, in filing order.

STRATEGIC RISKS

  1. 01Potential declines in the consumption of products we sell; dependence on sales of our beer brands49% rewritten
  2. 02PART I ITEM 1A. RISK FACTORS97% rewritten
  3. 03President and Chief Executive Officer transitionNew
  4. 04Acquisition, divestiture, investment, and NPD strategies and activities
  5. 05Dependence upon trademarks and proprietary rights; failure to protect our intellectual property rights24% rewritten

OPERATIONAL RISKS

  1. 06Economic and other uncertainties associated with our international operations, including tariffs72% rewritten
  2. 07changes, as well as the decisions, policies, and economic strength of our suppliers and distributors, could have a material adverse effect on our business, liquidity, financial condition, and/or results of operationsNew
  3. 08Reliance upon complex information systems and third-party global networks; cybersecurity; AI
  4. 09Dependence on limited facilities for production of our beer brands; impacts from Brewery ProjectsNew
  5. 10Operational disruptions or catastrophic loss to breweries, wineries, other facilities, or distribution systems22% rewritten
  6. 11Success of cost savings, restructuring, and efficiency initiatives
  7. 12Reliance on wholesale distributors, major retailers, and government agencies37% rewritten
  8. 13Food safety and quality, including contamination and product degradation from diseases, pests, and weather and other conditions
  9. 14Labor activities could increase our costs

FINANCIAL AND ECONOMIC RISKS

  1. 15Indebtedness, credit ratings, interest rate fluctuations, and credit market disruptions or volatilityNew
  2. 16Intangible assets, such as goodwill and trademarks31% rewritten
  3. 17Cash dividends and share repurchases are subject to a number of uncertainties and may affect the price of our common stock
  4. 18Sands Family Stockholder Class A Stock ownership and Board of Directors nomination rights24% rewritten
  5. 19Choice-of-forum provision in our Amended and Restated By-laws regarding certain stockholder litigation

Other Constellation Brands 10-Ks

  • FY2025 10-K risk factors
    17 risks

    Constellation Brands relies heavily on Mexican beer sales and production facilities in Mexico, making it vulnerable to supply disruptions, tariffs, and labor issues.

    Filed Apr 23, 2025

About this page

The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.