SEC Form 4 · accession 0001567619-18-002897
Turning Point Brands, Inc. · TPB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Lawrence Wexler
Officer — President and CEO · Director
Period of report
Sep 17, 2018
Accepted (ET)
Sep 19, 2018 · 5:21 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001290677
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Sep 17, 2018 | M | 10,432 | $1.06 | A | 345,328 | D | |
| Common StockF7 | Sep 17, 2018 | F | 4,965 | $39.98 | D | 340,363 | D | |
| Common Stock | Sep 18, 2018 | M | 20,864 | $1.06 | A | 361,227 | D | |
| Common Stock | Sep 18, 2018 | F | 9,757 | $41.16 | D | 351,470 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Options (2008)F5,F1 | $1.06 | Sep 17, 2018 | M | 10,432 | D | — | Nov 4, 2018 | Common Stock | 10,432 | 20,864 | D |
| Options (2008)F5,F1 | $1.06 | Sep 18, 2018 | M | 20,864 | D | — | Nov 4, 2018 | Common Stock | 20,864 | 0 | D |
| Options (2018)F6,F4 | $21.21 | holding | — | — | — | — | Mar 7, 2028 | Common Stock | 26,500 | 26,500 | D |
| Options (2017)F6,F3 | $15.41 | holding | — | — | — | — | May 17, 2027 | Common Stock | 16,819 | 16,819 | D |
| Options (2014)F5,F2 | $3.83 | holding | — | — | — | — | Aug 8, 2024 | Common Stock | 4,695 | 4,695 | D |
Explanation of responses
- F1The options vested and became exercisable as to 50% of the underlying shares on November 4, 2008, 16.66% of the underlying shares on January 1, 2009, 16.66% of the underlying shares on January 1, 2010 and the remaining 16.66% of the underlying shares on January 1, 2011.
- F2The options vested and became exercisable as to 50% of the underlying shares on August 8, 2014, 25% of the underlying shares on August 8, 2015 and 25% of the underlying shares on August 8, 2016.
- F3The options vest and become exercisable as to 34% of the underlying shares on January 1, 2018, 33% of the underlying shares on January 1, 2019 and 33% of the underlying shares on January 1, 2020.
- F4The options vest and become exercisable as to 34% of the underlying shares on January 1, 2019, 33% of the underlying shares on January 1, 2020 and 33% of the underlying shares on January 1, 2021.
- F5Granted pursuant to the issuer's 2006 Equity Incentive Plan.
- F6Granted pursuant to the issuer's 2015 Equity Incentive Plan.
- F7Weighted average sale price. On 9/17/2018, the reporting person sold the shares within a range of $39.71 to $40.24. The reporting person will provide upon request by the Commission Staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
- F8The shares of common stock were sold by the Reporting Person pursuant to a pre-approved Rule 10b5-1 trading plan to pay the exercise price and tax liability of expiring stock options.