SEC Form 4 · accession 0000899243-16-025662
TPI COMPOSITES, INC · TPIC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
ANGELENO INVESTORS II L P
10% Owner
Period of report
Jul 21, 2016
Accepted (ET)
Jul 25, 2016 · 7:44 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001455684
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series B WarrantsF1 | $8,748.81 | Jul 21, 2016 | X | 17 | D | — | — | Series B Convertible Preferred Stock | 17 | 0 | D |
| Series B Convertible Preferred StockF2 | — | Jul 21, 2016 | X | 17 | A | — | — | Common Stock | 21,261 | 191 | D |
| Series B Convertible Preferred StockF2 | — | Jul 21, 2016 | S | 10 | D | — | — | Common Stock | 13,182 | 181 | D |
Explanation of responses
- F1The Series B Warrants were deemed automatically exercised prior to the closing of the Issuer's initial underwritten public offering of Common Stock pursuant to a registration statement on Form S-1, which public offering has been declared effective by the SEC. These securities were exercisable for a period ending upon the earliest to occur of (i) seven (7) years after the Effective Date, (ii) the date of the Issuer's initial public offering, or (iii) the date of a merger event, as defined therein.
- F2The Series B Convertible Preferred Stock (the "Series B Shares") is convertible at any time into shares of the Issuer's Common Stock at the holder's election and automatically convert, upon the closing of the Issuer's initial public offering, into the number of shares of Common Stock shown in column 7 above. These securities do not have an expiration date.
- F3The Reporting Person paid the exercise price on a cashless basis, resulting in the Issuer's withholding of 10.2762 of the Series B Shares to pay the exercise price and issuing to the Reporting Person the remaining 180.7215 Series B Shares.