SEC Form 4 · accession 0001562180-18-003399

TPI COMPOSITES, INC · TPIC

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Director

Period of report

Jul 20, 2018

Accepted (ET)

Jul 24, 2018 · 5:47 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001455684

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	Jul 20, 2018	X	16,042	$9.35	A	2,035,676	I	See Footnote
Common Stock^F1	Jul 20, 2018	S	5,075	$29.56	D	2,030,601	I	See Footnote
Common Stock	holding	—	—		—	6,620	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Common Warrants^F1,F3	$9.35	Jul 20, 2018	X	16,042	D	—	—	Common Stock	16,042	0	I

F1These securities are held directly by Angeleno Investors II, L.P. Angeleno Group Management II, LLC is the General Partner of Angeleno Investors II, L.P. and Angeleno Group, LLC is the Managing Member of Angeleno Group Management II, LLC. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended, except to the extent of its pecuniary interest therein, if any.
F2Pursuant to the terms and conditions of the underlying warrant agreements, 16,042 shares of common stock underlying the warrants were deemed to have been automatically exercised on a cashless, net issuance basis immediately prior to the expiration of the warrants, which expiration occurred on the second anniversary of the Issuer's initial public offering. As a result of this net issuance, the Issuer withheld 5,075 shares underlying the warrants to pay the exercise price and issued to Angeleno Investors II, LP the remaining 10,967 shares. The Issuer also paid $24.30 to Angeleno Investors II, LP in lieu of fractional shares.
F3These securities are exercisable for common stock and are exercisable at any time until the earlier of (i) December 24, 2022, (ii) two (2) years following the effective date of the issuer's initial public offering or (iii) the date of a merger event, as defined in the warrant.