SEC Form 4 · accession 0001562180-18-003764
TPI COMPOSITES, INC · TPIC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
ELEMENT PARTNERS II LP
10% Owner
ELEMENT PARTNERS II INTRAFUND LP
10% Owner
Element II G.P., LLC
10% Owner
Element Partners II G.P., L.P.
10% Owner
Period of report
Aug 21, 2018
Accepted (ET)
Aug 23, 2018 · 9:29 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 StockF1,F2 | Aug 21, 2018 | S | 40,863 | $27.53 | D | 6,433,905 | I | See Footnote |
| Common StockF3,F2 | Aug 21, 2018 | S | 51,753 | $27.99 | D | 6,382,152 | I | See Footnote |
| Common StockF4,F2 | Aug 22, 2018 | S | 66,722 | $28.21 | D | 6,315,430 | I | See Footnote |
| Common StockF5,F2 | Aug 23, 2018 | S | 29,898 | $27.92 | D | 6,285,532 | I | See Footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1This transaction was executed pursuant to a Rule 10b5-1 trading plan in multiple trades at prices ranging from $27.05 to $27.76. The price reported above reflects the weighted-average price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.
- F2These securities are held of record by EP II and Intrafund. Element Partners II G.P., L.P. ("GP LP") is the general partner of both EP II and Intrafund, and Element II G.P., LLC ("GP LLC") is the general partner of GP LP. This report on Form 4 is jointly filed by EP II, Intrafund, GP LP and GP 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 (the "Exchange Act"), except to the extent of its pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.
- F3This transaction was executed pursuant to a Rule 10b5-1 trading plan in multiple trades at prices ranging from $27.77 to $28.25. The price reported above reflects the weighted-average price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.
- F4This transaction was executed pursuant to a Rule 10b5-1 trading plan in multiple trades at prices ranging from $27.90 to $28.44. The price reported above reflects the weighted-average price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.
- F5This transaction was executed pursuant to a Rule 10b5-1 trading plan in multiple trades at prices ranging from $27.89 to $28.04. The price reported above reflects the weighted-average price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.