SEC Form 4 · accession 0001562180-19-000800
TPI COMPOSITES, INC · TPIC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael Lawrence DeRosa
Director
Period of report
Feb 4, 2019
Accepted (ET)
Feb 6, 2019 · 5:58 pm EST
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 | Feb 4, 2019 | S | 36,470 | $30.88 | D | 2,971,434 | I | See Footnote |
| Common StockF3,F4 | Feb 5, 2019 | S | 13,600 | $31.05 | D | 2,957,834 | I | See Footnote |
| Common StockF5,F6 | Feb 6, 2019 | S | 37,158 | $30.90 | D | 2,920,676 | I | See Footnote |
| Common Stock | holding | — | — | — | 6,620 | D |
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 $30.50 to $31.09. 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.
- F22,926,876 shares of these securities are held of record by Element Partners II, L.P. (EP II) and 44,558 shares of these securities are held of record by Element Partners II Intrafund, L.P. (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. The Reporting Person is a managing member of GP LLC. The Reporting Person disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1943, as amended (the "Exchange Act"), except to the extent of his pecuniary interest therein, if any.
- F3This transaction was executed pursuant to a Rule 10b5-1 trading plan in multiple trades at prices ranging from $30.89 to $31.34. 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.
- F42,913,480 shares of these securities are held of record by EP II and 44,354 shares of these securities are held of record by Intrafund. GP LP is the general partner of both EP II and Intrafund, and GP LLC is the general partner of GP LP. The Reporting Person is a managing member of GP LLC. The Reporting Person disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1943, as amended (the "Exchange Act"), except to the extent of his pecuniary interest therein, if any.
- F5This transaction was executed pursuant to a Rule 10b5-1 trading plan in multiple trades at prices ranging from $30.72 to $31.02. 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.
- F62,876,879 shares of these securities are held of record by EP II and 43,797 shares of these securities are held of record by Intrafund. GP LP is the general partner of both EP II and Intrafund, and GP LLC is the general partner of GP LP. The Reporting Person is a managing member of GP LLC. The Reporting Person disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1943, as amended (the "Exchange Act"), except to the extent of his pecuniary interest therein, if any.