SEC Form 4 · accession 0001562180-19-001826
TPI COMPOSITES, INC · TPIC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Steven G Fishbach
Officer — General Counsel and Secretary
Period of report
Mar 6, 2019
Accepted (ET)
Mar 8, 2019 · 5:15 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 Stock | Mar 7, 2019 | M | 3,348 | $0.00 | A | 9,522 | D | |
| Common StockF1 | Mar 7, 2019 | F | 1,408 | $29.55 | D | 8,114 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF2,F3 | — | Mar 7, 2019 | M | 3,348 | D | — | — | Common Stock | 3,348 | 5,580 | D |
| Restricted Stock UnitsF3,F4 | — | Mar 6, 2019 | A | 10,533 | A | — | — | Common Stock | 10,533 | 10,533 | D |
| Restricted Stock UnitsF3,F5 | — | Mar 6, 2019 | A | 4,101 | A | — | — | Common Stock | 4,101 | 4,101 | D |
Explanation of responses
- F1Represents the shares required to satisfy tax withholding obligations in connection with the vesting of 3,348 restricted stock units (RSUs).
- F220% of the RSUs vested on March 7, 2018, 30% of the RSUs vested on March 7, 2019, and 50% of the RSUs will vest on March 7, 2020; provided that the Reporting Person continues to provide service to the Issuer through each applicable vesting date. The RSUs do not have an expiration date.
- F3Each RSU represents a contingent right to receive one share of the common stock. All unvested RSUs will automatically expire upon Reporting Person's termination of service from Issuer.
- F4The RSUs will vest in three tranches: 1/3 will vest upon the Issuer's common stock achieving a market price of $36, 1/3 will vest upon the Issuer's common stock achieving a market price of $42 and 1/3 will vest upon the Issuer's common stock achieving a market price of $48, in each case during the performance period starting on January 1, 2019 and ending on December 31, 2021; provided, that the Reporting Person continues to provide services to the Issuer through the vesting period.
- F5100% of the RSUs will vest on March 6, 2022; provided, that the Reporting Person continues to provide services to the Issuer through the vesting date.