Brittani Cushman - Mar 3, 2025 Form 4 Insider Report for Turning Point Brands, Inc. (TPB)

Role
Sr VP, General Counsel
Signature
/s/ Brittani Cushman
Stock symbol
TPB
Transactions as of
Mar 3, 2025
Transactions value $
$711,137
Form type
4
Date filed
3/5/2025, 09:35 PM
Previous filing
Jan 6, 2025
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TPB Common Stock Award $144K +2.05K +8.35% $70.34 26.6K Mar 3, 2025 Direct F10
transaction TPB Common Stock Tax liability -$80.5K -1.15K -4.3% $70.34 25.5K Mar 3, 2025 Direct F11
transaction TPB Common Stock Award $641K +9.11K +35.75% $70.34 34.6K Mar 3, 2025 Direct F12
transaction TPB Common Stock Award $49.4K +702 +2.03% $70.34 35.3K Mar 3, 2025 Direct F13
transaction TPB Common Stock Award $137K +1.95K +5.51% $70.34 37.2K Mar 3, 2025 Direct F14
transaction TPB Common Stock Award $115K +1.63K +4.38% $70.34 38.9K Mar 3, 2025 Direct F15
transaction TPB Common Stock Tax liability -$294K -4.19K -10.77% $70.34 34.7K Mar 3, 2025 Direct F16
holding TPB Common Stock 407 Mar 3, 2025 By Spouse F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding TPB Options 8K Mar 3, 2025 Common Stock 8K $30.46 Direct F8, F9
holding TPB Options 7K Mar 3, 2025 Common Stock 7K $51.75 Direct F2, F3
holding TPB Options 6K Mar 3, 2025 Common Stock 6K $14.85 Direct F2, F4
holding TPB Options 4.8K Mar 3, 2025 Common Stock 4.8K $47.58 Direct F2, F5
holding TPB Options 4.5K Mar 3, 2025 Common Stock 4.5K $21.21 Direct F2, F6
holding TPB Options 3.25K Mar 3, 2025 Common Stock 3.25K $15.41 Direct F2, F7
holding TPB Options 20K Mar 3, 2025 Common Stock 20K $13.00 Direct F2, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The reporting person disclaims beneficial ownership of these securities, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership for purposes of Section 16 or for any other purpose.
F2 Granted pursuant to the issuer's 2015 Equity Incentive Plan
F3 The options vest and become exercisable as to 34% of the underlying shares on January 1, 2022, 33% of the underlying shares on January 1, 2023 and 33% of the underlying shares on January 1, 2024.
F4 The options vest and become exercisable as to 34% of the underlying shares on January 1, 2021, 33% of the underlying shares on January 1, 2022 and 33% of the underlying shares on January 1, 2023.
F5 The options vest and become exercisable as to 34% of the underlying shares on January 1, 2020, 33% of the underlying shares on January 1, 2021 and 33% of the underlying shares on January 1, 2022.
F6 The options vest and become exercisable as to 34% of the underlying shares on January 1, 2019, 33% of the underlying shares on January 1, 2020 and 33% of the underlying shares on January 1, 2021.
F7 The options vest and become exercisable as to 34% of the underlying shares on January 1, 2018, 33% of the underlying shares on January 1, 2019 and 33% of the underlying shares on January 1, 2020.
F8 The options vest and become exercisable as to 34% of the underlying shares on January 1, 2023, 33% of the underlying shares on January 1, 2024 and 33% of the underlying shares on January 1, 2025.
F9 Granted pursuant to the issuer's 2021 Equity Incentive Plan.
F10 The reported transaction involved the reporting person's receipt of a grant of 2,051 restricted stock units under Turning Point Brands, Inc,'s 2021 Equity Incentive Plan. The total reported in Column 5 includes 13,423 restricted stock units and 13,205 shares of common stock.
F11 The reported transaction involves shares withheld for the payment of taxes related to restricted stock units that have vested on March 3, 2025. The total reported in Column 5 includes 9,434 restricted stock units and 16,049 shares of common stock.
F12 Represents shares issued upon settlement of performance restricted stock units granted to the reporting person in March 2020 (5,466 shares) and October 2020 (3,644 shares). The compensation committee of the Board of Directors determined that the performance criteria were met on March 3, 2025. The total reported in Column 5 includes 9,434 restricted stock units and 25,159 shares of common stock.
F13 Represents shares issued upon settlement of performance restricted stock units granted to the reporting person in March 2022. The compensation committee of the Board of Directors determined that the performance criteria were met on March 3, 2025. The total reported in Column 5 includes 9,434 restricted stock units and 25,861 shares of common stock.
F14 Represents shares issued upon settlement of performance restricted stock units granted to the reporting person in May 2023. The compensation committee of the Board of Directors determined that the performance criteria were met on March 3, 2025. The total reported in Column 5 includes 9,434 restricted stock units and 27,807 shares of common stock.
F15 Represents shares issued upon settlement of performance restricted stock units granted to the reporting person in March 2024. The compensation committee of the Board of Directors determined that the performance criteria were met on March 3, 2025. The total reported in Column 5 includes 9,434 restricted stock units and 29,439 shares of common stock.
F16 The reported transaction involves shares withheld for the payment of taxes related to performance restricted stock units that the performance criteria were met on March 3, 2025. The total reported in Column 5 includes 9,434 restricted stock units and 25,253 shares of common stock (which includes a total of 2,532 shares of common stock that have been deferred into the Company Non-Qualified Deferred Plan and will be settled in accordance with the terms thereof).