BROADWIND, INC. — Director's Dealing 2014

Nov 3, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BROADWIND ENERGY, INC. (BWEN)
CIK: 0001120370
Period of Report: 2014-10-31

Reporting Person: Duprey Peter C. (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-10-31	Common Stock	P	10000	$6.57	Acquired	273204	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	5520	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (Right to Buy)	$17.70	2020-11-15	Common Stock (22000)	22000	Direct
Stock Option (Right to Buy)	$3.40	2022-05-04	Common Stock (58083)	58083	Direct

Footnotes

F1: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $6.51 to $6.609 inclusive. The reporting person undertakes to provide Broadwind Energy, Inc., any security holder of Broadwind Energy, Inc., or the staff of the Securities and Exchange Commission upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

F2: Includes (i) 4,500 restricted stock units that vest on 11/15/14; (ii) 43,563 restricted stock units that vest in 29,042 share increments on each of 5/4/15 and 5/4/16; and (iii) 65,000 restricted stock units that vest in 32,500 share increments on each of 2/21/15 and 2/21/16.

F3: Reflects the number of shares currently held in the reporting person's 401(k) plan account based on a plan statement dated November 3, 2014.

F4: 5,500 shares vest on each of 11/15/11, 11/15/12, 11/15/13 and 11/15/14.

F5: 14,520 shares vest on 5/4/13 and 14,521 shares vest on each of 5/4/14, 5/4/15 and 5/4/16.