BROADWIND, INC. — Director's Dealing 2014

May 6, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BROADWIND ENERGY, INC. (BWEN)
CIK: 0001120370
Period of Report: 2014-05-02

Reporting Person: Beynon Charles H. (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-05-02	Common Stock	F	2328	$13.33	Disposed	27867	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (Right to Buy)	$80.00	2017-10-24	Common Stock (2500)	2500	Direct
Stock Option (Right to Buy)	$94.00	2018-04-13	Common Stock (1000)	1000	Direct
Phantom Stock	$		Common Stock (645)	645	Direct

Footnotes

F1: The reporting person has elected to satisfy his tax withholding obligation in connection with the vesting of a prior restricted stock unit grant by directing the Company to withhold shares otherwise issuable pursuant to the previously reported grant.

F2: Includes 2,766 shares of restricted stock units which vest on 4/24/15.

F3: 100% vested.

F4: Each share of phantom stock is the economic equivalent of one share of Broadwind Energy common stock.

F5: Phantom stock credited to participant's account in 2008 pursuant to and under the conditions of the Broadwind Energy, Inc. Deferred Compensation Plan. The value of the participant's account shall be paid to the participant in a single lump-sum payment, in cash, on the earliest of the participant's separation from service, death or change-in-control.