BROADWIND, INC. — Director's Dealing 2015

May 6, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BROADWIND ENERGY, INC. (BWEN)
CIK: 0001120370
Period of Report: 2015-05-04

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-05-04	Common Stock	F	4517	$3.98	Disposed	311175	Direct
2015-05-06	Common Stock	P	10000	$3.90	Acquired	321175	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 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 (i) 14,521 restricted stock units that vest on 5/14/16; (ii) 32,500 restricted stock units that vest on 2/21/16; (iii) 23,927 restricted stock units that vest 11,963 shares on 2/20/16 and 11,964 shares on 2/20/17; and (iv) 56,651 restricted stock units that vest in increments of 18,884 shares on each of 2/19/16 and 2/19/18 and 18,883 shares on 2/19/17.

F3: 5,500 shares vested on each of 11/15/11, 11/15/12, 11/15/13 and 11/15/14.

F4: 14,520 shares vested on 5/4/13, 14,521 shares vested on each of 5/4/14 and 5/4/15, and 14,521 shares vest on 5/4/16.