Turning Point Brands, Inc. — Director's Dealing 2016

May 16, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Turning Point Brands, Inc. (TPB)
CIK: 0001290677
Period of Report: 2016-05-13

Reporting Person: Helms Management Corp. (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-05-13	Common Stock (voting)	J	232706	—	Acquired	1740062	Direct

Footnotes

F1: Thomas F. Helms, Jr. the Chairman of the Issuer's board of directors, is the Chairman of and owns all of the voting capital stock of the Reporting Person.

F2: Pursuant to an agreement with the Issuer, the Reporting Person agreed, effective upon the date of the Issuer's initial public offering of shares of Common Stock, to exchange 7% Senior Notes having a principal value plus accrued but unpaid interest of approximately $2,237,051 into the number of shares of Common Stock reported herein.