Turning Point Brands, Inc. — Director's Dealing 2023

May 9, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Turning Point Brands, Inc. (TPB)
CIK: 0001290677
Period of Report: 2023-05-05

Reporting Person: Purdy Graham (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-05-05	Common Stock	A	26966	$22.25	Acquired	173812	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Options (2022)	$30.46	2032-03-14	Common Stock (12000)	12000	Direct
Options (2021)	$51.75	2031-02-18	Common Stock (9000)	9000	Direct
Options (2020)	$14.85	2030-03-18	Common Stock (11000)	11000	Direct
Options (2019)	$47.58	2029-03-20	Common Stock (5500)	5500	Direct
Options (2018)	$21.21	2028-03-07	Common Stock (8900)	8900	Direct
Options (2017)	$15.41	2027-05-17	Common Stock (5000)	5000	Direct
Options (2014)	$3.83	2024-08-08	Common Stock (5216)	5216	Direct

Footnotes

F1: Granted pursuant to the issuer's 2006 Equity Plan

F2: Granted pursuant to the issuer's 2021 Equity Incentive Plan.

F3: The options vested and became exercisable as to 50% of the underlying shares on August 8, 2014, 25% of the underlying shares on August 8, 2015 and 25% of the underlying shares on August 8, 2016.

F4: Granted pursuant to the issuer's 2015 Equity Incentive Plan.

F5: 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.

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, 2020, 33% of the underlying shares on January 1, 2021 and 33% of the underlying shares on January 1, 2022.

F8: 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.

F9: 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.

F10: 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.

F11: Represents grant of restricted stock units ("RSUs") pursuant to the issuer's 2021 Equity Incentive Plan. These RSUs will vest 33% on the first, second and third anniversaries of March 31, 2023.

F12: RSUs convert into shares of Common Stock on a 1-for-1 basis.

F13: The total reported in Column 5 includes 29,466 restricted stock units and 144,346 shares of common stock.