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

Feb 14, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Turning Point Brands, Inc. (TPB)
CIK: 0001290677
Period of Report: 2023-02-10

Reporting Person: Purdy Graham (President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-02-10	Common Stock	A	10000	$22.71	Acquired	148984	Direct
2023-02-10	Common Stock	F	2580	$22.71	Disposed	146404	Direct
2023-02-10	Common Stock	A	442	$22.71	Acquired	146846	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 shares issued upon settlement of performance restricted stock units granted to the reporting person in March 2018. The compensation committee of the Board of Directors determined that the performance criteria were met on February 10, 2022. The total reported in Column 5 includes 2,500 restricted stock units and 148,984 shares of common stock.

F12: The reported transaction involves shares withheld for the payment of taxes related to performance restricted stock units that the performance criteria were met on February 10, 2023. The total reported in Column 5 includes 146,404 restricted stock units and 1,592 shares of common stock.

F13: The reported transaction involves shares received as dividends related to performance restricted stock units that the performance criteria were met on February 10, 2023. The total reported in Column 5 includes 2,500 restricted stock units and 146,846 shares of common stock.