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: Wexler Lawrence (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-02-10	Common Stock	A	25000	$22.71	Acquired	402378	Direct
2023-02-10	Common Stock	F	7977	$22.71	Disposed	394401	Direct
2023-02-10	Common Stock	A	1106	$22.71	Acquired	395507	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Options (2021)	$51.75	2031-02-18	Common Stock (15900)	15900	Direct
Options 2020	$14.85	2030-03-18	Common Stock (20000)	20000	Direct
Options (2019)	$47.58	2029-03-20	Common Stock (35500)	35500	Direct
Options (2018)	$21.21	2028-03-07	Common Stock (26500)	26500	Direct
Options (2017)	$15.41	2027-05-17	Common Stock (16819)	16819	Direct
Options (2014)	$3.83	2024-08-08	Common Stock (4695)	4695	Direct

Footnotes

F1: 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.

F2: 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.

F3: 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.

F4: Granted pursuant to the issuer's 2006 Equity Incentive Plan.

F5: Granted pursuant to the issuer's 2015 Equity Incentive Plan.

F6: 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.

F7: 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.

F8: 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.

F9: 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 3,475 restricted stock units and 398,903 shares of common stock.

F10: 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 3,475 restricted stock units and 390,926 shares of common stock.

F11: 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 3,475 restricted stock units and 392,032 shares of common stock.