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Filing Details

Accession Number:: 0001140361-16-064890
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2016-05-12 17:23:49
Reporting Period:: 2016-05-10

Filing Date:: 2016-05-12
Accepted Time:: 2016-05-12 17:23:49
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1290677	Turning Point Brands Inc.	TPB	Tobacco Products (2100)	133961898

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1409888	L.p. General Standard	767 Fifth Avenue, 12Th Floor New York NY 10153		No	No	Yes	No
1418202	Soohyung Kim	C/O Standard General L.p. 767 Fifth Avenue, 12Th Floor New York NY 10153	See Footnote 3	Yes	Yes	Yes	No
1418203	L.p. Fund Master General Standard	Walkers Spv Limited, Walker House Mary Street George Town, Grand Cayman E9 KY1-1002		No	No	Yes	No
1463316	L.p. Fund Focus General Standard	C/O Standard General L.p. 767 Fifth Avenue, 12Th Floor New York NY 10153		No	No	Yes	No
1611966	Ltd General Standard P	C/O Standard General L.p. 767 Fifth Avenue, 12Th Floor New York NY 10153		No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock, $.01 Par Value ("Common Stock")	Acquisiton	2016-05-10	2,927,654	$10.00	3,962,902	No	4	P	Indirect	See Footnotes
Common Stock, $.01 Par Value ("Common Stock")	Acquisiton	2016-05-10	2,728,262	$0.00	6,691,164	No	4	P	Indirect	See Footnotes
Common Stock, $.01 Par Value ("Common Stock")	Acquisiton	2016-05-10	869,794	$0.00	7,560,958	No	4	P	Indirect	See Footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	See Footnotes
No	4	P	Indirect	See Footnotes
No	4	P	Indirect	See Footnotes

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Non-Voting Common Stock, $.01 Par Value ("Non-Voting Stock")	938,857	Indirect	See Footnotes

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock	Warrants (right to buy)	$0.01	2014-01-13	2021-01-13	442,558	442,558	Indirect

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2021-01-13	442,558	442,558	Indirect

Footnotes

The securities reported herein are held for the accounts of Standard General Master Fund L.P. (the "Master Fund") and P Standard General Ltd. ("P Standard General"), and Standard General Focus Fund L.P. ("Focus Fund" and, together with the Master Fund and P Standard General, the "Funds"), private investment vehicles for which Standard General L.P. ("Standard General") serves as investment manager. Mr. Kim is a director of the general partner of the general partner of Standard General and Chief Investment Officer of Standard General, and in such capacities may be deemed to indirectly beneficially own the securities reported herein. Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its pecuniary interest in such shares, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership for purposes of Section 16 or for any other purpose.
This Form 4 does not include any securities of the Issuer held by another private investment vehicle for which Standard General provides investment advice but with respect to which none of the Reporting Persons has a pecuniary interest. This Form 4 also does not include any securities of the Issuer in which David Glazek, a director of the Issuer and a partner of Standard General, may have a pecuniary interest. Mr. Glazek does not exercise investment or voting discretion over securities of the Issuer held by the Funds. Mr. Glazek separately files reports under Section 16.
Represents 2,224,961, 619,839 and 82,854 shares of Common Stock purchased for the accounts of the Master Fund, P Standard General and Focus Fund, respectively.
Pursuant to an agreement with the Issuer, the Reporting Persons agreed, effective upon the date of the Issuer's initial public offering of shares of Common Stock, to exchange PIK Toggle Notes having a principal value plus accrued but unpaid interest of approximately $25,372,837 and 7% Senior Notes having a principal value plus accrued but unpaid interest of approximately $8,697,940 into the number of shares of Common Stock reported herein.
Represents 2,073,427, 577,624 and 77,211 shares of Common Stock acquired for the accounts of the Master Fund, P Standard General and Focus Fund, respectively, upon the exchange of PIK Toggle Notes.
Represents 526,629, 332,552 and 10,613 shares of Common Stock acquired for the accounts of the Master Fund, P Standard General and Focus Fund, respectively, upon the exchange of 7% Senior Notes.
As of the date of this report, after giving effect to the transactions described herein: (i) 5,275,502 shares of Common Stock and 289,607 Warrants are held for the account of the Master Fund, (ii) 2,086,779 shares of Common Stock and 142,164 Warrants are held for the account of P Standard General, and (iii) 198,677 shares of Common Stock and 10,787 Warrants are held for the account of Focus Fund. All of the Non-Voting Stock is held for the account of the Master Fund.