Home > Insider Trading > Filing (0000899243-16-025929)

Filing Details

Accession Number:: 0000899243-16-025929
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2016-07-29 15:43:08
Reporting Period:: 2016-07-27

Filing Date:: 2016-07-29
Accepted Time:: 2016-07-29 15:43:08
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1455684	Tpi Composites Inc	TPIC	()	CT

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1064487	Landmark Equity Advisors Llc /Adv	10 Mill Pond Lane Simsbury CT 06070	No	No	Yes	No
1257823	Landmark Iam Growth Capital Lp	10 Mill Pond Lane Simsbury CT 06070	No	No	Yes	No
1257979	Landmark Growth Capital Partners Lp	10 Mill Pond Lane Simsbury CT 06070	No	No	Yes	No
1679456	Landmark Growth Capital Partners, Llc	10 Mill Pond Lane Simsbury CT 06070	No	No	Yes	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2016-07-27	2,008,972	$0.00	5,842,021	No	4	C	Direct
Common Stock	Acquisiton	2016-07-27	181,818	$0.00	6,023,839	No	4	P	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Direct
No	4	P	Direct

Reported Derivative Transactions

Show Other Fields >>

Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Series A Convertible Preferred Stock	Disposition	2016-07-27	327	$0.00	411,749	$0.00
Common Stock	Series B Convertible Preferred Stock	Disposition	2016-07-27	226	$0.00	289,459	$0.00
Common Stock	Series B-1 Convertible Preferred Stock	Disposition	2016-07-27	242	$0.00	438,291	$0.00
Common Stock	Series C Convertible Preferred Stock	Disposition	2016-07-27	164	$0.00	193,206	$0.00
Common Stock	Senior Redeemable Preferred Stock	Disposition	2016-07-27	40	$0.00	190,380	$0.00
Common Stock	Subordinated Convertible Promissory Note	Disposition	2016-07-27	485,887	$11.00	485,887	$0.00

Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
No	4	C	Direct
No	4	C	Direct
No	4	C	Direct
No	4	C	Direct
No	4	C	Direct
No	4	C	Direct

Footnotes

This transaction represents the total number of shares of Common Stock of the Issuer (the "Issuer Common Stock") received upon the conversion of the Issuer's Series A Convertible Preferred Stock (the "Series A Shares"), Series B Convertible Preferred Stock (the "Series B Shares"), Series B-1 Convertible Preferred Stock (the "Series B-1 Shares"), Series C Convertible Preferred Stock (the "Series C Shares") and Senior Redeemable Preferred Stock (the "Senior Shares"). The Series A Shares, Series B Shares, Series B-1 Shares, Series C Shares and Senior Shares are collectively referred to herein as the "Preferred Shares".
These securities are held of record by Landmark Growth Capital Partners, L.P. ("LGCP") and Landmark IAM Growth Capital, L.P. ("Landmark IAM"). Landmark Growth Capital Partners, LLC ("LGCP LLC") is the general partner of both Landmark LGCP and Landmark IAM, and Landmark Equity Advisors, LLC ("LEA LLC") is the managing member of LGCP LLC.
This report on Form 4 is jointly filed by LGCP, Landmark IAM, LGCP LLC and LEA LLC. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.
These securities were purchased in the initial public offering of the Issuer.
The Series A Shares automatically converted into Issuer Common stock on an approximately 1,259.06-for-1 basis upon the closing of the initial public offering of the Issuer without payment or further consideration. The Series A Shares were convertible at any time at the election of the Reporting Person and had no expiration date.
The Series B Shares automatically converted into Issuer Common stock on an approximately 1,282.90-for-1 basis upon the closing of the initial public offering of the Issuer without payment or further consideration. The Series B Shares were convertible at any time at the election of the Reporting Person and had no expiration date.
The Series B-1 Shares automatically converted into Issuer Common stock on an approximately 1,808.75-for-1 basis upon the closing of the initial public offering of the Issuer without payment or further consideration. The Series B-1 Shares were convertible at any time at the election of the Reporting Person and had no expiration date.
The Series C Shares automatically converted into Issuer Common stock on an approximately 1,181.41-for-1 basis upon the closing of the initial public offering of the Issuer without payment or further consideration. The Series C Shares were convertible at any time at the election of the Reporting Person and had no expiration date.
The Senior Shares automatically converted into Issuer Common stock on an approximately 4,759.60-for-1 basis upon the closing of the initial public offering of the Issuer without payment or further consideration. The Senior Shares were convertible at any time at the election of the Reporting Person and had no expiration date.
These securities automatically converted into Issuer Common stock upon the closing of the initial public offering of the Issuer without payment or further consideration. These securities converted at a price of $11.00 per share.