Home > Insider Trading > Filing (0001562180-18-002497)

Filing Details

Accession Number:: 0001562180-18-002497
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2018-05-15 18:55:13
Reporting Period:: 2018-05-11

Accepted Time:: 2018-05-15 18:55:13
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1455684	Tpi Composites Inc	TPIC	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1016697	G Paul Giovacchini	10 Mill Pond Lane Simsbury CT 06070		No	No	No	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	Acquisiton	2018-05-11	72,191	$9.35	4,850,682	No	4	X	Indirect	See Footnote
Common Stock	Disposition	2018-05-11	24,440	$27.62	4,826,242	No	4	S	Indirect	See Footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	X	Indirect	See Footnote
No	4	S	Indirect	See Footnote

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Common Warrants	Disposition	2018-05-11	72,191	$0.00	72,191	$9.35

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0			No	4	X	Indirect

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	2,880	Direct

Footnotes

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. The Reporting Person 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 his pecuniary interest therein, if any. This report shall not be deemed an admission that the Reporting Person is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose
On May 11, 2018, LGCP and Landmark IAM exercised a warrant to purchase 72,191 shares of common stock for $9.35 a share. LGCP and Landmark IAM paid the exercise price on a cashless basis, resulting in the issuer withholding of 24,440 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 47,751 shares. The issuer also paid $46.95 to the reporting person in lieu of a fractional shares.
The Reporting Person is contractually obligated to turn over any proceeds from the sale of these shares to LGCP and Landmark IAM. The Reporting Person 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 his pecuniary interest therein, if any.
These securities are exercisable for Common Stock and are exercisable at any time until the earlier of (i) December 24, 2022, (ii) two (2) years following the effective date of the issuer's initial public offering or (iii) the date of a merger event, as defined in the warrant.