Form 4: Turning Point Brands Executive's Stock Transactions
Insider Transaction Report
Turning Point Brands' Sr VP, General Counsel Brittani Cushman reported a tax-related disposition of 193 common shares and updated her beneficial ownership, including various stock options.
Summary
- Brittani Cushman, Sr VP, General Counsel of Turning Point Brands, Inc. (TPB), reported changes in her beneficial ownership.
- On January 2, 2026, 193 shares of common stock were disposed of at a price of $110.24 per share. This transaction was for the payment of taxes related to vested restricted units.
- Following the reported transaction, beneficial ownership stands at 34,081 shares, which includes 8,609 restricted stock units and 25,472 shares of common stock (with 413 shares deferred into the Company Non-Qualified Deferred Plan).
- An indirect beneficial ownership of 406.806 shares of common stock by a spouse is reported, with the reporting person disclaiming beneficial ownership.
- The executive holds various stock options granted under the issuer's 2015 and 2021 Equity Incentive Plans, with exercise prices ranging from $14.85 to $51.75 and expiration dates extending to March 2032.
Sentiment
Score: 5
Explanation: The filing is a routine disclosure of an insider's beneficial ownership and a tax-related stock disposition, which is a common and expected event for executive compensation. It does not indicate any significant positive or negative sentiment regarding the company's performance or outlook.
Positives
- Management holds significant equity and options, aligning executive interests with shareholders.
- The company utilizes equity incentive plans (2015 and 2021) to incentivize and retain key executives.
Future Outlook
NA
Management Comments
- The reporting person disclaims beneficial ownership of these securities (spouse's shares), and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership for purposes of Section 16 or for any other purpose.
Industry Context
NA
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Equity Incentive Plan | Options granted pursuant to the issuer's 2015 Equity Incentive Plan. | NA | Aligns management interests with shareholders through equity compensation, fostering long-term commitment. |
| Equity Incentive Plan | Options granted pursuant to the issuer's 2021 Equity Incentive Plan. | NA | Aligns management interests with shareholders through equity compensation, fostering long-term commitment. |
Related Party Transactions
- Indirect beneficial ownership of 406.806 shares of common stock by spouse, with the reporting person disclaiming beneficial ownership.
Stakeholder Impact
- Shareholders: Provides transparency on executive stock holdings and the structure of executive compensation, which can influence investor confidence.
- Employees: Highlights the company's use of equity incentive plans as part of its compensation strategy, potentially impacting employee motivation and retention.
Key Dates
| Date | Description |
|---|---|
| 01/01/2019 | Vesting date for options granted under the 2015 Equity Incentive Plan. |
| 01/01/2020 | Vesting date for options granted under the 2015 Equity Incentive Plan. |
| 01/01/2021 | Vesting date for options granted under the 2015 Equity Incentive Plan. |
| 01/01/2022 | Vesting date for options granted under the 2015 Equity Incentive Plan. |
| 01/01/2023 | Vesting date for options granted under the 2015 and 2021 Equity Incentive Plans. |
| 01/01/2024 | Vesting date for options granted under the 2015 and 2021 Equity Incentive Plans. |
| 01/01/2025 | Vesting date for options granted under the 2021 Equity Incentive Plan. |
| 01/02/2026 | Date of earliest transaction, involving shares withheld for tax payment related to vested restricted units. |
| 01/06/2026 | Signature date of the reporting person for the Form 4 filing. |
| 03/07/2028 | Expiration date for options with an exercise price of $21.21. |
| 03/20/2029 | Expiration date for options with an exercise price of $47.58. |
| 03/18/2030 | Expiration date for options with an exercise price of $14.85. |
| 02/18/2031 | Expiration date for options with an exercise price of $51.75. |
| 03/14/2032 | Expiration date for options with an exercise price of $30.46. |
Recommendation
holdThis Form 4 filing details a routine tax-related disposition of shares by a senior executive and updates their beneficial ownership, including various stock options. Such transactions are common for executive compensation and do not typically signal a change in the company's fundamental outlook or warrant a strong buy or sell recommendation. The significant holdings of options and common stock by the executive suggest continued alignment with shareholder interests, supporting a 'hold' stance based solely on this filing.
Keywords
Turning Point Brands, TPB, Insider Transaction, Form 4, Stock Options, Equity Incentive Plan, Beneficial Ownership, Executive Compensation, Brittani Cushman
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