Form 4: Turning Point Brands Senior VP Exercises and Sells Stock Options Under Pre-Arranged Plan
Insider Transaction Report
Brittani Cushman, Senior Vice President and General Counsel of Turning Point Brands, Inc., exercised and immediately sold a total of 15,000 common stock options over two days in June 2025, as part of a pre-arranged trading plan.
Summary
- Brittani Cushman, Senior Vice President and General Counsel of Turning Point Brands, Inc. (TPB), reported transactions involving the exercise and sale of company common stock.
- On June 9, 2025, Ms. Cushman exercised 7,500 stock options at an exercise price of $13.00 per share and simultaneously sold these 7,500 shares at a price of $75.89 per share.
- On June 10, 2025, she again exercised 7,500 stock options at $13.00 per share and sold these 7,500 shares at $74.36 per share.
- These transactions were conducted pursuant to a Rule 10b5-1(c) trading plan, indicating they were pre-scheduled.
- Following these transactions, Ms. Cushman directly beneficially owns 34,687 shares of common stock.
- Additionally, 406,806 shares are indirectly beneficially owned by her spouse, though Ms. Cushman disclaims beneficial ownership of these securities.
- Ms. Cushman continues to hold various unexercised stock options with exercise prices ranging from $14.85 to $51.75 and expiration dates up to March 14, 2032.
Sentiment
Score: 6
Explanation: The transactions represent a routine exercise and sale of stock options by a senior executive, conducted under a pre-arranged 10b5-1 trading plan. This is generally viewed as a neutral event, reflecting the executive's compensation structure and personal financial planning, rather than a signal about the company's future performance. The significant difference between exercise and sale price indicates strong stock performance.
Positives
- The transactions were conducted under a Rule 10b5-1(c) plan, indicating pre-planned and transparent insider trading activity, which can reduce concerns about opportunistic selling.
- The executive continues to hold a significant number of shares directly (34,687) and indirectly (406,806 by spouse), aligning her interests with shareholders.
- The significant difference between the option exercise price ($13.00) and the sale prices ($75.89 and $74.36) indicates a substantial gain for the executive, reflecting a strong increase in the company's stock value since the options were granted.
Negatives
- The sale of 15,000 shares by a senior executive, even if pre-planned, could be perceived negatively by some investors as it reduces direct insider ownership.
Future Outlook
NA
Industry Context
NA
Stakeholder Impact
- Shareholders: May observe a slight reduction in direct insider ownership, but the 10b5-1 plan mitigates concerns about opportunistic selling. The executive's continued significant holdings (direct and indirect) maintain alignment with shareholder interests.
Key Dates
| Date | Description |
|---|---|
| 01/01/2018 | Vesting date for 34% of underlying shares for certain options. |
| 01/01/2019 | Vesting date for 33% of underlying shares for certain options. |
| 01/01/2020 | Vesting date for 33% of underlying shares for certain options. |
| 01/01/2021 | Vesting date for 34% of underlying shares for certain options. |
| 01/01/2022 | Vesting date for 34% of underlying shares for certain options. |
| 01/01/2023 | Vesting date for 34% of underlying shares for certain options. |
| 01/01/2024 | Vesting date for 33% of underlying shares for certain options. |
| 01/01/2025 | Vesting date for 33% of underlying shares for certain options. |
| 02/14/2027 | Expiration date for 10,000 options (2,500 remaining after exercise). |
| 03/07/2028 | Expiration date for 4,500 options. |
| 03/20/2029 | Expiration date for 4,800 options. |
| 03/18/2030 | Expiration date for 6,000 options. |
| 02/18/2031 | Expiration date for 7,000 options. |
| 03/14/2032 | Expiration date for 8,000 options. |
| 06/09/2025 | Date of earliest reported transaction (option exercise and sale). |
| 06/10/2025 | Date of second reported transaction (option exercise and sale). |
| 06/11/2025 | Signature date of the reporting person on the filing. |
Keywords
Turning Point Brands, TPB, Brittani Cushman, SEC Form 4, Insider Trading, Stock Options, Option Exercise, Stock Sale, Rule 10b5-1, Equity Incentive Plan, Corporate Governance
Disclaimer:The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.