SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
Standard General L.P.

(Last) (First) (Middle)
767 FIFTH AVENUE, 12TH FLOOR

(Street)
NEW YORK NY 10153

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
05/10/2016
3. Issuer Name and Ticker or Trading Symbol
Turning Point Brands, Inc. [ TPB ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, $.01 par value ("Common Stock") 1,035,248 I See Footnotes(1)(2)(3)
Non-Voting Common Stock, $.01 par value ("Non-Voting Stock") 938,857 I See Footnotes(1)(2)(3)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Warrants (right to buy) 01/13/2014 01/13/2021 Common Stock 442,558 $0.01 I See Footnotes(1)(2)(3)
1. Name and Address of Reporting Person*
Standard General L.P.

(Last) (First) (Middle)
767 FIFTH AVENUE, 12TH FLOOR

(Street)
NEW YORK NY 10153

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Standard General Master Fund L.P.

(Last) (First) (Middle)
WALKERS SPV LIMITED, WALKER HOUSE
MARY STREET

(Street)
GEORGE TOWN, GRAND CAYMAN E9 KY1-1002

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
P STANDARD GENERAL LTD

(Last) (First) (Middle)
C/O STANDARD GENERAL L.P.
767 FIFTH AVENUE, 12TH FLOOR

(Street)
NEW YORK NY 10153

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Kim Soohyung

(Last) (First) (Middle)
C/O STANDARD GENERAL L.P.
767 FIFTH AVENUE, 12TH FLOOR

(Street)
NEW YORK NY 10153

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
X Officer (give title below) Other (specify below)
See Footnote 3
1. Name and Address of Reporting Person*
Standard General Focus Fund L.P.

(Last) (First) (Middle)
C/O STANDARD GENERAL L.P.
767 FIFTH AVENUE, 12TH FLOOR

(Street)
NEW YORK NY 10153

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. The securities reported herein are held for the accounts of Standard General Master Fund L.P. (the "Master Fund"), 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.
2. Of the securities reported herein, (i) 450,485 shares of Common Stock and 289,607 Warrants are held for the account of the Master Fund, (ii) 556,764 shares of Common Stock and 142,164 Warrants are held for the account of P Standard General, and (iii) 27,999 shares of Common Stock and 10,787 Warrants are held for the account of P Standard General. All of the Non-Voting Stock is held for the account of the Master Fund.
3. This Form 3 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 3 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.
/s/ Standard General L.P. by Standard General Holdings L.P., its general partner, by Standard General S Corp., its general partner, by Soohyung Kim, its director 05/10/2016
/s/ Standard General Master Fund L.P. by Standard General L.P., its investment manager, by Standard General Holdings L.P., its general partner, by Standard General S Corp., its general partner, by Soohyung Kim, its director 05/10/2016
/s/ P Standard General Ltd. by Standard General L.P., its investment manager, by Standard General Holdings L.P., its general partner, by Standard General S Corp., its general partner, by Soohyung Kim, its director 05/10/2016
/s/ Standard General Focus Fund L.P. by Standard General L.P., its investment manager, by Standard General Holdings L.P., its general partner, by Standard General S Corp., its general partner, by Soohyung Kim, its director 05/10/2016
/s/ Soohyung Kim 05/10/2016
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.