0000899243-16-025923 4 1 20160727 20160729 20160729 TPI COMPOSITES, INC 0001455684 3510 000000000 DE 8501 N SCOTTSDALE ROAD GAINEY CENTER II, SUITE 280 SCOTTSDALE AZ 85253 480-305-8910 8501 N SCOTTSDALE ROAD GAINEY CENTER II, SUITE 280 SCOTTSDALE AZ 85253 TPI COMPOSITES INC 20090206 DeRosa Michael Lawrence 0001309058 4 34 001-37839 161793971 2500 NORTHWINDS PARKWAY SUITE 475 ALPHARETTA GA 30004 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2016-07-27 0 0001455684 TPI COMPOSITES, INC TPIC 0001309058 DeRosa Michael Lawrence THREE RADNOR CORP. CTR., SUITE 410 RADNOR PA 19087 1 0 1 0 Common Stock 2016-07-27 4 C 0 8704147 A 8704147 I See Footnote Common Stock 2016-07-27 4 P 0 727273 A 9431420 I See Footnote Series B Convertible Preferred Stock 2016-07-27 4 C 0 26.4955 0.00 D Common Stock 33991 0 I See Footnote Series B-1 Convertible Preferred Stock 2016-07-27 4 C 0 2158.008 0.00 D Common Stock 3903289 0 I See Footnote Series C Convertible Preferred Stock 2016-07-27 4 C 0 1226.54 0.00 D Common Stock 1449048 0 I See Footnote Senior Redeemable Preferred Stock 2016-07-27 4 C 0 410 0.00 D Common Stock 1951415 0 I See Footnote Super Senior Redeemable Preferred Stock 2016-07-27 4 C 0 185 0.00 D Common Stock 880517 0 I See Footnote Subordinated Convertible Promissory Note 2016-07-27 4 C 0 485887 11.00 D Common Stock 485887 0 I See Footnote 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 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"), Senior Redeemable Preferred Stock (the "Senior Shares") and Super Senior Redeemable Preferred Stock (the "Super Senior Shares"). The Series B Shares, Series B-1 Shares, Series C Shares, Senior Shares and Super Senior Shares are collectively referred to herein as the "Preferred Shares". These securities are held of record by Element Partners II, L.P. ("EP II") and Element Partners II Intrafund, L.P. ("Intrafund"). Element Partners II G.P., L.P. ("GP LP") is the general partner of both EP II and Intrafund, and Element II G.P., LLC ("GP LLC") is the general partner of GP LP. The Reporting Person is a managing member of GP LLC and may be deemed to share voting and investment power with respect to all shares held by EP II and Intrafund. 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 were purchased in the initial public offering of the Issuer. 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. The Super 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 Super 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. /s/ Steven G. Fishbach, Attorney-in-Fact 2016-07-29