Filing Details

1	Names of Reporting Persons.   Standard General L.P.
2	Check the Appropriate Box if a Member of a Group (See Instructions)
	(a)            [ ]
	(b)            [ ]
3	SEC Use Only
4	Source of Funds (See Instructions):   AF
5	Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e): [ ]
6	Citizenship or Place of Organization.   Delaware
Number of Shares Beneficially Owned by Each Reporting Person With		7            Sole Voting Power   0
		8            Shared Voting Power   10,175,463 (see Item 2)
		9  Sole Dispositive Power   0
		10            Shared Dispositive Power   10,175,463 (see Item 2)
11	Aggregate Amount Beneficially Owned by Each Reporting Person   10,175,463 (see Item 2)
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  [ ]
13	Percent of Class Represented by Amount in Row (11)   55.6% (see Item 2)
14	Type of Reporting Person (See Instructions)   IA

This Amendment No. 1 to Schedule 13D (this “Amendment”) relates to Common Stock, par value $0.01 per share (the “Common Stock”), of Turning Point Brands, Inc., a Delaware corporation (the “Issuer” or the “Company”).  The address of the principal executive offices of the Issuer is 5201 Interchange Way, Louisville, Kentucky 40229. This Amendment is being filed by each of the Reporting Persons to amend the Schedule 13D (the “Original Schedule 13D”) that was filed on May 13, 2016 (the Original Schedule 13D, as amended by this Amendment, the “Schedule 13D”).  Unless otherwise indicated, all capitalized terms used herein but not defined herein shall have the same meaning as in the Original Schedule 13D.

 

This amendment is being filed to amend and supplement Item 5 of the Schedule 13D as follows:

(a) and (b)  See Items 7-11 of the cover pages and Item 2 above.

The percentage calculations herein are based upon the statement in the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2016, as filed with the Securities and Exchange Commission on June 15, 2016, that there were 16,927,737 shares of Common Stock outstanding as of June 14, 2016.

(c) The Reporting Persons did not effect any transactions in the Company’s securities that have not been previously reported, except that on June 28, 2016 the 938,857 shares of the Company’s Non-Voting Common Stock held for the account of Master Fund were converted into shares of shares of Common Stock on a one-for-one basis upon the determination of the Company’s Board of Directors in accordance with the Company’s Certificate of Incorporation.

(d)  See Items 7-11 of the cover pages and Item 2 above.

(e)  Not applicable.

 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

STANDARD GENERAL L.P.

By: /s/ Joseph Mause

Name: Joseph Mause

Title: Chief Financial Officer

STANDARD GENERAL MASTER FUND L.P.

By: /s/ Joseph Mause

Name: Joseph Mause

Title: Chief Financial Officer of Standard General L.P., its investment manager

P STANDARD GENERAL LTD.

By: /s/ Joseph Mause

Name: Joseph Mause

Title: Chief Financial Officer of Standard General L.P., its investment manager

STANDARD GENERAL FOCUS FUND L.P.

By: /s/ Joseph Mause

Name: Joseph Mause

Title: Chief Financial Officer of Standard General L.P., its investment manager

SOOHYUNG KIM

Soohyung Kim