Form 8-K

8-K — Turning Point Brands, Inc.

Accession: 0001437749-26-015354

Filed: 2026-05-07

Period: 2026-05-07

CIK: 0001290677

SIC: 2100 (TOBACCO PRODUCTS)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — tpb20260309_8k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (ex_930472.htm)

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XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K — FORM 8-K

8-K (Primary)

Filename: tpb20260309_8k.htm · Sequence: 1

tpb20260309_8k.htm

false

0001290677

2026-05-07

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): May 7, 2026

TURNING POINT BRANDS, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-37763

20-0709285

(State or other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

5201 Interchange Way, Louisville, KY

40229

(Address of principal executive offices)

(Zip Code)

(502) 778-4421

N/A

(Former name, former address and former fiscal year, if changed since last report.)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value

TPB

New York Stock Exchange

Check the appropriate box below if the Form 8–K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02.

Results of Operations and Financial Condition.

On May 7, 2026, Turning Point Brands, Inc. (the “Company”) issued a press release announcing its financial results for the first quarter and three months ended March 31, 2026. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Current Report on Form 8-K and the Exhibit attached hereto shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. Such information will not be incorporated by reference into any registration statement filed by the Company under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated by reference.

Item 7.01.

Regulation FD Disclosure.

On May 7, 2026, the Company posted an investor presentation with supplemental information for the quarter ended March 31, 2026 to the investor relations section of its website at the following link https://www.turningpointbrands.com/investor-relations/events-and-presentations.

The information furnished under Item 7.01 of this Current Report on Form 8-K, including the referenced investor presentation, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01.

Financial Statements and Exhibits.

(d)

Exhibits

99.1

Press Release dated May 7, 2026

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

TURNING POINT BRANDS, INC.

Dated: May 7, 2026

By:

/s/ Brittani N. Cushman

Brittani N. Cushman

Senior Vice President, General Counsel and Secretary

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: ex_930472.htm · Sequence: 2

ex_930472.htm

Exhibit 99.1

Turning Point Brands Announces First Quarter 2026 Results

●

Q1 2026 Modern Oral Net Sales increased 133% to $52.0 million, accounting for 42% of total company net sales, up from 21% in Q1 2025.

●

Raising FY 2026 Modern Oral Sales guidance; Introducing FY 2026 EBITDA guidance

LOUISVILLE, KY – May 7, 2026 – Turning Point Brands, Inc. (“TPB” or “the Company”) (NYSE: TPB), a manufacturer, marketer and distributor of branded consumer products, including alternative smoking accessories and consumables with active ingredients, today announced financial results for the first quarter ended March 31, 2026.

Q1 2026 Financial Highlights

(All results reflect comparisons to prior-year period)

●

Total Consolidated Net Sales increased 16.8% to $124.3 million

Stoker's segment Net Sales increased 48.1%

Zig-Zag segment Net Sales decreased 22.4%

●

Gross Profit increased 14.6% to $68.3 million

●

Net Income decreased 19.0% to $11.7 million

●

Adjusted EBITDA decreased 6.5% to $25.9 million (see Schedule A for a reconciliation to net income)

●

Diluted EPS of $0.60 and Adjusted Diluted EPS of $0.76 compared to $0.79 and $0.91 respectively, in the same period one year ago (see Schedule B for a reconciliation to Diluted EPS)

“We delivered a strong first quarter, driven by continued momentum in Modern Oral and disciplined execution across the portfolio,” said Graham Purdy, President and CEO. “We believe we are in the early stages of a generational shift in nicotine consumption, with significant opportunity ahead as the category continues to evolve. We are investing behind our brands, commercial capabilities, and consumer reach to position us to capture meaningful share in white pouch, including through initiatives such as our recently announced TKO partnership featuring UFC. At the same time, our legacy brands continue to generate strong cash flow, providing the foundation to fund our strategic priorities. We remain confident in our ability to scale our modern oral business and drive long-term value for shareholders.”

Stoker’s Products Segment (70% of total net sales in the quarter)

For the first quarter, Stoker’s segment net sales increased 48.1% from the prior year to $87.6 million, driven by triple-digit growth in Modern Oral net sales.

For the first quarter, Stoker’s segment gross profit increased 39.1% from the prior year to $47.3 million. Gross profit as a percentage of net sales decreased to 54.0% for the three months ended March 31, 2026, from 57.5% of net sales for the three months ended March 31, 2025, primarily driven by margin contribution from modern oral products.

Zig-Zag Products Segment (30% of total net sales in the quarter)

For the first quarter, Zig-Zag segment net sales decreased 22.4% from the prior year to $36.7 million. The decrease in net sales was driven primarily by lower U.S. papers and wraps shipments.

For the first quarter, Zig-Zag segment gross profit decreased 18.1% from the prior year to $20.9 million. Gross profit as a percentage of net sales increased to 57.1% for the three months ended March 31, 2026, from 54.1% for the three months ended March 31, 2025, driven primarily by product mix.

Performance Measures in the First Quarter

Investment in the first quarter focused on sales and marketing efforts to support distribution and brand building. In the first quarter consolidated selling, general and administrative (“SG&A”) expenses increased 53.2% from the prior year to $55.8 million, inclusive of Modern Oral-related sales and marketing investments and increased outbound freight costs.

As of March 31, 2026 , ending cash was $192.4 million and net debt was $101.4 million. The Company ended the quarter with total liquidity of $265.0 million, comprised of $192.4 million in cash and $72.6 million of asset backed revolving credit facility capacity.

Turning Point Brands, Inc. | www.turningpointbrands.com | ir@tpbi.com | 502.774.9238

2026 Outlook

●

Full year Modern Oral Gross Sales of $280-$300 million (from $220- $240 million)

●

Full year Modern Oral Net Sales of $210-$225 million (from $180- $190 million)

●

Full Year Adjusted EBITDA of $70-$90 million, inclusive of investment in Modern Oral sales, marketing, and trade promotions

Earnings Conference Call

As previously disclosed, a conference call with the investment community to review TPB’s financial results has been scheduled for 8:30 a.m. Eastern on Thursday, May 7, 2026. Investment community participants should dial in 10 minutes ahead of time using the toll-free number (800) 715-9871 (international participants should call (646) 307-1963) and follow the audio prompts after typing in the event ID: 4128483. A live listen-only webcast of the call will be available on the Events and Presentations section of the investor relations portion of the Company website (www.turningpointbrands.com). A replay of the webcast will be available on the site two hours following the call.

Non-GAAP Financial Measures

In addition to financial measures prepared in accordance with generally accepted accounting principles in the United States (GAAP), this press release includes certain non-GAAP financial measures including EBITDA, Adjusted EBITDA, Adjusted Net Income, Adjusted Diluted EPS, Free Cash Flow, and Adjusted Operating Income (Loss). A reconciliation of these non-GAAP financial measures accompanies this release. Also note that a reconciliation of forward-looking non-GAAP measures, including EBITDA, to the most directly comparable GAAP measures is not provided because comparable GAAP measures for such measures are not reasonably accessible or reliable due to the inherent difficulty in forecasting and quantifying measures that would be necessary for such reconciliation.

About Turning Point Brands, Inc.

Turning Point Brands, Inc. (NYSE: TPB) is a manufacturer, marketer and distributor of branded consumer products including alternative smoking accessories and consumables with active ingredients through its iconic brand portfolio, including Zig-Zag®, Stoker’s®, FRE®, and ALP®. TPB’s products are available in more than 220,000 retail outlets in North America and on sites such as www.zigzag.com, www.frepouch.com, and www.alppouch.com. For the latest news and information about TPB and its brands, please visit www.turningpointbrands.com.

Turning Point Brands, Inc. | www.turningpointbrands.com | ir@tpbi.com | 502.774.9238

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the federal securities laws, including our outlook for 2026 with respect to Modern Oral Gross and Net Sales and Adjusted EBITDA . Forward-looking statements may generally be identified by the use of words such as "anticipate," "believe," "expect," "intend," "plan" and "will" or, in each case, their negative, or other variations or comparable terminology. These forward-looking statements include all matters that are not historical facts. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. As a result, these statements are not guarantees of future performance and actual events may differ materially from those expressed in or suggested by the forward-looking statements. Any forward-looking statement made by TPB in this press release, its reports filed with the Securities and Exchange Commission (the “SEC”) and other public statements made from time-to-time speak only as of the date made. New risks and uncertainties come up from time to time, and it is impossible for TPB to predict or identify all such events or how they may affect it. TPB has no obligation, and does not intend, to update any forward-looking statements after the date hereof, except as required by federal securities laws. Factors that could cause these differences include, but are not limited to, those included in the Company’s Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and other reports filed by the Company with the SEC. These statements constitute the Company’s cautionary statements under the Private Securities Litigation Reform Act of 1995.

This press release contains TPB’s preliminary determinations and current expectations, and such information is inherently uncertain. The preliminary estimates provided herein have been prepared by, and are the responsibility of, management and are subject to completion of TPB's customary quarter-end closing and review procedures and third-party review. As a result, TPB's reported information in its Quarterly Report on Form 10-Q for the quarter ended March 31, 2026 may differ from this information, and any such differences may be material. In addition, the information furnished above does not include all of the information regarding TPB's financial condition and results of operations for the quarter ending March 31, 2026 that may be important to readers. As a result, readers are cautioned not to place undue reliance on the information furnished in this press release and should view this information in the context of TPB's full first quarter 2026 results when such results are disclosed by TPB in its Quarterly Report on Form 10-Q for the quarter ended March 31, 2026.

Investor Contacts

Turning Point Brands, Inc.

ir@tpbi.com

Financial Statements Follow on Subsequent Pages

Turning Point Brands, Inc. | www.turningpointbrands.com | ir@tpbi.com | 502.774.9238

Turning Point Brands, Inc.

Consolidated Statements of Income

(dollars in thousands except share data)

(unaudited)

Three Months Ended March 31,

2026

2025

Net sales

124,278

106,436

Cost of sales

55,983

46,826

Gross profit

68,295

59,610

Selling, general, and administrative expenses

55,811

36,421

Operating income

12,484

23,189

Other expense, net

Interest expense, net

4,423

4,414

Investment gain

(151

)

(141

)

Income from equity method investment

(2,983

)

(150

)

Loss on extinguishment of debt

1,235

Income from continuing operations before income taxes

11,132

17,831

Income tax (benefit) expense

(2,810

)

2,040

Consolidated net income

13,942

15,791

Net income attributable to non-controlling interest

2,275

1,396

Net income attributable to Turning Point Brands, Inc.

11,667

14,395

Basic income per common share:

Net income attributable to Turning Point Brands, Inc.

0.61

0.81

Diluted income per common share:

Net income attributable to Turning Point Brands, Inc.

0.60

0.79

Weighted average common shares outstanding:

Basic

19,214,389

17,795,243

Diluted

19,474,877

18,249,306

Turning Point Brands, Inc. | www.turningpointbrands.com | ir@tpbi.com | 502.774.9238

Turning Point Brands, Inc.

Consolidated Balance Sheets

(dollars in thousands except share data)

(unaudited)

March 31,

December 31,

ASSETS

2026

2025

Current assets:

Cash

192,439

222,760

Accounts receivable, net of allowances of $228 in 2026 and $206 in 2025

27,473

25,726

Inventories, net

129,580

107,989

Other current assets

68,712

60,675

Total current assets

418,204

417,150

Property, plant, and equipment, net

40,584

36,247

Right of use assets

15,409

14,480

Deferred financing costs, net

1,019

1,180

Goodwill

135,974

136,097

Other intangible assets, net

63,731

64,042

Master Settlement Agreement (MSA) escrow deposits

29,786

29,887

Other assets

67,390

64,667

Total assets

772,097

763,750

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current liabilities:

Accounts payable

35,889

20,420

Accrued liabilities

35,394

54,587

Total current liabilities

71,283

75,007

Deferred income tax liability

8,363

8,289

Notes payable and long-term debt

293,885

293,625

Other long-term liabilities

2,034

4,138

Lease liabilities

11,043

10,708

Total liabilities

386,608

391,767

Stockholders’ equity:

Preferred stock, $0.01 par value; authorized shares 40,000,000; issued and outstanding shares -0-

Common stock, voting, $0.01 par value; authorized shares, 190,000,000; 20,824,677 issued shares and 19,367,534 outstanding shares at March 31, 2026, and 20,589,527 issued shares and 19,132,384 outstanding shares at December 31, 2025

218

216

Common stock, nonvoting, $0.01 par value; authorized shares, 10,000,000; issued and outstanding shares -0-

Additional paid-in capital

205,542

203,627

Cost of repurchased common stock (1,457,143 shares at March 31, 2026 and 1,457,143 shares at December 31, 2025)

(47,637

)

(47,637

)

Accumulated other comprehensive loss

(2,090

)

(1,563

)

Accumulated earnings

209,730

199,661

Non-controlling interest

19,726

17,679

Total stockholders’ equity

385,489

371,983

Total liabilities and stockholders’ equity

772,097

763,750

Turning Point Brands, Inc. | www.turningpointbrands.com | ir@tpbi.com | 502.774.9238

Turning Point Brands, Inc.

Consolidated Statements of Cash Flows

(dollars in thousands)

(unaudited)

Three Months Ended March 31,

2026

2025

Cash flows from operating activities:

Consolidated net income

13,942

15,791

Adjustments to reconcile net income to net cash provided by operating activities:

Loss on extinguishment of debt

1,235

Loss on sale of property, plant, and equipment

Income from equity method investment

(2,983

)

(150

)

Gain on investments

(15

)

Depreciation and other amortization expense

1,753

1,309

Amortization of other intangible assets

306

307

Amortization of deferred financing costs

421

448

Deferred income tax expense

1,716

Stock compensation expense

2,938

1,664

Noncash lease income

(807

)

(380

)

Changes in operating assets and liabilities:

Accounts receivable

(1,941

)

(5,539

)

Inventories

(21,700

)

(8,310

)

Other current assets

(8,062

)

(5,399

)

Other assets

(108

)

(1,268

)

Accounts payable

15,637

15,433

Accrued liabilities and other

(21,736

)

512

Net cash (used in) provided by operating activities

(22,259

)

17,409

Cash flows from investing activities:

Capital expenditures

(5,139

)

(2,185

)

Payment for equity investments

(2,783

)

Purchases of investments

(2,283

)

(714

)

Proceeds from sale of investments

2,351

500

MSA escrow deposits, net

(48

)

Net cash used in investing activities

(5,066

)

(5,230

)

Cash flows from financing activities:

Redemption of 2026 Notes

(250,000

)

Proceeds from 2032 Notes

300,000

Payment of dividends

(1,671

)

(1,385

)

Payments of financing costs

(6,582

)

Exercise of options

323

973

Redemption of options

(33

)

Redemption of restricted stock units

(330

)

(1,828

)

Redemption of performance based restricted stock units

(1,014

)

(2,625

)

Net cash (used in) provided by financing activities

(2,692

)

38,520

Net (decrease) increase in cash

(30,017

)

50,699

Effect of foreign currency translation on cash

(304

)

(48

)

Cash, beginning of period:

Unrestricted

222,760

48,941

Restricted

1,914

1,961

Total cash at beginning of period

224,674

50,902

Cash, end of period:

Unrestricted

192,439

99,640

Restricted

1,914

1,913

Total cash at end of period

194,353

101,553

Turning Point Brands, Inc. | www.turningpointbrands.com | ir@tpbi.com | 502.774.9238

Non-GAAP Financial Measures

To supplement our financial information presented in accordance with generally accepted accounting principles in the United States, or U.S. GAAP, we use non-U.S. GAAP financial measures, including EBITDA, Adjusted EBITDA, Adjusted Net Income, Adjusted Diluted EPS, and Adjusted Operating Income (Loss). We believe Adjusted EBITDA provides useful information to management and investors regarding certain financial and business trends relating to our financial condition and results of operations. Adjusted EBITDA, Adjusted Net Income, Adjusted Diluted EPS, and Adjusted Operating Income (Loss) are used by management to compare our performance to that of prior periods for trend analyses and planning purposes and are presented to our board of directors. We believe that EBITDA, Adjusted EBITDA, Adjusted Net Income, Adjusted Diluted EPS, Free Cash Flow, and Adjusted Operating Income (Loss) are appropriate measures of operating performance because they eliminate the impact of expenses that do not relate to business performance.

We define “EBITDA” as net income before interest expense, gain (loss) on extinguishment of debt, income tax expense, depreciation, amortization. We define “Adjusted EBITDA” as net income before interest expense, gain (loss) on extinguishment of debt, income tax expense, depreciation, amortization, other non-cash items and other items that we do not consider ordinary course in our evaluation of ongoing operating performance. We define “Adjusted Net Income” as net income excluding items that we do not consider ordinary course in our evaluation of ongoing operating performance. We define “Adjusted Diluted EPS” as diluted earnings per share excluding items that we do not consider ordinary course in our evaluation of ongoing operating performance. We define “Adjusted Operating Income (Loss)” as operating income (loss) excluding other non-cash items and other items that we do not consider ordinary course in our evaluation of ongoing operating performance.

Non-U.S. GAAP measures should not be considered a substitute for, or superior to, financial measures calculated in accordance with U.S. GAAP. EBITDA, Adjusted Net Income, Adjusted EBITDA, Adjusted Diluted EPS, and Adjusted Operating Income (Loss) exclude significant expenses that are required by U.S. GAAP to be recorded in our financial statements and is subject to inherent limitations. In addition, other companies in our industry may calculate this non-U.S. GAAP measure differently than we do or may not calculate it at all, limiting its usefulness as a comparative measure.

In accordance with SEC rules, we have provided, in the supplemental information attached, a reconciliation of the non-GAAP measures to the next directly comparable GAAP measures. Note that a reconciliation of forward-looking non-GAAP measures, including EBITDA, to the most directly comparable GAAP measures is not provided because comparable GAAP measures for such measures are not reasonably accessible or reliable due to the inherent difficulty in forecasting and quantifying measures that would be necessary for such reconciliation.

Turning Point Brands, Inc. | www.turningpointbrands.com | ir@tpbi.com | 502.774.9238

Schedule A

Turning Point Brands, Inc.

Reconciliation of GAAP Net Income to Adjusted EBITDA

(dollars in thousands)

(unaudited)

Three Months Ended

March 31,

2026

2025

Net income attributable to Turning Point Brands, Inc.

11,667

14,395

Add:

Interest expense, net

4,569

4,401

Loss on extinguishment of debt

1,235

Income tax (benefit) expense

(2,492

)

2,040

Depreciation expense

794

828

Amortization expense

1,285

822

EBITDA

15,823

23,721

Components of Adjusted EBITDA

Corporate restructuring (a)

ERP/CRM (b)

211

Stock based compensation (c)

2,938

1,664

Transactional expenses and strategic initiatives (d)

145

176

Non-recurring legal (e)

153

FDA PMTA (f)

290

1,591

Mark-to-market gain on Canadian inter-company note (g)

(116

)

315

Tariff adjustment (h)

5,903

Manufacturing start-up costs (i)

594

Honorarium (j)

Adjusted EBITDA

25,890

27,678

(a)

Represents costs associated with corporate restructuring, including severance and early retirement.

(b)

Represents cost associated with scoping and mobilization of new ERP and CRM systems and cost of duplicative ERP licenses.

(c)

Represents non-cash stock options, restricted stock, PSRUs, etc.

(d)

Represents the fees incurred for transaction expenses.

(e)

Represents legal expenses incurred in connection with litigation related to an insurance claim.

(f)

Represents costs associated with applications related to FDA premarket tobacco production application ("PMTA").The PMTA regime requires the Company to submit an application to the FDA to receive marketing authorization to continue to sell certain of its product lines with continued sales permitted during the pendency of the applications. The application is a one-time resource-intensive process for each covered product line; however, due to the nature of the implementation process for those product lines already in the market, applications can take multiple years to complete rather than the typical one-time submission. The Company currently has only two product lines currently subject to the PMTA process, having utilized other regulatory pathway options available for our other product lines. The Company does not expect to submit additional PMTA applications for any new product lines after the submission for the pending two are complete.

(g)

Represents a mark-to-market loss attributable to foreign exchange fluctuation.

(h)

Represents adjustment to current period costs of goods sold to exclude tariffs subject to refund.

(i)

Represents non-recurring expenses incurred during the start-up of manufacturing lines.

(j)

Represents an honorarium gift included in other expense, net.

Turning Point Brands, Inc. | www.turningpointbrands.com | ir@tpbi.com | 502.774.9238

Schedule B

Turning Point Brands

Reconciliation of GAAP Net Income to Adjusted Net Income and Diluted EPS to Adjusted Diluted EPS

(dollars in thousands except share data)

(unaudited)

Three Months Ended

March 31, 2026

March 31, 2025

Income from continuing operations before income taxes

Income tax expense (m)

Net loss attributable to non-controlling interest

Adjusted Net Income

Adjusted Diluted EPS

Income from continuing operations before income taxes

Income tax expense (m)

Net loss attributable to non-controlling interest

Net Income

Diluted EPS

GAAP Net Income and Diluted EPS

11,132

(2,810

)

2,275

11,667

0.60

17,831

2,040

1,396

14,395

0.79

Loss on extinguishment of debt (a)

1,235

141

1,094

0.06

Corporate restructuring (b)

(24

)

121

0.01

ERP/CRM (c)

211

187

0.01

Stock based compensation (d)

2,938

(742

)

3,680

0.19

1,664

190

1,474

0.08

Transactional expenses and strategic initiatives(e)

145

(37

)

182

0.01

176

156

0.01

Non-recurring legal (f)

153

(39

)

192

0.01

FDA PMTA (g)

290

(73

)

363

0.02

1,591

182

1,409

0.08

Mark-to-market loss on Canadian inter-company note (h)

(116

)

(145

)

(0.01

)

315

279

0.02

Tariff adjustment (i)

5,903

(1,490

)

7,393

0.38

Manufacturing start-up costs (j)

594

(150

)

744

0.04

Honorarium (k)

(16

)

0.00

Tax benefit (l)

9,475

(9,475

)

(0.49

)

2,329

(2,329

)

(0.13

)

Adjusted Net Income and Adjusted Diluted EPS

21,199

4,124

2,275

14,800

0.76

23,023

4,963

1,396

16,664

0.91

(a)

Represents loss on extinguishment of debt as a result of the redemptions of the 2026 Notes.

(b)

Represents costs associated with corporate restructuring, including severance and early retirement.

(c)

Represents cost associated with scoping and mobilization of new ERP and CRM systems and cost of duplicative ERP licenses.

(d)

Represents non-cash stock options, restricted stock, PSRUs, etc.

(e)

Represents the fees incurred for transaction expenses.

(f)

Represents legal expenses incurred in connection with litigation related to an insurance claim.

(g)

(h)

Represents a mark-to-market loss attributable to foreign exchange fluctuation.

(i)

Represents adjustment to current period costs of goods sold to exclude tariffs subject to refund.

(j)

Represents non-recurring expenses incurred during the start-up of manufacturing lines.

(k)

Represents an honorarium gift included in other expense, net.

(l)

Represents adjustment from quarterly tax rate to quarterly projected tax rate of 24% in 2026 and 21% in 2025.

(m)

Income tax expense calculated using the effective tax rate for the quarter of -25.2% in 2026 and 11.4% in 2025.

Turning Point Brands, Inc. | www.turningpointbrands.com | ir@tpbi.com | 502.774.9238

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Document And Entity Information

May 07, 2026

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TURNING POINT BRANDS, INC.

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Document, Period End Date

May 07, 2026

Entity, Incorporation, State or Country Code

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001-37763

Entity, Tax Identification Number

20-0709285

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Louisville

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40229

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Common Stock

Trading Symbol

TPB

Security Exchange Name

NYSE

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