TPB on NYSE

Turning Point Brands

American manufacturer and distributor of tobacco and nicotine products based in Louisville, founded in 19881

In its 2026 annual report the company says: “Turning Point Brands, Inc. is a leading manufacturer, marketer and distributor of branded consumer products. We sell a wide range of products to adult consumers consisting of staple products with our iconic brands Zig-Zag® and Stoker’s®. Our segments are led by our core proprietary and iconic brands: Zig-Zag® in the Zig-Zag products segment, and Stoker’s® along with FRE®, Beech-Nut® and Trophy® in the Stoker’s products segment.”6 Its shares trade on NYSE under the symbol TPB.1

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Last updated Oct 21, 2026.

Overview

1988Founded1

Compare with Healthier Choices Management Corp., or pick any stock.

  • TickerTPB on NYSE1
  • Industrytobacco industry1
  • HeadquartersLouisville1
  • Founded inDelaware1
  • Websitewww.turningpointbrands.com
  • Legal formpublic company1
  • Incorporated inDE4
  • Business address5201 Interchange Way, Louisville, Ky 402294
  • Filer categoryLarge accelerated filer4
  • LEI549300IYG00QF0VVP3023
  • StatusActive3
  • LEI statusLapsed (not renewed)3
  • Registered addressC/O THE CORPORATION TRUST COMPANY, 19801 Wilmington, United States3
  • Registered withDivision of Corporations, Department of State, 37500863

Turning Point Brands, Inc. (the “Company,” “we,” “our,” or “us”) is a leading manufacturer, marketer and distributor of branded consumer products. We sell a wide range of products to adult consumers consisting of staple products with our iconic brands Zig-Zag® and Stoker’s®. We primarily compete in the alternative smoking accessories and Other Tobacco Products (“OTP”) industries, among other markets. The alternative smoking accessories market is a dynamic market experiencing robust secular growth driven by cannabinoid legalization in the U.S. and Canada, and positively evolving consumer perception and acceptance in North America. The OTP industry, which consists of non-cigarette tobacco products, exhibited steady consumer unit annualized volumes during the full year period ended 2025 as reported by Management Science Associates, Inc. (“MSAi”) a third-party analytics and information compa…6 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

57.1%Gross margin7
20.6%Operating margin7
12.6%Net margin7
28.4%Revenue growth, 20257
15.6%Return on equity7
0.79×Debt to equity7
$43.8MFree cash flow7

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Business segments

Stokers Products brought in 61% of the revenue Turning Point Brands broke down this way in fiscal 2025.

  1. Stokers Products$284.6M761%up 69% from 2024
  2. Zig Zag Products$178.5M739%down 7% from 2024
Business segments by year
Business segments202320242025
Stokers Products$144.6M$168.3M$284.6M
Zig Zag Products$180.5M$192.4M$178.5M

Regions

United States brought in 92% of the revenue Turning Point Brands broke down this way in fiscal 2025.

  1. United States$427.4M792%up 29% from 2024
  2. Outside the United States$35.7M78%up 19% from 2024
Regions by year
Regions202320242025
United States$294.3M$330.7M$427.4M
Outside the United States$30.8M$30.0M$35.7M

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Cost of revenue43¢$198.7M
  • Research and development0¢$900.0K
  • Selling, general and admin36¢$169.0M
  • Other costs5¢$21.3M
  • Income tax3¢$15.0M
  • Profit13¢$58.2M

Out of $463.1M in revenue.7

Where each dollar of operating cash went, fiscal 2025

  • Capital spending24¢$13.5M
  • Dividends paid10¢$5.5M
  • Kept or used elsewhere67¢$38.3M

Out of $57.4M of cash from operations.7

Financial statements

Revenue8910117$463.1M in 2025+28% since 2019
0$200.0M$400.0M$600.0M2019: $362.0M$362.0M20192020: $405.1M$405.1M2020+12%2021: $445.5M$445.5M2021+10%2022: $321.2M$321.2M2022−28%2023: $325.1M$325.1M2023+1%2024: $360.7M$360.7M2024+11%2025: $463.1M$463.1M2025+28%
Gross profit8910117$264.3M in 2025+93% since 2019
0$100.0M$200.0M$300.0M2019: $137.1M$137.1M20192020: $190.0M$190.0M2020+39%2021: $217.8M$217.8M2021+15%2022: $177.8M$177.8M2022−18%2023: $182.9M$182.9M2023+3%2024: $201.6M$201.6M2024+10%2025: $264.3M$264.3M2025+31%
Operating income8910117$95.3M in 2025+250% since 2019
0$25.0M$50.0M$75.0M$100.0M2019: $27.2M$27.2M20192020: $64.4M$64.4M2020+137%2021: $90.3M$90.3M2021+40%2022: $74.0M$74.0M2022−18%2023: $83.0M$83.0M2023+12%2024: $80.8M$80.8M2024−3%2025: $95.3M$95.3M2025+18%
Net income8910117$58.2M in 2025+258% since 2019
0$20.0M$40.0M$60.0M2019: $16.2M$16.2M20192020: $38.2M$38.2M2020+135%2021: $52.1M$52.1M2021+36%2022: $11.6M$11.6M2022−78%2023: $38.5M$38.5M2023+230%2024: $39.8M$39.8M2024+4%2025: $58.2M$58.2M2025+46%

Every line of the income statement as filed: the last 3 fiscal years, latest first.7

Period ending2025-12-312024-12-312023-12-31
Net sales$463.1M$360.7M$325.1M
Cost of sales$198.7M$159.1M$142.1M
Gross profit$264.3M$201.6M$182.9M
Selling, general, and administrative expenses$169.0M$122.4M$104.3M
Other operating income$0-$1.7M-$4.3M
Operating income$95.3M$80.8M$83.0M
Other income, net-$6.6M$0-$4.0M
Interest expense, net$17.5M$14.0M$14.6M
Investment (gain) loss-$1.1M$2.0M$9.6M
Loss (gain) from equity method investments$1.2M-$75.0K$2.3M
Loss (gain) on extinguishment of debt$1.2M$0-$1.7M
Income from continuing operations before income taxes$83.1M$65.0M$62.1M
Income tax expense$15.0M$16.9M$24.0M
Income from continuing operations$68.2M$48.0M$38.1M
Loss from discontinued operations, net of tax$0-$7.5M-$285.0K
Consolidated net income$68.2M$40.5M$37.8M
Net income (loss) attributable to non-controlling interest$10.0M$701.0K-$681.0K
Net income attributable to Turning Point Brands, Inc.$58.2M$39.8M$38.5M
Continuing operations (in dollars per share)$3$3$2
Discontinued operations (in dollars per share)$0-$0-$0
Basic earnings per share (in dollars per share)$3.18$2.24$2.19
Continuing operations (in dollars per share)$3$3$2
Discontinued operations (in dollars per share)$0-$0-$0
Diluted earnings per share (in dollars per share)$3.11$2.14$2.01
Basic (in shares)18.3M shares17.7M shares17.6M shares
Diluted (in shares)18.7M shares19.4M shares20.5M shares

Compare Turning Point Brands with another company

Corporate structure

Turning Point Brands sits at the top of its group. 20 entities, 2 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Turning Point Brands

  • Turning Point Brands Louisville, Kentucky, United States
    • ALP Supply Co. Subsidiary · Fairless Hills, Pennsylvania, United States
    • Real Brands, Inc. Stake · Pompano Beach, Florida
    • Interchange IC Subsidiary · the District of Columbia, United States
    • Interchange Investments LLC Subsidiary · Delaware, United States
    • Interchange Partners LLC Subsidiary · Delaware, United States
    • Intrepid Brands, LLC Subsidiary · Delaware, United States
    • Modern Distribution, LLC Subsidiary · Delaware, United States
    • National Tobacco Company, L.P. Subsidiary · Delaware, United States
    • National Tobacco Finance, LLC Subsidiary · Delaware, United States
    • North Atlantic Operating Company, Inc. Subsidiary · Delaware, United States
    • NORTH ATLANTIC TRADING COMPANY, INC. Subsidiary · Wilmington, Delaware, United States
      • NORTH ATLANTIC OPERATING COMPANY, INC. Subsidiary · Wilmington, Delaware, United States
    • North Atlantic Wrap Company LLC Subsidiary · Delaware, United States
    • Nu-X Distribution LLC Subsidiary · Delaware, United States
    • RBJ Sales, Inc. Subsidiary · Tennessee, United States
    • TPB Services LLC Subsidiary · Delaware, United States
    • TPB SPECIALTY FINANCE LLC Subsidiary · Louisville, Kentucky, United States
    • Turning Point Brands (Canada) Inc. Subsidiary · Ontario, Canada
    • Turning Point Brands Specialty Finance, LLC Subsidiary · Delaware, United States

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; subsidiaries, stakes and holdings from Wikidata (CC0); major holders from Schedules 13D and 13G; stakes of 5% or more it reported on Schedules 13D and 13G (1 companies). Each entity in the chart links to its source.

What it owns

What Turning Point Brands reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$59.5M7 Dec 31, 2025$48.2M7 Dec 31, 2024+23.5%
Accumulated depreciation$23.2M7 Dec 31, 2025$21.8M7 Dec 31, 2024+6.4%
Property and equipment, net$36.2M7 Dec 31, 2025$26.3M7 Dec 31, 2024+37.6%
Finance-lease assets$7.6M7 Dec 31, 2025$3.3M7 Dec 31, 2024+133.2%
Operating-lease assets (leased space)$6.9M7 Dec 31, 2025$8.3M7 Dec 31, 2024−17.8%

Real estate and locations

ItemLatestA year beforeChange
Stores220,0007 Dec 31, 2025220,00011 Dec 31, 20240%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$222.8M7 Dec 31, 2025$48.9M7 Dec 31, 2024+355.2%
Marketable securities, non-current$14.9M7 Dec 31, 2025$5.5M7 Dec 31, 2024+172.2%
Stakes in other companies (equity method)$7.8M7 Dec 31, 2025$1.2M7 Dec 31, 2024+536.3%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$136.1M7 Dec 31, 2025$135.9M7 Dec 31, 2024+0.1%
Intangible assets, net (excluding goodwill)$64.0M7 Dec 31, 2025$65.3M7 Dec 31, 2024−1.9%
Indefinite-lived intangibles (excluding goodwill)$50.8M7 Dec 31, 2025$50.8M7 Dec 31, 20240%

Inventory

ItemLatestA year beforeChange
Inventory, total$108.0M7 Dec 31, 2025$96.3M7 Dec 31, 2024+12.2%
Supplies$43.7M7 Dec 31, 2025$35.6M7 Dec 31, 2024+22.8%

Properties, in its own words

As of December 31, 2025, we operated manufacturing, distribution, office, and warehouse space in the U.S., all of which is leased with the exception of our Dresden, Tennessee manufacturing facility, which is owned. To provide a cost-efficient supply of products to our customers, we maintain centralized management of internal manufacturing and nationwide distribution facilities. Our two manufacturing and distribution facilities located in Louisville, Kentucky, and Shepherdsville, Kentucky, are used by both our segments. Our third manufacturing and distribution facility located in Dresden, Tennessee is used by our Stoker’s Product segment. We believe our facilities are adequate for our current and anticipated future use.

Item 2 of the 10-K filed Mar 2, 2026.6

Stakes and holdings (Wikidata)

Things Wikidata records the company as owning, with the share when stated.1

Leadership

Who has led Turning Point Brands, and when. Pick a name to see everywhere that person has worked.

Board members and other officers (22)

Products and brands

  • nicotine pouch
  • rolling paper

Listed on Wikidata.1

Subsidiaries and ownership

Also owns

Subsidiaries (Exhibit 21)

  • Interchange IC District of Columbia5
  • Interchange Investments LLC Delaware5
  • Interchange Partners LLC Delaware5
  • Intrepid Brands, LLC Delaware5
  • Modern Distribution, LLC Delaware5
  • National Tobacco Company, L.P. Delaware5
  • National Tobacco Finance, LLC Delaware5
  • North Atlantic Operating Company, Inc. Delaware5
  • North Atlantic Trading Company, Inc. Delaware5
  • North Atlantic Wrap Company LLC Delaware5
  • Nu-X Distribution LLC Delaware5
  • RBJ Sales, Inc. Tennessee5
  • TPB Services LLC Delaware5
  • Turning Point Brands (Canada) Inc. Ontario, Canada5
  • Turning Point Brands Specialty Finance, LLC Delaware5
  • Turning Point Brands, Inc. Delaware5
  • Turning Point Brands, LLC Delaware5

From Wikidata.1 The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Former names

  • North Atlantic Holding Company, Inc.May 18, 2004 to Sep 25, 20154

Timeline

  1. Sep 21, 20268-K Executive or director change; Regulation FD disclosure46
  2. Aug 4, 20268-K Results of operations; Regulation FD disclosure47
  3. May 7, 20268-K Results of operations48
  4. May 5, 20268-K Shareholder vote49
  5. Mar 2, 20268-K Results of operations50
  6. Nov 5, 20258-K Results of operations51
  7. Nov 5, 20258-K Results of operations52
  8. Nov 5, 20258-K Other events53
  9. Aug 6, 20258-K Results of operations54
  10. May 9, 20258-K Shareholder vote55
  11. May 7, 20258-K Results of operations; Regulation FD disclosure56
  12. Mar 11, 20258-K Change of auditor57
  13. Feb 14, 2023New chief executive Graham Purdy becomes CEO16
  14. Mar 16, 2022New chief executive Yavor Efremov becomes CEO17
  15. May 11, 2016Went public Listed on NYSE1
  16. May 10, 2016New chief executive Lawrence Wexler becomes CEO18
  17. 1988Founded Founded in Delaware1

Calendar

Coming up

  1. Nov 4, 2026Reports results for the quarter ending Sep/2026 A year earlier it reported $1.13 a share, on Nov 5, 2025.58

When it reported results

  1. Aug 4, 2026Reported quarterly or annual results47
  2. May 7, 2026Reported quarterly or annual results48
  3. Mar 2, 2026Reported quarterly or annual results50
  4. Nov 5, 2025Reported quarterly or annual results51
  5. Nov 5, 2025Reported quarterly or annual results52
  6. Aug 6, 2025Reported quarterly or annual results54
  7. May 7, 2025Reported quarterly or annual results56
  8. Mar 6, 2025Reported quarterly or annual results59

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

300 filings to the SEC since October 2021: 5 annual reports, 15 quarterly reports, 41 major events, 160 insider forms, 35 large holders, 44 other. The latest 20:

  1. Sep 21, 20268-K EDGAR
  2. Aug 4, 202610-Q EDGAR
  3. Aug 4, 20268-K EDGAR
  4. Jul 30, 2026SCHEDULE 13G EDGAR
  5. May 15, 2026SCHEDULE 13G EDGAR
  6. May 13, 20264 EDGAR
  7. May 13, 20264 EDGAR
  8. May 13, 20264 EDGAR
  9. May 13, 20264 EDGAR
  10. May 13, 20264 EDGAR
  11. May 13, 20264 EDGAR
  12. May 13, 20264 EDGAR
  13. May 13, 20264 EDGAR
  14. May 13, 20264 EDGAR
  15. May 8, 202610-Q EDGAR
  16. May 7, 20268-K EDGAR
  17. May 5, 20268-K EDGAR
  18. Apr 20, 2026SCHEDULE 13G/A EDGAR
  19. Mar 27, 2026SCHEDULE 13G/A EDGAR
  20. Mar 26, 20264 EDGAR

The 300 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

42 open-market trades by officers, directors and large owners since October 2021: 11 buys and 31 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
May 12, 2026Wigginton BrianSr VP Finance & CAOSale4,000$91.67$366.7KForm 4
Mar 4, 2026Flynn AndrewChief Financial OfficerSale2,000$97.57$195.1KForm 4
Dec 19, 2025Glazek David EdwardExecutive ChairmanSale30,000$110.26$3.3MForm 4
Dec 15, 2025Diao H.C. CharlesDirectorSale2,000$108.20$216.4KForm 4
Nov 21, 2025Baxter Gregory H.A.DirectorSale1,500$98.23$147.3KForm 4
Nov 20, 2025Usher StephenDirectorSale1,000$102.54$102.5KForm 4
Nov 19, 2025Usher StephenDirectorSale1,000$101.00$101.0KForm 4
Nov 19, 2025Cushman BrittaniSr VP, General CounselSale15,250$101.66$1.6MForm 4
Nov 13, 2025Wexler LawrenceDirectorSale10,401$99.03$1.0MForm 4
Nov 12, 2025Wexler LawrenceDirectorSale21,069$100.02$2.1MForm 4
Nov 11, 2025Wexler LawrenceDirectorSale15,000$99.89$1.5MForm 4
Jun 17, 2025Wexler LawrenceDirectorSale25,000$75.94$1.9MForm 4
Jun 16, 2025Wigginton BrianSr VP Finance & CAOSale10,800$75.67$817.2KForm 4
Jun 12, 2025Purdy GrahamPresident and CEOSale21,400$74.89$1.6MForm 4
Jun 11, 2025Purdy GrahamPresident and CEOSale30,000$75.03$2.3MForm 4
Jun 10, 2025Cushman BrittaniSr VP, General CounselSale7,500$74.36$557.7KForm 4
Jun 10, 2025Cushman BrittaniSr VP, General CounselSale7,500$74.36$557.7KForm 4
Jun 9, 2025Cushman BrittaniSr VP, General CounselSale7,500$75.89$569.2KForm 4
Jun 9, 2025Cushman BrittaniSr VP, General CounselSale7,500$75.89$569.2KForm 4
Jun 5, 2025Usher StephenDirectorSale600$75.25$45.1KForm 4

All 42 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Stakes it holds

Turning Point Brands has told the SEC it owns more than 5% of 1 company, latest first (Schedules 13D and 13G).

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025Graham A. Purdy$750.0K$3.0M72
2025David E. Glazek$0$2.0M72
2025Andrew Flynn$400.0K$1.0M72
2025Summer Frein$382.5K$951.2K72
2025Brittani N. Cushman$360.7K$916.5K72
2024President &$772.5K$3.0M72
2024Executive Chairman$500.0K$2.0M72
2024Senior VicePresident &$292.3K$904.0K72
2023Chief Executive Officer$735.6K$3.0M72
2023Executive Chairman$500.0K$2.0M72
2023General Counsel and Secretary$350.9K$907.1K72

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 100. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
BlackRock, Inc.1,618,598$137.3M0.0%+147,996
Divisadero Street Capital Management, LP1,265,303$107.3M2.5%+969,725
First Trust Advisors LP975,437$82.7M0.0%+285,532
Vanguard Capital Management LLC822,500$69.8M0.0%+6,345
Copeland Capital Management, LLC690,323$58.5M1.2%+283,115
Maple Rock Capital Partners Inc.686,800$58.2M1.1%+250,800
American Century Companies Inc627,457$53.2M0.0%+261,981
Geode Capital Management, LLC621,513$52.7M0.0%+20,548
Two Sigma Investments, LP568,197$48.2M0.0%+53,244
Bank Of America Corp /de/557,458$47.3M0.0%+266,645
First Sabrepoint Capital Management LP480,000$40.7M17.4%+80,000
Qube Research & Technologies Ltd454,159$38.5M0.0%+322,215
Dimensional Fund Advisors LP453,077$38.4M0.0%−714
State Street Corp405,310$34.4M0.0%+21,757
Vanguard Portfolio Management LLC340,523$28.9M0.0%−59,283
Morgan Stanley334,688$28.4M0.0%+215,200
ArrowMark Colorado Holdings LLC294,131$24.9M1.0%−451,292
Driehaus Capital Management LLC263,920$22.4M0.1%−378,811
Madison Avenue Partners, LP247,823$21.0M0.9%+100
Apis Capital Advisors, LLC246,600$20.9M2.0%−7,400
D. E. Shaw & Co., Inc.231,691$19.6M0.0%+99,753
Northern Trust Corp207,350$17.6M0.0%+29,742
Mackenzie Financial Corp202,256$17.2M0.0%New
Jane Street Group, LLC201,380$17.1M0.0%+131,164
Findell Capital Management LLC170,000$14.4M2.4%+75,000

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How Turning Point Brands is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARTurning Point Brands, Inc.2
  • CIK0001290677
  • Employer ID (EIN)20-07092856
  • Filer statusLarge accelerated filer not an emerging growth company; not a smaller reporting company; not a shell company6
  • Incorporated inDelaware6
  • Fiscal year endsDecember 312
  • Industry code (SIC)2100 Tobacco Products2
  • SEC reviewing officeOffice of Manufacturing, Division of Corporation Finance2
  • Business address5201 Interchange Way, Louisville, KY 402292
  • Phone(502) 778-44212
  • Shares outstanding20,048,922 as of Jul 28, 202613
  • Public float$1.3B as of Jun 30, 20256
  • AuditorKPMG LLP, Louisville, Kentucky PCAOB ID 185; it also attests to the company’s internal control over financial reporting6
  • On EDGAR sinceMay 18, 20042
  • Filings675 in all: 4 (271), 8-K (125), 10-Q (41), 3 (29), SC 13D/A (19), CORRESP (18), SC 13G/A (18), 144 (17)2
    All 45 form types

    10-K (13), UPLOAD (13), SC 13G (12), DEF 14A (10), 4/A (9), SCHEDULE 13G/A (9), 424B5 (6), DEFA14A (6), 8-K/A (5), EFFECT (5), S-1/A (5), 424B7 (4), S-3 (4), 425 (3), SCHEDULE 13G (3), 10-K/A (2), 424B3 (2), D (2), FWP (2), S-4 (2), S-4/A (2), S-8 (2), SC 13D (2), 10-Q/A (1), 15-15D (1), 424B4 (1), 5 (1), 8-A12B (1), CERTNYS (1), D/A (1), DRS (1), DRSLTR (1), NT 10-K (1), PRE 14A (1), PX14A6G (1), RW (1), S-1 (1)

  • Latest filingsAnnual report (10-K) Mar 2, 2026
    Quarterly report (10-Q) Aug 4, 2026
    Proxy statement (DEF 14A) Mar 25, 2026
    Latest 8-K (8-K) Sep 21, 2026

Securities registered for trading

ClassSymbolExchange
Common Stock, $0.01 par valueTPBNew York Stock Exchange

From the cover page of the 10-K filed Mar 2, 2026 (Section 12(b) of the Exchange Act).6

Risk factors and legal proceedings

The risks Turning Point Brands names in Item 1A of its 10-K filed Mar 2, 2026: 45 risks under these headings, as written.6

  • Risks Related to Our Business and Industry
  • Risks Related to Legal, Tax and Regulatory Matters
  • Risks Related to Financial Results, Finances and Capital Structure
  • Risks Related to our Common Stock
  • General Risks
  • Sales of tobacco products are generally expected to continue to decline.
  • We depend on a small number of key third-party suppliers and producers for our products.
  • We may be unable to identify or contract with new suppliers or producers in the event of a disruption to our supply of products.
  • Our licenses to use certain brands and trademarks may be terminated or not renewed.
  • We may not be successful in maintaining the consumer brand recognition and consumer loyalty to our products or in anticipating and responding to changes in consumer preferences and purchase behavior.
  • Our distribution efforts rely in part on our ability to leverage relationships with large retailers and national chains.
  • We face intense competition and may fail to compete effectively.
The other 38 risks
  • Competition from illicit sources may have an adverse effect on our overall sales volume, restricting the ability to increase selling prices and damaging brand equity.
  • Contamination of, or damage to, our products could adversely impact sales volume, market share and profitability.
  • The market for certain of our products is subject to a great deal of uncertainty and is still evolving.
  • We could decide, or be required to, recall products, which could have a material adverse effect on our business, reputation, financial position, results of operations, or cash flows.
  • We may encounter difficulties or liabilities arising from investments in businesses.
  • We are subject to substantial and increasing regulation.
  • Our products are regulated by the FDA, which has broad regulatory powers.
  • Many of our products contain nicotine, which is considered to be a highly addictive substance.
  • We are required to maintain cash amounts within an escrow account in order to be compliant with a settlement agreement between us and certain U.S. states and territories.
  • Increases in tobacco-related taxes have been proposed or enacted and are likely to continue to be proposed or enacted in numerous jurisdictions.
  • Many of our products have not obtained premarket authorization from the FDA and are currently marketed pursuant to a policy of FDA enforcement priorities, which could change. There could be a material adverse impact on our business development efforts if the FDA determines that our products are not subject to this compliance policy, or if our products become subject to increased regulatory enforcement burdens imposed by the FDA and other regulatory or legislative bodies.
  • Our distribution to our wholesalers and retailers is dependent on the demands of their customers who are sensitive to increased taxes and economic conditions affecting their disposable income.
  • We may be subject to increasing international control and regulation.
  • Our failure to comply with certain environmental, health and safety regulations could adversely affect our business.
  • Imposition of significant tariffs on imports into the U.S. could have a material adverse effect on our business.
  • The scientific community has not yet studied extensively the long-term health effects of certain substances contained in some of the products we previously sold and some products sold by businesses in which we have invested.
  • We are subject to significant product liability litigation.
  • We have indebtedness that could affect our financial condition.
  • Our credit rating and ability to access well-functioning capital markets are important to our ability to secure future debt financing on acceptable terms.
  • The terms of the agreement governing our indebtedness may restrict our current and future operations, which would adversely affect our ability to respond to changes in our business and to manage our operations.
  • If we fail to establish and maintain proper and effective internal control over financial reporting, our operating results and our ability to operate our business could be harmed.
  • Our certificate of incorporation and bylaws, as well as Delaware law and certain regulations, could discourage or prohibit acquisition bids or merger proposals, which may adversely affect the market price of our common stock.
  • Our certificate of incorporation limits the ownership of our common stock by individuals and entities that are Restricted Investors. These restrictions may affect the liquidity of our common stock and may result in Restricted Investors being required to sell or redeem their shares at a loss or relinquish their voting, dividend and distribution rights.
  • Future sales of our common stock in the public market could reduce our stock price, and any additional capital raised by us through the sale of equity or convertible securities may dilute our stockholders.
  • We may issue preferred stock whose terms could adversely affect the voting power or value of our common stock.
  • Our business may be damaged by events outside of our or our suppliers’ control, such as the impact of epidemics, political upheavals, or natural disasters.
  • Climate change and legal and regulatory requirements related to climate change and environmental sustainability may have an adverse impact on our business and results of operations.
  • Reliance on information technology means a significant disruption could affect our communications and operations.
  • Security and privacy breaches may expose us to liability and cause us to lose customers.
  • We may fail to manage our growth.
  • We may fail to successfully identify, negotiate, and complete suitable investment or acquisition opportunities, integrate our acquisitions or otherwise be unable to benefit from pursuing acquisitions.
  • We are subject to fluctuations in our results that make it difficult to track trends and develop strategies in the short-term.
  • We are subject to the risks of exchange rate fluctuations.
  • Adverse U.S. and global economic conditions could negatively impact our business, prospects, results of operations, financial condition or cash flows.
  • The departure of key management personnel and the failure to attract and retain talent could adversely affect our operations.
  • Our intellectual property rights may be infringed or misappropriated.
  • Third parties may claim that we infringe or misappropriate their intellectual property rights.
  • We may be required to write down intangible assets, including trademarks and goodwill, due to impairment, which could have a material adverse effect on our results of operations or financial position.

Legal proceedings

For a description of our material pending legal proceedings, see Note 19, “Contingencies” in Notes to the Consolidated Financial Statements in Part II, Item 8 of this Annual Report on Form 10-K, which is incorporated herein by reference.

Also see Item 1A “Risk Factors - We are subject to significant product liability litigation” for additional details.

The opening of Item 3, Legal Proceedings.6

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