Sec Form 4 Filing - ROGOWSKI ROBERT R @ BROADWIND ENERGY, INC. - 2014-03-13

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
ROGOWSKI ROBERT R
2. Issuer Name and Ticker or Trading Symbol
BROADWIND ENERGY, INC. [ BWEN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Principal Accounting Officer
(Last) (First) (Middle)
3240 S. CENTRAL AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
03/13/2014
(Street)
CICERO, IL60804
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 03/13/2014 S 3,000 D $ 9.7 ( 1 ) 25,232 ( 2 ) D
Common Stock 3,863 I By 401(k) Plan
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $ 15 ( 3 ) 05/05/2021 Common Stock 1,750 1,750 D
Stock Option (Right to Buy) $ 3.394 ( 4 ) 05/04/2022 Common Stock 5,647 5,647 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
ROGOWSKI ROBERT R
3240 S. CENTRAL AVENUE
CICERO, IL60804
Principal Accounting Officer
Signatures
/s/ Robert R. Rogowski 03/17/2014
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $9.70 to $9.72 inclusive. The reporting person undertakes to provide Broadwind Energy, Inc., any security holder of Broadwind Energy, Inc. or the staff of the Securities and Exchange Commission upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
( 2 )Includes (i) 875 shares of restricted stock units that vest 437 shares on 5/4/14 and 438 shares on 5/5/15; (ii) 4,236 shares of restricted stock units that vest in 1,412 share increments on each of 5/4/14, 5/4/15 and 5/4/16; (iii) 3,462 shares of restricted stock units that vest in 1,154 shares increments on each of 2/20/15, 2/20/16 and 2/20/17; and (iv) 6,271 shares of restricted stock units that vest 3,135 shares on 2/21/15 and 3,136 shares on 2/21/16.
( 3 )437 shares vest on each of 5/5/12 and 5/5/14 and 438 shares vest on each of 5/5/13 and 5/5/15.
( 4 )1,411 shares vest on 5/4/13 and 1,412 shares vest on each of 5/4/14, 5/4/15 and 5/4/16.

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 4(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).

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