SDI Standard Diversified Inc

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 OF SECURITIES                                                                                   
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940                       

1. Name and Address of Reporting Person * Baxter Gregory H.A.	2. Issuer Name and Ticker or Trading Symbol STANDARD DIVERSIFIED INC. [ SDI ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director                    _____ 10% Owner __X__ Officer (give title below)    _____ Other (specify below) Exec. Chairman & Interim CEO
(Last)          (First)          (Middle) C/O STANDARD DIVERSIFIED INC., 767 5TH AVENUE, 12TH FLOOR	3. Date of Earliest Transaction (MM/DD/YYYY) 7/16/2020
(Street) NEW YORK, NY 10153 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. 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
Class A Common Stock, par value $0.01	7/16/2020		D		24552	D	(1)(2)	0	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. 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		7. Title and Amount of Securities Underlying Derivative Security (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

Explanation of Responses:
(1)	Pursuant to the Agreement and Plan of Merger and Reorganization (the "Merger Agreement"), dated as of April 7, 2020, by and among Standard Diversified Inc. (the "Company"), Turning Point Brands, Inc. ("TPB") and Standard Merger Sub, LLC, a Delaware limited liability company and wholly-owned subsidiary of TPB (the "Merger Sub"), on July 16, 2020, the Company merged with and into the Merger Sub (the "Merger"), with the Merger Sub continuing as the surviving entity and as a wholly-owned subsidiary of TPB. At the effective time of the Merger, each share of the Company's Class A Common Stock, par value $0.01 per share, and Class B Common Stock, par value $0.01 per share, outstanding held by the reporting person was automatically converted into the right to receive 0.52095 of a share of TPB Voting Common Stock, par value $0.01 per share ("TPB Common Stock"), less applicable taxes and withholdings, upon the terms and subject to the conditions set forth in the Merger Agreement.
(2)	On July 15, 2020, the closing prices of the Company's Class A Common Stock and Class B Common Stock were $15.00 per share and $10.25 per share, respectively, and the closing price of the TPB Common Stock was $29.13 per share.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Baxter Gregory H.A. C/O STANDARD DIVERSIFIED INC. 767 5TH AVENUE, 12TH FLOOR NEW YORK, NY 10153	X		Exec. Chairman & Interim CEO

Signatures
/s/ Standard Diversified Inc. by Bradford A. Tobin as Secretary and General Counsel		7/16/2020
**Signature of Reporting Person		Date