SEC Form 4 · accession 0000899243-15-003254

IMPAC MORTGAGE HOLDINGS INC · IMH

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Todd M Pickup

10% Owner

Period of report

Aug 13, 2015

Accepted (ET)

Aug 17, 2015 · 5:00 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001000298

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	Aug 13, 2015	P	2,997	$15.85	A	79,119	I	See footnote.
Common Stock^F1	Aug 13, 2015	P	800	$15.85	A	79,919	I	See footnote.
Common Stock	holding	—	—		—	75,000	D
Common Stock^F2	holding	—	—		—	275,000	I	See footnote.
Common Stock^F3	holding	—	—		—	300,000	I	See footnote.
Common Stock^F4	holding	—	—		—	100,000	I	See footnote.
Common Stock^F5	holding	—	—		—	5,000	I	See footnote.

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Convertible Promissory Note Due 2018^F6,F8,F9	$10.875	holding	—	—	—	Apr 30, 2013	Apr 30, 2018	Common Stock	898,851	—	I
Convertible Promissory Note Due 2020^F7,F8,F9	$21.50	holding	—	—	—	Jan 2, 2016	May 9, 2020	Common Stock	465,117	—	I

Explanation of responses

F1The shares of common stock were purchased directly by Pickup Living Trust, over which shares Reporting Person exercises sole voting and investment power.
F2The shares of common stock are held directly by Pickup Grandchildren's Trust, over which shares Reporting Person exercises sole voting and investment power.
F3The shares of common stock are held directly by Vintage Trust II, dated July 19, 2007 (the "Trust"), over which shares Reporting Person exercises sole voting and investment power. (The purchase by Vintage Trust, dated October 28, 1993, of 2,719 shares of the common stock on June 29, 2015 at a price of $18.50 per share was erroneously attributed to the Trust in Reporting Person's form 4 filed on that date.)
F4The shares of common stock are held directly by Plus Four Equity Partners, L.P., over which shares Reporting Person shares voting and investment power.
F5The shares of common stock are held directly by Vintage Trust, dated October 28, 1993, over which shares Reporting Person shares voting and investment power. (The purchase by Vintage Trust, dated October 28, 1993, of 2,719 shares of the common stock on June 29, 2015 at a price of $18.50 per share was erroneously attributed to the Trust in Reporting Person's form 4 filed on that date.)
F6As previously reported on a Form 3 filed by the Trust on May 8, 2013, on April 30, 2013, the Trust purchased a Convertible Promissory Note Due 2018 in the original principal amount of $9,775,000 that is convertible by the Trust immediately upon receipt and, upon conversion of the original principal amount prior to maturity at the initial conversion price of $10.875 per share (subject to adjustment in the event of stock splits, stock dividends and reclassifications), the Trust will receive 898,851 shares of common stock (subject to adjustment in the event of stock splits, stock dividends and reclassifications). The Convertible Promissory Note Due 2018 is due and payable, to the extent not converted, on or before April 30, 2018. Reporting Person exercises sole voting and investment power over these securities.
F7As previously reported on a Form 4 filed by Reporting Person on May 11, 2015, on May 8, 2015, the Trust purchased a Convertible Promissory Note Due 2020 in the original principal amount of $10,000,000 that is convertible by the Trust at any time after January 1, 2016, and, upon conversion of the original principal amount prior to maturity at the initial conversion price of $21.50 per share (subject to adjustment in the event of stock splits, stock dividends and reclassifications), the Trust will receive 465,117 shares of common stock (subject to adjustment in the event of stock splits, stock dividends and reclassifications). The Convertible Promissory Note Due 2020 note is due and payable, to the extent not converted, on or before May 9, 2020.
F8As of August 13, 2015, Reporting Person may be deemed to beneficially own an aggregate of 2,198,887 shares of the common stock, consisting of (a) 75,000 shares owned directly, and (b) an aggregate of 2,123,887 shares owned indirectly, consisting of (i) 898,851 shares that the Trust may acquire at any time upon conversion (at the initial conversion price of $10.875 per share) of the outstanding principal balance of a Convertible Promissory Note Due 2018 owned directly by the Trust, (ii) 465,117 shares that the Trust may acquire at any time after January 1, 2016 upon conversion (at the initial conversion price of $21.50 per share) of the outstanding principal balance of a Convertible Promissory Note Due 2020 owned directly by the Trust, (iii) 275,000 shares owned directly by Pickup Grandchildren's Trust (over which shares Reporting Person exercises sole voting and investment power), (Continued in footnote 9)
F9(iv) 79,919 shares owned directly by Pickup Living Trust (over which shares Reporting Person exercises sole voting and investment power), (v) 300,000 shares owned directly by the Trust (over which shares Reporting Person exercises sole voting and investment power), (vi) 100,000 shares owned directly by Plus Four Equity Partners, L.P. (over which shares Reporting Person shares voting and investment power), and (vii) 5,000 shares owned directly by Vintage Trust, dated October 28, 1993 (over which shares Reporting Person shares voting and investment power).