SEC Form 4 · accession 0000899243-16-012130
IMPAC MORTGAGE HOLDINGS INC · IMH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Richard H/ Pickup
10% Owner
Period of report
Jan 20, 2016
Accepted (ET)
Jan 22, 2016 · 7:54 pm EST
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 StockF1,F2 | Jan 20, 2016 | P | 37,117 | $13.8883 | A | 157,117 | I | See footnote. |
| Common StockF3,F2 | Jan 22, 2016 | P | 2,883 | $14.4838 | A | 160,000 | I | See footnote. |
| Common StockF4 | holding | — | — | — | 1,236,327 | I | See footnote. | |
| Common Stock | holding | — | — | — | 100,000 | D | ||
| Common StockF5 | holding | — | — | — | 197,902 | 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 2018F6,F8,F9 | $10.875 | holding | — | — | — | Apr 30, 2013 | Apr 30, 2018 | Common Stock | 524,138 | — | I |
| Convertible Promissory Note Due 2020F7,F8,F9 | $21.50 | holding | — | — | — | Jan 2, 2016 | May 9, 2020 | Common Stock | 639,535 | — | I |
Explanation of responses
- F1This transaction was executed in multiple trades at prices ranging from $13.70 to $13.926; the price reported above reflects the weighted average sale price. Reporting Person hereby undertakes to provide full information regarding the number of shares and prices at which these trades were effected upon request to the SEC staff, the issuer, or a security holder of the issuer.
- F2The shares of common stock were purchased by Dito Caree LP, over which Reporting Person shares voting and investment power, and the number of shares reflected in column 5 represents the aggregate number of shares of common stock owned directly by Dito Caree LP upon execution of this purchase transaction.
- F3This transaction was executed in multiple trades at prices ranging from $14.435 to $14.49; the price reported above reflects the weighted average sale price. Reporting Person hereby undertakes to provide full information regarding the number of shares and prices at which these trades were effected upon request to the SEC staff, the issuer, or a security holder of the issuer.
- F4The shares of common stock are held by RHP Trust, dated May 31, 2011 (the "Trust"), of which Reporting Person is the sole beneficiary, over which shares Reporting Person exercises sole voting and investment power, and the number of shares reflected in column 5 represents the aggregate number of shares of common stock owned directly by the Trust as of August 10, 2015.
- F5The shares of common stock are held by Dito Devcar LP, over which Reporting Person shares voting and investment power, and the number of shares reflected in column 5 represents the aggregate number of shares of common stock owned directly by Dito Devcar LP as of June 1, 2015.
- F6As previously reported on a Form 4 filed by Reporting Person on May 2, 2013, on April 30, 2013, the Trust purchased a Convertible Promissory Note Due 2018 in the original principal amount of $5,700,000 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 524,138 shares of common stock (subject to adjustment in the event of stocks 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.
- 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 $13,750,000 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 639,535 shares of common stock (subject to adjustment in the event of stock splits, stock dividends and reclassifications). The Convertible Promissory Note Due 2020 is due and payable, to the extent not converted, on or before May 9, 2020.
- F8As of January 22, 2016, Reporting Person may be deemed to beneficially own an aggregate of 2,857,902 shares of the common stock, consisting of (a) 100,000 shares owned directly, and (b) an aggregate of 2,757,902 shares owned indirectly, consisting of (i) 1,236,327 shares owned directly by the Trust, (ii) 524,138 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, (iii) 639,535 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, (iv) 197,902 shares owned directly by Dito Devcar LP (over which shares Reporting Person shares voting and investment power), and
- F9(Continued from footnote 8) (v) 160,000 shares owned directly by Dito Caree LP (over which shares Reporting Person shares voting and investment power).