SEC Form 4 · accession 0000899243-16-033801
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
Nov 14, 2016
Accepted (ET)
Nov 17, 2016 · 5:01 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 | Nov 14, 2016 | P | 25,000 | $13.8701 | A | 75,000 | I | See footnote. |
| Common StockF3,F2 | Nov 16, 2016 | P | 25,000 | $13.9038 | A | 100,000 | I | See footnote. |
| Common Stock | holding | — | — | — | 100,000 | D | ||
| Common StockF4 | holding | — | — | — | 1,398,851 | I | See footnote. | |
| Common StockF5 | holding | — | — | — | 299,800 | I | See footnote. | |
| Common StockF6 | holding | — | — | — | 100,000 | I | See footnote | |
| Common StockF7 | holding | — | — | — | 100,000 | 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 2020F8,F9,F10 | $21.50 | holding | — | — | — | Jan 2, 2016 | May 9, 2020 | Common Stock | 465,117 | — | I |
Explanation of responses
- F1This transaction was executed in multiple trades at prices ranging from $13.84 to $13.92; the price reported above reflects the weighted average purchase 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.
- F10(v) 100,000 shares owned directly by Plus Four Equity Partners, L.P. (over which shares Reporting Person shares voting and investment power), and (vi) 100,000 shares owned directly by Vintage Trust, dated October 28, 1993 (over which shares Reporting Person shares voting and investment power).
- F2The shares of common stock were acquired directly by Vintage Trust, dated October 28, 1993, 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 Vintage Trust, dated October 28, 1993 upon execution of this purchase transaction.
- F3This transaction was executed in multiple trades at prices ranging from $13.90 to $13.9099; the price reported above reflects the weighted average purchase 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 directly by Vintage Trust II, dated July 19, 2007 (the "Trust"), over which shares Reporting Person exercises sole voting and investment power.
- F5The shares of common stock are held directly by Pickup Grandchildren's Trust, over which shares Reporting Person exercises sole voting and investment power.
- F6The shares of common stock are held directly by Pickup Living Trust, over which shares Reporting Person exercises sole voting and investment power.
- F7The shares of common stock are held directly by Plus Four Equity Partners, L.P., over which shares Reporting Person shares voting and investment power.
- F8As 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.
- F9As of November 16, 2016, Reporting Person may be deemed to beneficially own an aggregate of 2,563,768 shares of the common stock, consisting of (a) 100,000 shares owned directly, and (b) an aggregate of 2,463,768 shares owned indirectly, consisting of (i) 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, (ii) 299,800 shares owned directly by Pickup Grandchildren's Trust (over which shares Reporting Person exercises sole voting and investment power), (iii) 100,000 shares owned directly by Pickup Living Trust (over which shares Reporting Person exercises sole voting and investment power), (iv) 1,398,851 shares owned directly by the Trust (over which shares Reporting Person exercises sole voting and investment power), (Continued in footnote 10)
Remarks
This is a late filing with respect to the transaction reported in Table I dated November 14, 2016; pursuant to the General Instructions of Form 4, a Form 4 relating to such transaction should have been filed within two business days following the date of such transaction.