SEC Form 4 · accession 0000899243-19-005269

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

Feb 26, 2019

Accepted (ET)

Feb 28, 2019 · 5:13 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001000298

Table I — non-derivative securities

Security	Date	Code	Shares	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	holding	—	—	—	2,510,465	I	See footnote.
Common Stock^F2	holding	—	—	—	1,000,000	I	See footnote.
Common Stock	holding	—	—	—	120,000	D
Common Stock^F3	holding	—	—	—	1,400,000	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
Non-Qualified Stock Option^F5	$3.75	Feb 26, 2019	A	30,000	A	Feb 26, 2020	Feb 26, 2029	Common Stock	30,000	13,780,000	D
Convertible Promissory Note Due 2020^F4,F6,F7	$21.50	holding	—	—	—	Jan 2, 2016	May 9, 2020	Common Stock	639,535	13,750,000	I

Explanation of responses

F1The shares of common stock are held by RHP Trust, dated May 31, 2011 (the "Trust"), over which shares Reporting Person exercises sole voting and investment power.
F2The shares of common stock are held by Dito Devcar Limited Partnership, over which shares Reporting Person exercises sole voting and investment power.
F3The shares of common stock are held by Dito Caree Limited Partnership, over which shares Reporting Person exercises sole voting and investment power.
F4As 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.
F5The awards vest annually in equal one-third increments, with the first such increment vesting February 26. 2020.
F6As of February 26, 2019, Reporting Person may be deemed to beneficially own an aggregate of 5,700,000 shares of the common stock, consisting of (a) 150,000 shares owned directly (which amount includes 30,000 Non-Qualified Stock Options), and (b) an aggregate of 5,550,000 shares owned indirectly, consisting of (i) 2,510,465 shares owned directly by the Trust (over which shares Reporting Person exercises sole voting and investment power), (ii) 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, (iii) 1,000,000 shares owned directly by Dito Devcar Limited Partnership (over which shares Reporting Person exercises sole voting and investment power), and
F7(Continued from Footnote 6) (iv) 1,400,000 shares owned directly by Dito Caree Limited Partnership (over which shares Reporting Person exercises sole voting and investment power).