SEC Form 4 · accession 0001209191-15-057302

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

Jun 25, 2015

Accepted (ET)

Jun 29, 2015 · 8:08 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	Jun 25, 2015	P	2,500	$18.65	A	242,500	I	See footnote.
Common Stock^F1	Jun 25, 2015	P	600	$18.65	A	243,100	I	See footnote.
Common Stock^F1	Jun 25, 2015	P	300	$18.749	A	243,400	I	See footnote.
Common Stock^F1	Jun 25, 2015	P	100	$18.748	A	243,500	I	See footnote.
Common Stock^F1	Jun 25, 2015	P	1,500	$18.75	A	245,000	I	See footnote.
Common Stock^F1	Jun 25, 2015	P	2,500	$18.75	A	247,500	I	See footnote.
Common Stock^F1	Jun 26, 2015	P	100	$18.60	A	247,600	I	See footnote.
Common Stock^F1	Jun 26, 2015	P	100	$18.75	A	247,700	I	See footnote.
Common Stock^F1	Jun 26, 2015	P	100	$18.74	A	247,800	I	See footnote.
Common Stock^F1	Jun 26, 2015	P	300	$18.725	A	248,100	I	See footnote.
Common Stock^F1	Jun 26, 2015	P	100	$18.80	A	248,200	I	See footnote.
Common Stock^F1	Jun 26, 2015	P	200	$18.80	A	248,400	I	See footnote.
Common Stock^F1	Jun 26, 2015	P	900	$18.80	A	249,300	I	See footnote.
Common Stock^F1	Jun 26, 2015	P	100	$18.797	A	249,400	I	See footnote.
Common Stock^F1	Jun 26, 2015	P	200	$18.79	A	249,600	I	See footnote.
Common Stock^F1	Jun 26, 2015	P	98	$18.96	A	249,698	I	See footnote.
Common Stock^F1	Jun 26, 2015	P	200	$18.96	A	249,898	I	See footnote.
Common Stock^F1	Jun 26, 2015	P	102	$18.9596	A	250,000	I	See footnote.
Common Stock^F1	Jun 26, 2015	P	500	$18.959	A	250,500	I	See footnote.
Common Stock^F1	Jun 26, 2015	P	100	$18.95	A	250,600	I	See footnote.
Common Stock^F1	Jun 26, 2015	P	200	$18.96	A	250,800	I	See footnote.
Common Stock^F1	Jun 26, 2015	P	200	$18.958	A	251,000	I	See footnote.
Common Stock^F1	Jun 26, 2015	P	100	$18.957	A	251,100	I	See footnote.
Common Stock	holding	—	—		—	75,000	D
Common Stock^F2	holding	—	—		—	63,000	I	See footnote.
Common Stock^F3	holding	—	—		—	300,000	I	See footnote.
Common Stock^F4	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 2020^F6,F7,F8,F9	$21.50	May 8, 2015	P	—	A	Jan 2, 2016	May 9, 2020	Common Stock	465,117	—	I
Convertible Promissory Note Due 2018^F5,F8,F9	$10.875	holding	—	—	—	Apr 30, 2013	Apr 30, 2018	Common Stock	898,851	—	I

Explanation of responses

F1The shares of common stock were purchased directly by Pickup Grandchildren's Trust, over which shares Reporting Person exercises sole voting and investment power.
F2The shares of common stock are held directly by Pickup Living 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.
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.
F5As 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.
F6As 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.
F7The derivative securities were purchased by the Trust, of which Reporting Person is the sole beneficiary, over which securities Reporting Person exercises sole voting and investment power, and the number of derivative securities reflected in columns 5 and 9 represents the original principal balance of the Convertible Promissory Note Due 2020 acquired directly by the Trust in this purchase transaction.
F8As of June 29, 2015, Reporting Person may be deemed to beneficially own an aggregate of 2,179,687 shares of the common stock, consisting of (a) 75,000 shares owned directly, and (b) an aggregate of 2,104,687 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) 63,000 shares owned directly by Pickup Living Trust (over which shares Reporting Person exercises sole voting and investment power), (v) 302,719 shares owned directly by the Trust (over which shares Reporting Person exercises sole voting and investment power), and (vi) 100,000 shares owned directly by Plus Four Equity Partners, L.P. (over which shares Reporting Person shares voting and investment power).

Remarks

This Form 4 is being filed in two parts; this is the first of two parts.