Richard H. Pickup - Oct 13, 2021 Form 4 Insider Report for IMPAC MORTGAGE HOLDINGS INC (IMPM)

Role
10%+ Owner
Signature
/s/ Richard H. Pickup
Stock symbol
IMPM
Transactions as of
Oct 13, 2021
Transactions value $
$896,000
Form type
4
Date filed
10/15/2021, 05:00 PM
Next filing
Nov 29, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction IMPM Common Stock Purchase $896K +700K +19.44% $1.28* 4.3M Oct 13, 2021 See footnote F1
holding IMPM Common Stock 1M Oct 13, 2021 See footnote F2
holding IMPM Common Stock 120K Oct 13, 2021 Direct
holding IMPM Common Stock 1.4M Oct 13, 2021 See footnote F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding IMPM Convertible Promissory Note Due 2020 13.8M Oct 13, 2021 Common Stock 640K $21.50 See Footnotes F4, F6, F7
holding IMPM Non-Qualified Stock Option 30K Oct 13, 2021 Common Stock 30K $3.75 Direct F5
holding IMPM Non-Qualified Stock Option 30K Oct 13, 2021 Common Stock 30K $5.34 Direct F8
holding IMPM Warrant 117K Oct 13, 2021 Common Stock 117K $2.97 See Footnotes F6, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The shares of common stock were purchased by RHP Trust, dated May 31, 2011 (the "Trust"), over which shares Reporting Person exercises sole voting and investment power.
F2 The shares of common stock are held by Dito Devcar Limited Partnership, over which shares Reporting Person exercises sole voting and investment power.
F3 The shares of common stock are held by Dito Caree Limited Partnership, over which shares Reporting Person exercises sole voting and investment power.
F4 As 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, as amended on April 15, 2020, is due and payable, to the extent not converted, on or before November 9, 2020.
F5 The awards vest annually in equal one-third increments, with the first such increment vesting February 26, 2020.
F6 As of October 13, 2021, Reporting Person may be deemed to beneficially own an aggregate of 7,636,491.95 shares of the common stock, consisting of (a) 180,000 shares owned directly (which amount includes 60,000 Non-Qualified Stock Options), and (b) an aggregate of 7,456,491.95 shares owned indirectly, consisting of (i) 4,300,000 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) 116,956.95 shares that the Trust may acquire at any time after October 15, 2020 upon exercise (at an exercise price of $2.97 per share) of a Warrant to Purchase Common Stock owned directly by the Trust,
F7 (Continued from Footnote 6) (iv) 1,000,000 shares owned directly by Dito Devcar Limited Partnership (over which shares Reporting Person exercises sole voting and investment power), and (v) 1,400,000 shares owned directly by Dito Caree Limited Partnership (over which shares Reporting Person exercises sole voting and investment power).
F8 The awards vest annually in equal one-third increments, with the first such increment vesting February 12, 2021.