Statement of Changes in Beneficial Ownership (4)
April 01 2021 - 5:24PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
RHP Trust, dated May 31, 2011 |
2. Issuer Name and Ticker or Trading Symbol
IMPAC MORTGAGE HOLDINGS INC
[
IMH
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
2532 DUPONT DRIVE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/25/2021 |
(Street)
IRVINE, CA 92612
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 3/25/2021 | | P | | 45867 | A | $1.9923 (1) | 3321332 | D | |
Common Stock | 3/26/2021 | | P | | 19233 | A | $2.01 | 3340565 | D | |
Common Stock | 3/29/2021 | | P | | 18050 | A | $2.0059 (2) | 3358615 | D | |
Common Stock | 3/30/2021 | | P | | 14000 | A | $2.0313 (3) | 3372615 | D | |
Common Stock | 3/31/2021 | | P | | 23213 | A | $2.0048 (4) | 3395828 | D | |
Common Stock | 4/1/2021 | | P | | 4172 | A | $2.01 | 3400000 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Convertible Promissory Note Due 2020 | $21.50 | | | | | | | 1/2/2016 (5) | 11/9/2020 (5) | Common Stock | 639535 (5) | | 13750000 | D | |
Warrant | $2.97 | | | | | | | 10/15/2020 | 4/15/2025 | Common Stock | 116956.95 | | 116956.95 | D | |
Explanation of Responses: |
(1) | This transaction was executed in multiple trades at prices ranging from $1.97 to $2.00; 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. |
(2) | This transaction was executed in multiple trades at prices ranging from $1.99 to $2.01; 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. |
(3) | This transaction was executed in multiple trades at prices ranging from $2.01 to $2.04; 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. |
(4) | This transaction was executed in multiple trades at prices ranging from $1.9999 to $2.04; 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. |
(5) | As previously reported on a Form 4 filed by Reporting Person on May 11, 2015, on May 8, 2015, Reporting Person purchased a Convertible Promissory Note Due 2020 in the original principal amount of $13,750,000 that is convertible by Reporting Person 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), Reporting Person 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. |
Remarks: This is a late filing with respect to the transactions reported in Table I dated March 25, 2021, March 26, 2021 and March 29, 2021; pursuant to the General Instructions of Form 4, a Form 4 relating to such transactions should have been filed within two business days following the date of each such transaction. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
RHP Trust, dated May 31, 2011 2532 DUPONT DRIVE IRVINE, CA 92612 |
| X |
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Signatures
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/s/ Richard H. Pickup, Trustee | | 4/1/2021 |
**Signature of Reporting Person | Date |
Impac Mortgage (PK) (USOTC:IMPHO)
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