0000899243-20-004753.txt : 20200214
0000899243-20-004753.hdr.sgml : 20200214
20200214192243
ACCESSION NUMBER: 0000899243-20-004753
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200212
FILED AS OF DATE: 20200214
DATE AS OF CHANGE: 20200214
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: PICKUP RICHARD H.
CENTRAL INDEX KEY: 0000905980
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-14100
FILM NUMBER: 20622793
MAIL ADDRESS:
STREET 1: 1400 NEWPORT CENTER DRIVE
STREET 2: SUITE 230
CITY: NEWPORT BEACH
STATE: CA
ZIP: 92660
FORMER NAME:
FORMER CONFORMED NAME: PICKUP RICHARD H/
DATE OF NAME CHANGE: 19970423
FORMER NAME:
FORMER CONFORMED NAME: PICKUP RICHARD H/DITO DEVCAR INC
DATE OF NAME CHANGE: 19930524
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: IMPAC MORTGAGE HOLDINGS INC
CENTRAL INDEX KEY: 0001000298
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798]
IRS NUMBER: 330675505
STATE OF INCORPORATION: MD
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 19500 JAMBOREE ROAD
CITY: IRVINE
STATE: CA
ZIP: 92612
BUSINESS PHONE: 9494753600
MAIL ADDRESS:
STREET 1: 19500 JAMBOREE ROAD
CITY: IRVINE
STATE: CA
ZIP: 92612
FORMER COMPANY:
FORMER CONFORMED NAME: IMPERIAL CREDIT MORTGAGE HOLDINGS INC
DATE OF NAME CHANGE: 19950911
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2020-02-12
0
0001000298
IMPAC MORTGAGE HOLDINGS INC
IMH
0000905980
PICKUP RICHARD H.
2532 DUPONT DRIVE
IRVINE
CA
92612
1
0
1
0
Common Stock
2605465
I
See footnote
Common Stock
1000000
I
See footnote
Common Stock
120000
D
Common Stock
1400000
I
See footnote
Convertible Promissory Note Due 2020
21.50
2016-01-02
2020-05-09
Common Stock
639535
13750000
I
See Footnotes
Non-Qualified Stock Option
3.75
2020-02-26
2029-02-26
Common Stock
30000
13780000
D
Non-Qualified Stock Option
5.34
2020-02-12
4
A
0
30000
0.00
A
2021-02-12
2030-02-12
Common Stock
30000
13810000
D
The 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.
The shares of common stock are held by Dito Devcar Limited Partnership, over which shares Reporting Person exercises sole voting and investment power.
The shares of common stock are held by Dito Caree Limited Partnership, over which shares Reporting Person exercises sole voting and investment power.
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 is due and payable, to the extent not converted, on or before May 9, 2020.
The awards vest annually in equal one-third increments, with the first such increment vesting February 26, 2020.
As of February 12, 2020, Reporting Person may be deemed to beneficially own an aggregate of 5,825,000 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 5,645,000 shares owned indirectly, consisting of (i) 2,605,465 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
(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).
The awards vest annually in equal one-third increments, with the first such increment vesting February 12, 2021.
/s/ Richard H. Pickup
2020-02-14