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Filing Details

Accession Number:: 0000899243-22-036399
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2022-11-18 17:00:39
Reporting Period:: 2022-11-15

Accepted Time:: 2022-11-18 17:00:39
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1000298	Impac Mortgage Holdings Inc	IMH	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
905980	H. Richard Pickup	2532 Dupont Drive Irvine CA 92612		No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Disposition	2022-11-15	925,000	$0.34	2,700,000	No	4	S	Indirect	See footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	See footnote

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	1,000,000	Indirect	See footnote
Common Stock	120,000	Direct
Common Stock	1,400,000	Indirect	See footnote

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock	Convertible Promissory Note Due 2020	$21.50	2016-01-02	2020-11-09	639,535	13,750,000	Indirect
Common Stock	Non-Qualified Stock Option	$3.75	2020-02-26	2029-02-26	30,000	30,000	Direct
Common Stock	Non-Qualified Stock Option	$5.34	2021-02-12	2030-02-12	30,000	30,000	Direct
Common Stock	Warrant	$2.97	2020-10-15	2025-04-15	116,957	116,957	Indirect

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2020-11-09	639,535	13,750,000	Indirect
2029-02-26	30,000	30,000	Direct
2030-02-12	30,000	30,000	Direct
2025-04-15	116,957	116,957	Indirect

Footnotes

The shares of common stock were sold 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, as amended on April 15, 2020, is due and payable, to the extent not converted, on or before November 9, 2020.
The awards vest annually in equal one-third increments, with the first such increment vesting February 26, 2020.
As of November 15, 2022, Reporting Person may be deemed to beneficially own an aggregate of 6,036,491.95 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 5,856,491.95 shares owned indirectly, consisting of (i) 2,700,000 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,
(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).
The awards vest annually in equal one-third increments, with the first such increment vesting February 12, 2021.