Impac Mortgage Holdings, Inc. (IMPMQ) Earnings Call Transcript & Summary

July 22, 2025

OTC Pink Market US Financials shareholder_meeting 6 min

Earnings Call Speaker Segments

Operator

operator
#1

Hello, everyone, and welcome to the 2025 Annual Meeting of Stockholders for Impac Mortgage Holdings, Inc. Before we get started, I'd like to go over a few items so you know how to participate in today's meeting. [Operator Instructions] Today's meeting is being recorded. I would now like to introduce Joe Joffrion, General Counsel and Secretary of Impac Mortgage Holdings.

Joseph Joffrion

executive
#2

Thank you, and good morning, and welcome to Impac's 2025 Annual Shareholder Meeting. During this meeting, we may make projections or other forward-looking statements in regard to our business, financial condition, operating results, mortgage production and general market conditions. Any such information provided, including outlook and any guidance, is effective as of the date given, and we expressly disclaim any duty to update the information herein. The Annual Shareholder Meeting voting link is now live in the GoTo webinar for voting during the meeting. I would like to get started by introducing George Mangiaracina, Chairman of the Board and Chief Executive Officer of Impac Mortgage Holdings, Inc.

George Mangiaracina

executive
#3

Thank you, Joe. Welcome to this Annual Meeting of Shareholders. We have posted rules of conduct for the meeting, and we encourage you to refer to those. The official business to present in this meeting consists of the proposals described in the notice of annual meeting and proxy statement dated June 9, 2025. The meeting is now called to order. As Chairman of the meeting, I appoint Joe Joffrion as Secretary for the meeting. Bernard Farragher of Alliance Advisors will serve as Inspector of Election to receive and tabulate all votes cast at this meeting. I will now hand it off to Joe to discuss the proxy and voting process.

Joseph Joffrion

executive
#4

Thanks, George. The Board of Directors previously fixed the close of business on June 2, 2025 as the [ record ] date for the determination of shareholders entitled to the notice of the Annual Meeting of Stockholders and to vote at this meeting. We have sent a notice of Internet availability of proxy materials to our stockholders of record and our beneficial owners. All stockholders have the option to access the proxy materials on the website referred to in the notice of Internet availability or to have requested a printed set of the proxy materials. In addition, our proxy materials are available on the OTC marketplace website at www.otcmarkets.com. The list of stockholders as of the record date shows 36,568,876 shares outstanding on the record date and entitled to vote at this meeting. If not previously submitted, questions for this meeting can be submitted via the questions box in GoTo webinar. Questions not pertinent to the business of the annual meeting will be compiled and to the extent relevant will be addressed at a future date. Alliance Advisors, will you please give us a report as to the number of shares held in-person or by proxy at the meeting?

Bernard Farragher

attendee
#5

My preliminary report as Inspector of Election indicates that there are 26,108,986 shares equaling 71.4% of the outstanding shares represented at this meeting, which constitutes a quorum.

Joseph Joffrion

executive
#6

Thank you. The business to be considered at the meeting consists of proposal 1, to elect the Board of Directors to serve for the ensuing year consisting of Board nominees Joseph A. Piscina and George A. Mangiaracina; and proposal 2, to ratify and approve the appointment of Baker Tilly US, LLP as the independent registered public accounting firm of the company for the year ending December 31, 2025. No shareholder has given timely written notice, as required by our bylaws, of any other nominations for director or any other proposal and the nominations are declared closed. Each of the foregoing matters is now presented before the meeting, and the polls on all matters are now open. All shareholders wishing to vote, proxies or change their vote if they have previously voted may do so at this time by clicking on the voting link provided for you in the question box in GoTo webinar. [Voting]

Joseph Joffrion

executive
#7

Reliance Advisors, are you prepared to declare the polls closed?

Bernard Farragher

attendee
#8

As Inspector of Election for this meeting, I now declare the polls closed. No additional proxies or votes will be accepted.

Joseph Joffrion

executive
#9

Thank you, Bernard. I will now review the preliminary election results. This year, the following people were elected to the Board of Directors, Joseph A. Piscina and George A. Mangiaracina. In addition, with regard to the one additional proposal that was submitted on the proxy, Baker Tilly US, LLP has been ratified and approved as the company's independent auditors for 2025. These are the election results. The company will report the final voting results in a posting on the OTC marketplace. I'm now going to hand it off to George -- Chairman and CEO, George Mangiaracina, to respond to any questions previously submitted.

George Mangiaracina

executive
#10

Thank you, Joe.

Joseph Joffrion

executive
#11

No further questions? No...

Bernard Farragher

attendee
#12

No. There being no further business, we will now adjourn the 2025 Annual Shareholder Meeting. Thank you all.

Operator

operator
#13

That concludes the shareholder meeting. Thank you all, the shareholders, for attending today's meeting, and enjoy the rest of your day.

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