Sec Form 4 Filing - Macomber Sasha G. @ REDWOOD TRUST INC - 2022-05-02

Insider filing report for Changes in Beneficial Ownership
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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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Macomber Sasha G.
2. Issuer Name and Ticker or Trading Symbol
REDWOOD TRUST INC [ RWT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Human Resource Officer
(Last) (First) (Middle)
1 BELVEDERE PLACE, SUITE 300
3. Date of Earliest Transaction (MM/DD/YY)
05/02/2022
(Street)
MILL VALLEY, CA94941
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 05/02/2022 M( 1 ) 4,630 A $ 9.7( 2 ) 5,702 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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
Deferred Stock Units $ 15.34( 3 ) 05/02/2022 F( 4 ) 5,148 ( 5 ) ( 6 ) Common Stock 5,148 $ 0( 1 ) 4,630 D
Deferred Stock Units $ 15.34( 3 ) 05/02/2022 M( 1 ) 4,630 ( 5 ) ( 6 ) Common Stock 4,630 $ 0( 1 ) 0( 7 ) D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Macomber Sasha G.
1 BELVEDERE PLACE
SUITE 300
MILL VALLEY, CA94941
Chief Human Resource Officer
Signatures
Attorney-In-Fact: /s/ Andrew P. Stone 05/03/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This transaction relates to the distribution and/or conversion of Deferred Stock Units to common stock under the Executive Deferred Compensation Plan.
( 2 )Represents the value (per stock unit or share of common stock) of the distribution and/or conversion of Deferred Stock Units, including to common stock under the Executive Deferred Compensation Plan,based on the fair market value of Redwood Trust, Inc. common stock on the transaction date.
( 3 )Represents fair value of Deferred Stock Units, based on the original grant date fair market value.
( 4 )This disposition transaction represents a Compensation Committee approved withholding of securities incident to the payment of tax liability relating to the distribution and/or conversion of Deferred Stock Units in the Executive Deferred Compensation Plan.
( 5 )Deferred Stock Units were subject to a mandatory holding period and are being delivered to the Participant at the time provided in the Deferral Election Form, according to the terms and conditions of the Executive Deferred Compensation Plan.
( 6 )No expiration date is applicable to deferred stock units.
( 7 )Following these reported transactions, no other Deferred Stock Units with the same original grant date are beneficially owned.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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