0001157523-20-000858 4 1 20200601 20200603 20200603 DONLIN PAUL 0001418488 4 34 001-33796 20940277 1211 AVENUE OF THE AMERICAS SUITE 2902 NEW YORK NY 10036 CHIMERA INVESTMENT CORP 0001409493 6798 260630461 MD 1231 520 MADISON AVENUE 32ND FLOOR NEW YORK NY 10022 212-626-2300 520 MADISON AVENUE 32ND FLOOR NEW YORK NY 10022 4 1 form4.xml CHIMERA INVESTMENT CORP. FORM 4 - DONLIN FORM 4 OMB APPROVAL [ ] Check this OMB Number: box if no longer UNITED STATES SECURITIES AND EXCHANGE COMMISSION 3235-0287 subject to Washington, D.C. 20549 Estimated Section 16. Form STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF average burden 4 or Form 5 SECURITIES hours per obligations may response... 0.5 continue. See Instruction 1(b). Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 1. Name and Address of Reporting 2. Issuer Name and Ticker 5. Relationship of Person * or Trading Symbol Reporting Person(s) to DONLIN PAUL CHIMERA INVESTMENT CORP [ Issuer (Check all CIM ] applicable) __X__ Director _____ 10% Owner (Last) (First) (Middle) 3. Date of Earliest _____ Officer (give title C/O: CHIMERA INVESTMENT Transaction (MM/DD/YYYY) below) _____ Other CORPORATION, 520 MADISON AVENUE, 6/1/2020 (specify below) 32ND FLOOR (Street) 4. If Amendment, Date 6. Individual or NEW YORK, NY 10022 Original Filed Joint/Group Filing (Check (City) (State) (Zip) (MM/DD/YYYY) Applicable Line) _X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security 2. Trans. Date 2A. 3. Trans. 4. Securities Acquired (A) or 5. Amount of 6. Ownership 7. Nature of (Instr. 3) Deemed Code Disposed of (D) Securities Form: Direct (D) Indirect Execution (Instr. 8) (Instr. 3, 4 and 5) Beneficially or Indirect (I) Beneficial Date, if Owned Following (Instr. 4) Ownership any Reported (Instr. 4) Transaction(s) (A) (Instr. 3 and 4) or Code V Amount (D) Price Common Stock 6/1/2020 A 28078 (1) A $0 (2) 249596 D By - Donlin Common Stock 320609 I Financial LLC (3) Common Stock 4000 I By - Donlin 2008 Family Trust Series A Preferred Stock 3888 D Series B Preferred Stock 7699 D Series C Preferred Stock 7366 D Series D Preferred Stock 3750 D Series A Preferred Stock 447 I By - Donlin Financial LLC Series B Preferred Stock 20481 I By - Donlin Financial LLC Series C Preferred Stock 9323 I By - Donlin Financial LLC Series D Preferred Stock 8100 I By - Donlin Financial LLC By - Pamela Series C Preferred Stock 3000 I Donlin IRA Account Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) 1. Title of 2. 3. 3A. 4. Trans. 5. Number of 6. Date Exercisable 7. Title and Amount of 8. Price 9. Number of 10. 11. Nature Derivate Conversion Trans. Deemed Code Derivative and Expiration Date Securities Underlying of derivative Ownership of Security or Date Execution (Instr. 8) Securities Derivative Security Derivative Securities Form of Indirect (Instr. 3) Exercise Date, if Acquired (A) or (Instr. 3 and 4) Security Beneficially Derivative Beneficial Price of any Disposed of (D) (Instr. 5) Owned Security: Ownership Derivative (Instr. 3, 4 Following Direct (D) (Instr. 4) Security and 5) Reported or Transaction(s) Indirect Date Expiration Amount or (Instr. 4) (I) Exercisable Date Title Number of (Instr. 4) Code V (A) (D) Shares Explanation of Responses: (1) Represents shares of Chimera common stock underlying restricted stock units ("RSUs"). The RSUs are scheduled to vest on the earlier of (1) the first anniversary of the grant date, June 1, 2021, or (2) the date of the next annual stockholder's meeting, and shall be settled 100% in shares of Chimera common stock. The reporting person does not intend to report the vesting of the RSUs nor the delivery of the shares of common stock. (2) Each RSU has the economic equivalent of one share of Chimera common stock. The reporting person has elected to defer the shares under the Company's Stock Deferral Plan until the earlier of (1) January 31, 2036 or (2) separation from service. (3) Mr. Donlin is the managing member of Donlin Financial LLC and retains a 2% ownership interest. The remaining interests are owned by a grantor trust for the benefit of his children. Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other DONLIN PAUL C/O: CHIMERA INVESTMENT CORPORATION X 520 MADISON AVENUE, 32ND FLOOR NEW YORK, NY 10022 Signatures /s/ Paul Donlin 6/3/2020 ** Signature of Reporting Person Date Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. * If the form is filed by more than one reporting person, see Instruction 4(b)(v). ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.