SEC Form 4

FORM 4		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 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* MENDELSOHN LAWRENCE (Last) (First) (Middle) 13190 SW 68TH PARKWAY SUITE 110 (Street) TIGARD OR 97223 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Great Ajax Corp. [ AJX ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner X Officer (give title below) Other (specify below) CHIEF EXECUTIVE OFFICER
	3. Date of Earliest Transaction (Month/Day/Year) 12/14/2022
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check 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 (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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, par value $0.01 per share								133,434	D
Common Stock, par value $0.01 per share								127,315(1)	I	By Thetis Asset Management LLC
Common Stock, par value $0.01 per share								16,061(1)	I	By Flanders Street Credit Partners I., L.P.
Common Stock, par value $0.01 per share								69,184(1)	I	By Aspen Uranus LLC
Common Stock, par value $0.01 per share								73	I	By wife
Common Stock, par value $0.01 per share								73	I	By son
Common Stock, par value $0.01 per share	12/14/2022		J		361,912(2)	D	$7.67	0	I	By Gregory Funding LLC
Common Stock, par value $0.01 per share								1,088	I	By AIM Capital
Common Stock, par value $0.01 per share								4,742	I	RPM Capital LLC
Common Stock, par value $0.01 per share								544	I	By wife through RAD Children's Trust
Common Stock, par value $0.01 per share								127,730(1)(2)(3)	I	By Aspen Yo LLC
Common Stock, par value $0.01 per share								14,953(4)	I	By Mendelsohn Family Limited Partnership

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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
7.25% Convertible Notes due 2024	$14.36(5)							04/30/2023	04/30/2024	Common Stock, par value $0.01 per share	13,924(6)		8,000(1)	I	By Aspen Uranus LLC

Explanation of Responses:

1. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission that the reporting person is the beneficial owner of all of the reported shares for purposes of Section 16 or for any other purpose.

2. As was previously publicly disclosed, on December 9, 2021, Gregory Funding LLC ("Gregory") issued a promissory note to Great Ajax Corp. ("Great Ajax") under which Gregory was given the opportunity to borrow up to $3.5 million on a revolving line of credit from Great Ajax with interest accruing at 7.2% annually. On December 14, 2022, Gregory and Great Ajax agreed to exchange 361,912 shares of Great Ajax held by Gregory for a reduction in the amount of outstanding debt owed under the promissory note based upon the volume-weighted average price of the shares as reported during the ten trading day period preceding the date of the exchange. The reporting person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission that the reporting person is the beneficial owner of all of the reported shares for purposes of Section 16 or for any other purpose.

3. Includes 127,315 shares held by Thetis Asset Management LLC, and 415 shares held by Aspen Yo LLC reported herein. Total is net of distributions of 122,380 shares; this includes 471 shares distributed to Aspen Uranus LLC, 182 shares distributed to AIM Capital, 794 shares distributed to RPM Capital LLC, 92 shares distributed to RAD Children's Trust, 1,478 shares distributed to Mendelsohn Family Limited Partnership, and 119,363 shares distributed to entities not controlled by Mr. Mendelsohn.

4. Mr. Mendelsohn and certain members of his family are partners of Mendelsohn Family Limited Partnership.

5. The conversion rate of the 7.25% convertible notes due 2024 (the "Notes") equals 1.7405 shares of the Issuer's common stock per $25.00 principal amount of notes (equivalent to a conversion price of approximately $14.36 per share of the Issuer's common stock). The conversion rate, and thus the conversion price, will be subject to adjustment in accordance with the terms of the Notes.

6. Calculated based on the conversion rate of 1.7405 shares of the Issuer's common stock per $25.00 principal amount of Notes.

Remarks:

	/s/ Lawrence Mendelsohn	12/15/2022
	** 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).
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