Ownership Submission
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 OF SECURITIES

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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(Print or Type Responses)
1. Name and Address of Reporting Person *
Chang Andrew S
   2. Issuer Name and Ticker or Trading Symbol
PennyMac Mortgage Investment Trust [PMT] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Financial Officer
(Last)
(First)
(Middle)
C/O PENNYMAC MORTGAGE INVESTMENT TRUST, 3043 TOWNSGATE ROAD		 3. Date of Earliest Transaction (Month/Day/Year)
03/15/2019
(Street)

WESTLAKE VILLAGE, CA 91361		 4. If Amendment, Date 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
(City)
(State)
(Zip)
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 Shares of Beneficial Interest 03/15/2019   M   2,102 (1) A $ 0 83,770 (2) D  
Common Shares of Beneficial Interest 03/15/2019   M   3,429 (3) A $ 0 87,199 (4) D  
Common Shares of Beneficial Interest 03/15/2019   M   3,313 (5) A $ 0 90,512 (6) D  
Common Shares of Beneficial Interest 03/15/2019   F   727 (7) D $ 20.69 89,785 (8) D  
Common Shares of Beneficial Interest 03/15/2019   F   1,186 (9) D $ 20.69 88,599 (10) D  
Common Shares of Beneficial Interest 03/15/2019   F   1,146 (11) D $ 20.69 87,453 (12) D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 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
Performance-Based Restricted Share Units $ 0 (1) 03/15/2019   A   2,102     (1)   (1) Common Shares of Beneficial Interest 2,102 $ 0 2,102 D  
Performance-Based Restricted Share Units $ 0 (1) 03/15/2019   M     2,102   (1)   (1) Common Shares of Beneficial Interest 2,102 (1) $ 0 0 D  
Performance-Based Restricted Share Units $ 0 (3) 03/15/2019   A   3,429     (3)   (3) Common Shares of Beneficial Interest 3,429 $ 0 3,429 D  
Performance-Based Restricted Share Units $ 0 (3) 03/15/2019   M     3,429   (3)   (3) Common Shares of Beneficial Interest 3,429 (3) $ 0 0 D  
Performance-Based Restricted Share Units $ 0 (5) 03/15/2019   A   3,313     (5)   (5) Common Shares of Beneficial Interest 3,313 $ 0 3,313 D  
Performance-Based Restricted Share Units $ 0 (5) 03/15/2019   M     3,313   (5)   (5) Common Shares of Beneficial Interest 3,313 (5) $ 0 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Chang Andrew S
C/O PENNYMAC MORTGAGE INVESTMENT TRUST
3043 TOWNSGATE ROAD
WESTLAKE VILLAGE, CA 91361		       Chief Financial Officer  

Signatures

 /s/ Kisha Parker, attorney-in-fact for Mr. Chang   03/19/2019
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) This performance-based restricted share unit (PSU) award was granted to the Reporting Person on February 24, 2016 and may vest in three equal installments subject to the satisfaction of certain performance based criteria for each of the fiscal years ending in 2016, 2017 and 2018. The PSU vested as to one-third on March 15, 2019 and the payout of common shares of beneficial interest pursuant to the PSU award for the 2018 fiscal year was determined based on the Issuer's return on equity (ROE) of 10.10% for the period of January 1, 2018 through December 31, 2018 as measured against ROE targets established at the time of grant. The payout percentage for the award based on ROE achievement was 102.5%.
(2) The reported amount consists of 11,934 restricted share units and 71,836 common shares of beneficial interest. The restricted share units are to be settled in an equal number of common shares of beneficial interest upon vesting.
(3) This performance-based restricted share unit (PSU) award was granted to the Reporting Person on February 23, 2017 and may vest in three equal installments subject to the satisfaction of certain performance based criteria for each of the fiscal years ending 2017, 2018 and 2019. The PSU vested as to one-third on March 15, 2019 and the payout of common shares of beneficial interest pursuant to the PSU award for the 2018 fiscal year was determined based on the Issuer's return on equity (ROE) of 10.10% for the period of January 1, 2018 through December 31, 2018 as measured against ROE targets established at the time of grant. The payout percentage for the award based on ROE achievement was 127.5%.
(4) The reported amount consists of 11,934 restricted share units and 75,265 common shares of beneficial interest. The restricted share units are to be settled in an equal number of common shares of beneficial interest upon vesting.
(5) This performance-based restricted share unit (PSU) award was granted to the Reporting Person on March 12, 2018 and may vest in three equal installments subject to the satisfaction of certain performance based criteria for each of the fiscal years ending 2018, 2019 and 2020. The PSU vested as to one-third on March 15, 2019 and the payout of common shares of beneficial interest pursuant to the PSU award for the 2018 fiscal year was determined based on the Issuer's return on equity (ROE) of 10.10% for the period of January 1, 2018 through December 31, 2018 as measured against ROE targets established at the time of grant. The payout percentage for the award based on ROE achievement was 127.5%.
(6) The reported amount consists of 11,934 restricted share units and 78,578 common shares of beneficial interest. The restricted share units are to be settled in an equal number of common shares of beneficial interest upon vesting.
(7) Represents shares withheld for taxes upon vesting of performance-based restricted share units granted on February 24, 2016.
(8) The reported amount consists of 11,934 restricted share units and 77,851 common shares of beneficial interest. The restricted share units are to be settled in an equal number of common shares of beneficial interest upon vesting.
(9) Represents shares withheld for taxes upon vesting of performance-based restricted share units granted on February 23, 2017.
(10) The reported amount consists of 11,934 restricted share units and 76,665 common shares of beneficial interest. The restricted share units are to be settled in an equal number of common shares of beneficial interest upon vesting.
(11) Represents shares withheld for taxes upon vesting of performance-based restricted share units granted on March 12, 2018.
(12) The reported amount consists of 11,934 restricted share units and 75,519 common shares of beneficial interest. The restricted share units are to be settled in an equal number of common shares of beneficial interest upon vesting.

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