0001140361-15-026599.txt : 20150702
0001140361-15-026599.hdr.sgml : 20150702
20150702170704
ACCESSION NUMBER: 0001140361-15-026599
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20150630
FILED AS OF DATE: 20150702
DATE AS OF CHANGE: 20150702
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: HUDSON VALLEY HOLDING CORP
CENTRAL INDEX KEY: 0000722256
STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022]
IRS NUMBER: 133148745
STATE OF INCORPORATION: NY
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 21 SCARSDALE ROAD
CITY: YONKERS
STATE: NY
ZIP: 10707
BUSINESS PHONE: 9149616100
MAIL ADDRESS:
STREET 1: 21 SCARSDALE ROAD
CITY: YONKERS
STATE: NY
ZIP: 10707
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: LINDENBAUM MATTHEW A
CENTRAL INDEX KEY: 0000927943
STATE OF INCORPORATION: NJ
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34453
FILM NUMBER: 15970859
MAIL ADDRESS:
STREET 1: 645 MADISON AVENUE
STREET 2: 10TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
4
1
doc1.xml
FORM 4
X0306
4
2015-06-30
1
0000722256
HUDSON VALLEY HOLDING CORP
HVB
0000927943
LINDENBAUM MATTHEW A
C/O BASSWOOD CAPITAL MANAGEMENT L.L.C.
645 MADISON AVENUE 10TH FLOOR
NEW YORK
NY
10022
1
0
0
0
Common Stock, par value $0.20 per share ("Common Stock")
2015-06-30
4
D
0
1000
D
0
D
Common Stock
2015-06-30
4
D
0
152774
D
0
I
By Basswood Opportunity Partners, LP
Common Stock
2015-06-30
4
D
0
81181
D
0
I
By Basswood Financial Fund, LP
Common Stock
2015-06-30
4
D
0
107529
D
0
I
By Basswood Financial Fund, Inc.
Common Stock
2015-06-30
4
S
0
40618
28.1029
D
14037
I
By Basswood Financial Long Only Fund, LP
Common Stock
2015-06-30
4
D
0
14037
D
0
I
By Basswood Financial Long Only Fund, LP
Common Stock
2015-06-30
4
D
0
739423
D
0
I
By Basswood Enhanced Long Short Fund, LP
Common Stock
2015-06-30
4
D
0
90629
D
0
I
By Basswood Opportunity Fund, Inc.
Common Stock
2015-06-30
4
D
0
730756
D
0
I
By Main Street Master, Ltd.
Common Stock
2015-06-30
4
D
0
13127
D
0
I
By separately managed account
Includes 1,000 shares of Restricted Stock that vests 100% on February 6, 2016. The vesting of these shares was accelerated on June 30, 2015 in connection with the consummation of the merger of the Issuer into Sterling Bancorp.
Disposed of pursuant to the Agreement and Plan of Merger between the Issuer and Sterling Bancorp (the "Merger Agreement") in exchange for 1,920 shares of Sterling Bancorp common stock having a market value of $14.714 per share on the effective date of the merger (with such market value calculated as the average of the closing sales price of Sterling Bancorp common stock on the New York Stock Exchange for the five trading days ending on the day preceding the closing date of the merger (the "Market Value of Sterling Common Stock")).
Disposed of pursuant to the Merger Agreement in exchange for 293,326 shares of Sterling Bancorp common stock having a market value of $14.714 per share on the effective date of the merger (with such market value calculated as the Market Value of Sterling Common Stock) and cash of $1.18 in lieu of a fractional share of Sterling Bancorp common stock.
Basswood Opportunity Partners, LP, Basswood Financial Fund, LP, Basswood Enhanced Long Short Fund, LP, Basswood Financial Long Only Fund, LP, each a Delaware limited partnership, Basswood Opportunity Fund, Inc., Basswood Financial Fund, Inc., Main Street Master, Ltd., each a Cayman Islands corporation (collectively, the "Funds") directly own shares of Common Stock. Basswood Capital Management, L.L.C., a Delaware limited liability company (the "Management Company") is the investment manager or adviser to the Funds and certain separately managed accounts (the "SMAs"). Matthew A. Lindenbaum is managing member of the Management Company, and along with the other managing member, controls the business activities of the Management Company. Mr. Lindenbaum disclaims beneficial ownership of all shares of the Common Stock held directly by the Funds and the SMAs except to the extent of any indirect pecuniary interest therein.
Disposed of pursuant to the Merger Agreement in exchange for 155,867 shares of Sterling Bancorp common stock having a market value of $14.714 per share on the effective date of the merger (with such market value calculated as the Market Value of Sterling Common Stock) and cash of $7.65 in lieu of a fractional share of Sterling Bancorp common stock.
Disposed of pursuant to the Merger Agreement in exchange for 206,455 shares of Sterling Bancorp common stock having a market value of $14.714 per share on the effective date of the merger (with such market value calculated as the Market Value of Sterling Common Stock) and cash of $10.01 in lieu of a fractional share of Sterling Bancorp common stock.
Disposed of pursuant to the Merger Agreement in exchange for 26,951 shares of Sterling Bancorp common stock having a market value of $14.714 per share on the effective date of the merger (with such market value calculated as the Market Value of Sterling Common Stock) and cash of $0.59 in lieu of a fractional share of Sterling Bancorp common stock.
Disposed of pursuant to the Merger Agreement in exchange for 1,419,692 shares of Sterling Bancorp common stock having a market value of $14.714 per share on the effective date of the merger (with such market value calculated as the Market Value of Sterling Common Stock) and cash of $2.35 in lieu of a fractional share of Sterling Bancorp common stock.
Disposed of pursuant to the Merger Agreement in exchange for 174,007 shares of Sterling Bancorp common stock having a market value of $14.714 per share on the effective date of the merger (with such market value calculated as the Market Value of Sterling Common Stock) and cash of $10.01 in lieu of a fractional share of Sterling Bancorp common stock.
Disposed of pursuant to the Merger Agreement in exchange for 1,403,051 shares of Sterling Bancorp common stock having a market value of $14.714 per share on the effective date of the merger (with such market value calculated as the Market Value of Sterling Common Stock) and cash of $7.65 in lieu of a fractional share of Sterling Bancorp common stock.
Disposed of pursuant to the Merger Agreement in exchange for 25,203 shares of Sterling Bancorp common stock having a market value of $14.714 per share on the effective date of the merger (with such market value calculated as the Market Value of Sterling Common Stock) and cash of $12.36 in lieu of a fractional share of Sterling Bancorp common stock.
/s/ Matthew A. Lindenbaum
2015-07-02