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Filing Details

Accession Number:: 0001140361-15-026599
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2015-07-02 17:07:04
Reporting Period:: 2015-06-30

Filing Date:: 2015-07-02
Accepted Time:: 2015-07-02 17:07:04
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
722256	Hudson Valley Holding Corp	HVB	State Commercial Banks (6022)	133148745

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
927943	A Matthew Lindenbaum	C/O Basswood Capital Management L.l.c. 645 Madison Avenue 10Th Floor New York NY 10022		Yes	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock, Par Value $0.20 Per Share ("Common Stock")	Disposition	2015-06-30	1,000	$0.00	0	No	4	D	Direct
Common Stock	Disposition	2015-06-30	152,774	$0.00	0	No	4	D	Indirect	By Basswood Opportunity Partners, LP
Common Stock	Disposition	2015-06-30	81,181	$0.00	0	No	4	D	Indirect	By Basswood Financial Fund, LP
Common Stock	Disposition	2015-06-30	107,529	$0.00	0	No	4	D	Indirect	By Basswood Financial Fund, Inc.
Common Stock	Disposition	2015-06-30	40,618	$28.10	14,037	No	4	S	Indirect	By Basswood Financial Long Only Fund, LP
Common Stock	Disposition	2015-06-30	14,037	$0.00	0	No	4	D	Indirect	By Basswood Financial Long Only Fund, LP
Common Stock	Disposition	2015-06-30	739,423	$0.00	0	No	4	D	Indirect	By Basswood Enhanced Long Short Fund, LP
Common Stock	Disposition	2015-06-30	90,629	$0.00	0	No	4	D	Indirect	By Basswood Opportunity Fund, Inc.
Common Stock	Disposition	2015-06-30	730,756	$0.00	0	No	4	D	Indirect	By Main Street Master, Ltd.
Common Stock	Disposition	2015-06-30	13,127	$0.00	0	No	4	D	Indirect	By separately managed account

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	D	Direct
No	4	D	Indirect	By Basswood Opportunity Partners, LP
No	4	D	Indirect	By Basswood Financial Fund, LP
No	4	D	Indirect	By Basswood Financial Fund, Inc.
No	4	S	Indirect	By Basswood Financial Long Only Fund, LP
No	4	D	Indirect	By Basswood Financial Long Only Fund, LP
No	4	D	Indirect	By Basswood Enhanced Long Short Fund, LP
No	4	D	Indirect	By Basswood Opportunity Fund, Inc.
No	4	D	Indirect	By Main Street Master, Ltd.
No	4	D	Indirect	By separately managed account

Footnotes

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.