Page 26 of 33 – SEC Filing This Amendment No. 1 to Schedule 13D (this “Amendment No. 1”) is being filed with respect to the common stock, par value $0.01 per share (the “Common Stock”), of Bridge Bancorp, Inc. (the “Issuer”), to amend the Schedule 13D filed on June 29, 2015 (as amended by this Amendment No. 1, the “Schedule 13D”). Item 3. Source and Amount of Funds or Other Consideration Item 3 of the Schedule 13D is amended to reflect the following: The Funds (other than Basswood Opportunity Partners, LP and Basswood Opportunity Fund, Inc.) and a managed account expended an aggregate of $22,502,143 in cash (including commissions, if any) from their working capital to acquire the 913,073 shares of Common Stock directly owned by them. Basswood Opportunity Partners, LP acquired the 225,109 shares of Common Stock directly owned by it upon conversion in the Merger (as defined in Item 4) of its shares of common stock of Community (as defined in Item 4). Basswood Opportunity Fund, Inc. acquired the 112,894 shares of Common Stock directly owned by it upon conversion in the Merger of its shares of common stock of Community. The Lindenbaum Reporting Persons directly holding shares of Common Stock acquired all such shares upon conversion in the Merger of shares of Common Stock of Community owned by them. The Funds and managed account generally effect purchases through margin accounts maintained for them with each of J.P Morgan Securities LLC, Morgan Stanley & Co., and BNP Paribas Prime Brokerage, which may extend margin credit to the Funds and managed account as and when required to open or carry positions in the margin accounts, subject to applicable Federal margin regulations, stock exchange rules and the firm’s credit policies. In such instances, the positions held in the margin accounts are pledged as collateral security for the repayment of debit balances in the accounts. Item 5. Interest in Securities of the Issuer Items 5(a), 5(b) and 5(c) of the Schedule 13D are amended to reflect the following: (a) and (b) As of the date of this Schedule 13D, each of the Reporting Persons beneficially owns shares of Common Stock in such numbers as set forth on the cover pages of this Schedule 13D. The total number of shares each of the Reporting Persons beneficially owns represents such percentages of the Common Stock outstanding as set forth on the cover pages to this Schedule 13D. The beneficial ownership percentages in this Schedule 13D are calculated based upon the 17,458,781 shares of Common Stock outstanding as of May 6, 2016, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (the “Commission”) for the quarterly period ended March 31, 2016 and filed on May 10, 2016. The Management Company, Matthew Lindenbaum and Bennett Lindenbaum share voting and dispositive power over the 1,251,076 shares of Common Stock held directly by the Funds and a managed account. Basswood Partners, the Management Company, Matthew Lindenbaum and Bennett Lindenbaum share voting and dispositive power over the 331,280 shares of Common Stock held directly by Basswood Financial Fund, LP, Basswood Opportunity Partners, LP and Basswood Financial Long Only Fund, LP. Basswood Long Short GP, the Management Company, Matthew Lindenbaum and Bennett Lindenbaum share voting and dispositive power over the 512,228 shares of Common Stock held directly by Basswood Enhanced Long Short Fund, LP. Nathan Lindenbaum has voting and dispositive power over the 81,000 shares of Common Stock held directly by MGS Partners, LLC and the 20,540 shares of Common Stock held directly by the Shari A. Lindenbaum 1994 Children’s Trust. Nathan Lindenbaum and Shai Tambor share voting and dispositive power over the 97,202 shares of Common Stock held directly by Abigail Tambor 2012 Children’s Trust and the 87,327 shares of Common Stock held directly by the Victoria and Benjamin Feder 2012 Children’s Trust. Nathan Lindenbaum and Shari A. Lindenbaum share voting and dispositive power over the 50,197 shares of Common Stock held directly by Nathan J Lindenbaum 1995 Children Trust and the 65,970 shares of Common Stock held directly by Naftali Asher Investments LLC. Ray Lindenbaum has voting and dispositive power over the 9,875 shares of Common Stock held directly by the Victoria and Ben Feder’s 1996 Children’s Trust. By virtue of the relationships among the Basswood Reporting Persons and family relationships among Matthew and Bennett Lindenbaum and the Lindenbaum Reporting Persons, the Reporting Persons may be deemed to be a “group” within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934 and Rule 13d-5(b)(1) thereunder. If deemed to be a “group”, such persons would collectively beneficially own 11.7% of the Common Stock. Each of the Reporting Persons expressly disclaims voting or Follow Dime Community Bancshares Inc. (NASDAQ:DCOM)
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This Amendment No. 1 to Schedule 13D (this “Amendment No. 1”) is being filed with respect to the common stock, par value $0.01 per share (the “Common Stock”), of Bridge Bancorp, Inc. (the “Issuer”), to amend the Schedule 13D filed on June 29, 2015 (as amended by this Amendment No. 1, the “Schedule 13D”).
Item 3. Source and Amount of Funds or Other Consideration
Item 3 of the Schedule 13D is amended to reflect the following:
The Funds (other than Basswood Opportunity Partners, LP and Basswood Opportunity Fund, Inc.) and a managed account expended an aggregate of $22,502,143 in cash (including commissions, if any) from their working capital to acquire the 913,073 shares of Common Stock directly owned by them. Basswood Opportunity Partners, LP acquired the 225,109 shares of Common Stock directly owned by it upon conversion in the Merger (as defined in Item 4) of its shares of common stock of Community (as defined in Item 4). Basswood Opportunity Fund, Inc. acquired the 112,894 shares of Common Stock directly owned by it upon conversion in the Merger of its shares of common stock of Community.
The Lindenbaum Reporting Persons directly holding shares of Common Stock acquired all such shares upon conversion in the Merger of shares of Common Stock of Community owned by them.
The Funds and managed account generally effect purchases through margin accounts maintained for them with each of J.P Morgan Securities LLC, Morgan Stanley & Co., and BNP Paribas Prime Brokerage, which may extend margin credit to the Funds and managed account as and when required to open or carry positions in the margin accounts, subject to applicable Federal margin regulations, stock exchange rules and the firm’s credit policies. In such instances, the positions held in the margin accounts are pledged as collateral security for the repayment of debit balances in the accounts.
Item 5. Interest in Securities of the Issuer
Items 5(a), 5(b) and 5(c) of the Schedule 13D are amended to reflect the following:
(a) and (b) As of the date of this Schedule 13D, each of the Reporting Persons beneficially owns shares of Common Stock in such numbers as set forth on the cover pages of this Schedule 13D. The total number of shares each of the Reporting Persons beneficially owns represents such percentages of the Common Stock outstanding as set forth on the cover pages to this Schedule 13D. The beneficial ownership percentages in this Schedule 13D are calculated based upon the 17,458,781 shares of Common Stock outstanding as of May 6, 2016, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (the “Commission”) for the quarterly period ended March 31, 2016 and filed on May 10, 2016.
The Management Company, Matthew Lindenbaum and Bennett Lindenbaum share voting and dispositive power over the 1,251,076 shares of Common Stock held directly by the Funds and a managed account. Basswood Partners, the Management Company, Matthew Lindenbaum and Bennett Lindenbaum share voting and dispositive power over the 331,280 shares of Common Stock held directly by Basswood Financial Fund, LP, Basswood Opportunity Partners, LP and Basswood Financial Long Only Fund, LP. Basswood Long Short GP, the Management Company, Matthew Lindenbaum and Bennett Lindenbaum share voting and dispositive power over the 512,228 shares of Common Stock held directly by Basswood Enhanced Long Short Fund, LP. Nathan Lindenbaum has voting and dispositive power over the 81,000 shares of Common Stock held directly by MGS Partners, LLC and the 20,540 shares of Common Stock held directly by the Shari A. Lindenbaum 1994 Children’s Trust. Nathan Lindenbaum and Shai Tambor share voting and dispositive power over the 97,202 shares of Common Stock held directly by Abigail Tambor 2012 Children’s Trust and the 87,327 shares of Common Stock held directly by the Victoria and Benjamin Feder 2012 Children’s Trust. Nathan Lindenbaum and Shari A. Lindenbaum share voting and dispositive power over the 50,197 shares of Common Stock held directly by Nathan J Lindenbaum 1995 Children Trust and the 65,970 shares of Common Stock held directly by Naftali Asher Investments LLC. Ray Lindenbaum has voting and dispositive power over the 9,875 shares of Common Stock held directly by the Victoria and Ben Feder’s 1996 Children’s Trust.
By virtue of the relationships among the Basswood Reporting Persons and family relationships among Matthew and Bennett Lindenbaum and the Lindenbaum Reporting Persons, the Reporting Persons may be deemed to be a “group” within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934 and Rule 13d-5(b)(1) thereunder. If deemed to be a “group”, such persons would collectively beneficially own 11.7% of the Common Stock. Each of the Reporting Persons expressly disclaims voting or
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