Sec Form 13D Filing - BASSWOOD CAPITAL MANAGEMENT L.L.C. filing for Dime Community Bancshares Inc. (DCOM) - 2024-11-14

CUSIP No. 25432X102

 

  1. 

 

Name of Reporting Person

 

Basswood Opportunity Fund, Inc.

  2.

 

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)  ☐        (b)  ☒

 

  3.

 

SEC Use Only

 

  4.

 

Source of Funds (See Instructions)

 

WC

  5.

 

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)    ☐

 

  6.

 

Citizenship or Place of Organization

 

Cayman Islands

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With

  

  7. 

  

Sole Voting Power

 

0

  

  8.

  

Shared Voting Power

 

7,905

  

  9.

  

Sole Dispositive Power

 

0

  

10.

  

Shared Dispositive Power

 

7,905

11.

 

Aggregate Amount Beneficially Owned by Each Reporting Person

 

7,905

12.

 

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)    ☐

 

13.

 

Percent of Class Represented by Amount in Row (11)

 

0.02%

14.

 

Type of Reporting Person (See Instructions)

 

CO

This Amendment No. 12 to Schedule 13D (this “Amendment No. 12”) is being filed with respect to the common stock, par value $0.01 per share (the “Common Stock”), of Dime Community Bancshares, Inc. (formerly Bridge Bancorp, Inc.) to amend the Schedule 13D filed on June 29, 2015, as amended by Amendment No. 1 to Schedule 13D filed on June 28, 2016, Amendment No. 2 to Schedu le 13D filed on November 25, 2016, Amendment No. 3 to Schedule 13D filed on July 24, 2017, Amendment No. 4 to Schedule 13D filed on November 16, 2017, Amendment No. 5 to Schedule 13D filed on December 18, 2017, Amendment No. 6 to Schedule 13D filed on September 10, 2018, Amendment No. 7 to Schedule 13D filed on December 20, 2019 Amendment No. 8 to Schedule 13D filed on February 5, 2021, Amendment No. 9 to Schedule 13D filed on May 20, 2022, Amendment No. 10 to Schedule 13D filed on August 31, 2022, and Amendment No. 11 to Schedule 13D filed on December 12, 2022  (as amended by Amendment No. 1, Amendment No. 2, Amendment No. 3, Amendment No. 4, Amendment No. 5, Amendment No. 6, Amendment No .7, Amendment No.8, Amendment No.9, Amendment No.10 and Amendment No.11, the “Schedule 13D”).

Item 4 of the Schedule 13D is hereby amended and supplemented by adding the following at the end thereof:

In connection with the Follow-on Offering, on November 8, 2024, Matthew Lindenbaum entered into a lock-up agreement (the “Lock-Up Agreement”) with the Issuer pursuant to which Matthew Lindenbaum agreed, subject to certain exceptions, not to offer, sell, pledge or otherwise transfer any shares of Common Stock for a period of 90 days from November 12, 2024. The foregoing description of the Lock-Up Agreement does not purport to be complete and is qualified in its entirety by the full text of the Lock-Up Agreement, a form of which is filed as an exhibit to this Amendment No. 12 and incorporated herein by reference.

Items 5(a) – 5(c) and 5(e) of the Schedule 13D are hereby amended to reflect the following:

   

       (a) and (b). As of the date of this Amendment No. 12, 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 based upon the approximately 43,643,837 million shares of Common Stock outstanding as of November 13, 2024, as reported in the Issuer’s Prospectus Supplement on Form S-3 filed with the Securities and Exchange Commission on November 13, 2024.

Item 7.    Material to be filed as Exhibits.

Item 7 of the Schedule 13D is hereby amended to include the following:

Exhibit 2: Form of Lock-Up Agreement.