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SEC FORM 4/A SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

BASSWOOD CAPITAL MANAGEMENT, L.L.C.

(Last)

(First)

(Middle)

645 MADISON AVENUE, 10TH FLOOR

(Street)

NEW YORK

10022

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Dime Community Bancshares, Inc. /NY/ [ DCOM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
Director-by-Deputization

3. Date of Earliest Transaction (Month/Day/Year)
02/01/2021

4. If Amendment, Date of Original Filed (Month/Day/Year)
02/04/2021

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, par value $0.01 per share ("Common Stock")	02/01/2021		J⁽²⁾		1,220,156	A	⁽²⁾	2,547,077	I	See footnotes⁽¹⁾⁽²⁾⁽⁴⁾
Common Stock	02/01/2021		J⁽²⁾		113,081	A	⁽²⁾	427,309	I	See footnotes⁽¹⁾⁽²⁾⁽⁵⁾
Common Stock	02/01/2021		J⁽²⁾		13,438	A	⁽²⁾	40,086	I	See footnotes⁽¹⁾⁽²⁾⁽⁶⁾
Common Stock	02/01/2021		J⁽²⁾		52,515	A	⁽²⁾	174,033	I	See footnotes⁽¹⁾⁽²⁾⁽⁷⁾
Common Stock	02/01/2021		J⁽²⁾		28,648	A	⁽²⁾	73,493	I	See footnotes⁽¹⁾⁽²⁾⁽⁸⁾
Common Stock	02/01/2021		J⁽²⁾		2,526	A	⁽²⁾	18,660	I	See footnotes⁽¹⁾⁽²⁾⁽⁹⁾
Common Stock	02/01/2021		J⁽³⁾		53,823	A	$25.41	2,600,900	I	See footnotes⁽¹⁾⁽⁴⁾

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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

1. Name and Address of Reporting Person^*

BASSWOOD CAPITAL MANAGEMENT, L.L.C.

(Last)

(First)

(Middle)

645 MADISON AVENUE, 10TH FLOOR

(Street)

NEW YORK

10022

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

LINDENBAUM MATTHEW A

(Last)

(First)

(Middle)

C/O BASSWOOD CAPITAL MANAGEMENT L.L.C.

645 MADISON AVENUE 10TH FLOOR

(Street)

NEW YORK

10022

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

LINDENBAUM BENNETT D

(Last)

(First)

(Middle)

BASSWOOD CAPITAL MANAGEMENT, L.L.C.

645 MADISON AVENUE, 10TH FLOOR

(Street)

NEW YORK

10022

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

BASSWOOD ENHANCED LONG SHORT FUND LP

(Last)

(First)

(Middle)

C/O BASSWOOD CAPITAL MANAGEMENT, L.L.C.

645 MADISON AVENUE, 10TH FLOOR

(Street)

NEW YORK

10022

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

BASSWOOD ENHANCED LONG SHORT GP, LLC

(Last)

(First)

(Middle)

C/O BASSWOOD CAPITAL MANAGEMENT L.L.C.

645 MADISON AVENUE, 10TH FLOOR

(Street)

NEW YORK

10022

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

BASSWOOD FINANCIAL FUND, L.P.

(Last)

(First)

(Middle)

C/O BASSWOOD CAPITAL MANAGEMENT L.L.C.

645 MADISON AVENUE, 10TH FLOOR

(Street)

NEW YORK

10022

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

BASSWOOD OPPORTUNITY PARTNERS, L.P.

(Last)

(First)

(Middle)

C/O BASSWOOD CAPITAL MANAGEMENT, L.L.C.

645 MADISON AVENUE, 10TH FLOOR

(Street)

NEW YORK

10022

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

BASSWOOD OPPORTUNITY FUND INC

(Last)

(First)

(Middle)

C/O BASSWOOD CAPITAL MANAGEMENT L.L.C.

645 MADISON AVENUE, 10TH FLOOR

(Street)

NEW YORK

10022

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

BASSWOOD FINANCIAL LONG ONLY FUND, L.P.

(Last)

(First)

(Middle)

C/O BASSWOOD CAPITAL MANAGEMENT L.L.C.

645 MADISON AVENUE, 10TH FLOOR

(Street)

NEW YORK

10022

(City)

(State)

(Zip)

Explanation of Responses:

1. See Exhibit 99.1

2. See Exhibit 99.1

3. See Exhibit 99.1

4. See Exhibit 99.1

5. See Exhibit 99.1

6. See Exhibit 99.1

7. See Exhibit 99.1

8. See Exhibit 99.1

9. See Exhibit 99.1

Remarks:

Exhibit List: ------------- Exhibit 99.1 - Explanation of Responses Exhibit 99.2 - Joint Filer Information Exhibit 99.3 - Joint Filers' Signatures

	BASSWOOD CAPITAL MANAGEMENT, L.L.C., /s/ Matthew Lindenbaum	02/05/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Designated Filer:	Basswood Capital Management, L.L.C.
Issuer & Ticker Symbol:	Dime Community Bancshares, Inc. [DCOM]
Date of Event Requiring Statement:	February 1, 2021

Explanation of Responses:

This Form 4 is filed on behalf of Matthew Lindenbaum, Bennett Lindenbaum, Basswood Capital Management, L.L.C., Basswood Enhanced Long Short Fund, L.P. (“BELS”), Basswood Opportunity Partners, LP (“BOP”), Basswood Financial Fund, LP (“BFF”), Basswood Financial Long Only Fund, LP (“BFLOF”) and Basswood Opportunity Fund, Inc. (“BOF”), and Basswood Enhanced Long Short GP, LLC (collectively, the “Reporting Persons”). Basswood Capital Management, L.L.C. is the investment manager or adviser to Basswood Co-Investment Fund (SPC), Ltd., For and on Behalf of Segregated Portfolio C-1 (“BCF”), BOP, BELS, BFF, BFLOF and BOF (collectively, the “Funds”) and certain separate managed accounts managed by Basswood Capital Management, L.L.C. (the “Managed Accounts”) and may be deemed to have a pecuniary interest in the Common Stock directly held by the Funds and held in the Managed Accounts. Basswood Enhanced Long Short GP, LLC is the general partner of BELS and may be deemed to have a pecuniary interest in the Common Stock held directly by BELS. Matthew Lindenbaum and Bennett Lindenbaum are the managing members of Basswood Capital Management, L.L.C. and may be deemed to have a pecuniary interest in the Common Stock directly held by the Funds and held in the Managed Accounts, and also directly hold shares of Common Stock. In accordance with Instruction 4(b)(iv), the entire amount of Common Stock held by the Funds or Managed Accounts are reported herein. Each Reporting Person disclaims beneficial ownership of all shares of Common Stock that are beneficially owned by the Funds or Managed Accounts, except to the extent of any direct or indirect pecuniary interest therein. Basswood Capital Management, L.L.C., and Basswood Enhanced Long Short GP, LLC also disclaim beneficial ownership of the shares held directly by Matthew Lindenbaum and Bennett Lindenbaum. Matthew Lindenbaum and Bennett Lindenbaum each disclaim beneficial ownership of the shares held directly by the other. The inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of any securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise.

Matthew Lindenbaum, a managing member of Basswood Capital Management, L.L.C, serves on the board of directors of the Issuer as a representative of the Reporting Persons. As a result, each of the Reporting Persons is a “director-by-deputization” solely for purposes of Section 16 of the Exchange Act. By reason of the provisions of Rule 16a-1 of the Securities Exchange Act of 1934, as amended, each of the Reporting Persons may be deemed to be a beneficial owner of the shares of Common Stock issued to Matthew Lindenbaum.

Represents shares of Common Stock received in connection with the merger of Dime Community Bancshares, Inc. (“Dime”) and Bridge Bancorp, Inc. (“Bridge”) on February 1, 2021 (the “Merger”). On January 29, 2021, the last business day preceding the effective date of the Merger, the closing price of Dime’s common stock was $15.90 and the closing price of Bridge’s common stock was $24.43. Pursuant to the Merger, (i) the Managed Accounts received 1,220,156 shares of Common Stock in exchange for 1,882,957 shares of Dime’s common stock; (ii) BOP received 113,081 shares of Common Stock in exchange for 174,508 shares of Dime’s common stock; (iii) BOF received 13,438 shares of Common Stock in exchange for 20,738 shares of Dime’s common stock; (iv) BFF received 52,515 shares of Common Stock in exchange for 81,043 shares of Dime’s common stock; (v) BFLOF received 28,648 shares of Common Stock in exchange for 44,210 shares of Dime’s common stock; and (vi) BCF received 2,526 shares of Common Stock in exchange for 3,899 shares of Dime’s common stock. These transactions were omitted from the Reporting Persons’ original Form 4.

3.	Represents a cross-trade of Common Stock between the Managed Accounts and BELS.

Common Stock held directly by certain separate accounts managed by Basswood Capital Management, L.L.C. On February 4, 2021, the Reporting Persons erroneously filed a Form 4 reporting 2,035,661 shares of Common Stock following a cross-trade of Common Stock between the Managed Accounts and BELS. Following such cross-trade, the Managed Accounts held 2,600,900 shares of Common Stock. The previously reported acquisitions on February 2, 2021 that followed the cross-trade, the result of which was that the Managed Accounts held 2,799,502 shares of Common Stock, were correct.

5.	Common Stock held directly by BOP.

6.	Common Stock held directly by BOF.

7.	Common Stock held directly by BFF.

8.	Common Stock held directly by BFLOF.

9.	Common Stock held directly by BCF.

Designated Filer:	Basswood Capital Management, L.L.C.
Issuer & Ticker Symbol:	Dime Community Bancshares, Inc. [DCOM]
Date of Event Requiring Statement:	February 1, 2021

Exhibit 99.2 - Joint Filer Information

Joint Filers:

1. Name:	Matthew Lindenbaum
	Address: c/o Basswood Capital Management, LLC
	645 Madison Avenue, 10^th Floor
	New York, NY 10022

2. Name:	Bennett Lindenbaum
	Address: c/o Basswood Capital Management, LLC
	645 Madison Avenue, 10^th Floor
	New York, NY 10022

3. Name:	Basswood Capital Management, L.L.C.
	Address: c/o Basswood Capital Management, LLC
	645 Madison Avenue, 10^th Floor
	New York, NY 10022

4. Name:	Basswood Enhanced Long Short Fund, LP
	Address: c/o Basswood Capital Management, LLC
	645 Madison Avenue, 10^th Floor
	New York, NY 10022

5. Name:	Basswood Enhanced Long Short GP, LLC
	Address: c/o Basswood Capital Management, LLC
	645 Madison Avenue, 10^th Floor
	New York, NY 10022

6. Name:	Basswood Financial Fund, LP
	Address: c/o Basswood Capital Management, LLC
	645 Madison Avenue, 10^th Floor
	New York, NY 10022

7. Name:	Basswood Opportunity Partners, LP
	Address: c/o Basswood Capital Management, LLC
	645 Madison Avenue, 10^th Floor
	New York, NY 10022

8. Name:	Basswood Opportunity Fund, Inc.
	Address: c/o Basswood Capital Management, LLC
	645 Madison Avenue, 10^th Floor
	New York, NY 10022

9. Name:	Basswood Financial Long Only Fund, LP
	Address: c/o Basswood Capital Management, LLC
	645 Madison Avenue, 10^th Floor
	New York, NY 10022

Designated Filer:	Basswood Capital Management, L.L.C.
Issuer & Ticker Symbol:	Dime Community Bancshares, Inc. [DCOM]
Date of Event Requiring Statement:	February 1, 2021

Exhibit 99.3 - Joint Filers’ Signatures

	/s/ Matthew Lindenbaum
	Matthew Lindenbaum


	/s/ Bennett Lindenbaum
	Bennett Lindenbaum


	Basswood Capital Management, L.L.C.

	By:	/s/ Matthew Lindenbaum
		Name: Matthew Lindenbaum
		Title: Managing Member

	Basswood Enhanced Long Short Fund, LP
	By: Basswood Capital Management, L.L.C.

	By:	/s/ Matthew Lindenbaum
		Name: Matthew Lindenbaum
		Title: Managing Member

	Basswood Opportunity Partners, LP
	By: Basswood Capital Management, L.L.C.

	By:	/s/ Matthew Lindenbaum
		Name: Matthew Lindenbaum
		Title: Managing Member

	Basswood Opportunity Fund, Inc.
	By: Basswood Capital Management, L.L.C.

	By:	/s/ Matthew Lindenbaum
		Name: Matthew Lindenbaum
		Title: Managing Member

	Basswood Enhanced Long Short GP, LLC
	By: Basswood Capital Management, L.L.C.

	By:	/s/ Matthew Lindenbaum
		Name: Matthew Lindenbaum
		Title: Managing Member

	Basswood Financial Fund, LP
	By: Basswood Capital Management, L.L.C.

	By:	/s/ Matthew Lindenbaum
		Name: Matthew Lindenbaum
		Title: Managing Member

	Basswood Financial Long Only Fund, LP
	By: Basswood Capital Management, L.L.C.

	By:	/s/ Matthew Lindenbaum
		Name: Matthew Lindenbaum
		Title: Managing Member