Dime Community Bancshares, Inc.
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Common Stock
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25432X102
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Basswood Capital Management, L.L.C.
645 Madison Avenue, 10th Floor
New York, NY 10022
Attn: Matthew Lindenbaum
Telephone: (212) 521-9500
With a copy to:
Willkie Farr & Gallagher LLP
787 Seventh Avenue
New York, NY 10019
Attn: Michael E. Brandt, Esq.
Telephone: (212) 728-8000
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May 11, 2022
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*
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The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures
provided in a prior cover page.
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CUSIP No. 108035106
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1.
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Name of Reporting Person
Basswood Capital Management, L.L.C.
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||||
2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ☐ (b) ⌧
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||||
3.
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SEC Use Only
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||||
4.
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Source of Funds (See Instructions)
AF
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||||
5.
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Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
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||||
6.
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Citizenship or Place of Organization
Delaware
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||||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
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7.
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Sole Voting Power
0
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8.
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Shared Voting Power
2,809,653
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9.
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Sole Dispositive Power
0
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|||
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10.
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Shared Dispositive Power
2,809,653
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|||
11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
2,809,653
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||||
12.
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
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||||
13.
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Percent of Class Represented by Amount in Row (11)
7.16%
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||||
14.
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Type of Reporting Person (See Instructions)
IA
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CUSIP No. 108035106
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1.
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Name of Reporting Person
Basswood Partners, L.L.C.
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||||
2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ☐ (b) ⌧
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||||
3.
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SEC Use Only
|
||||
4.
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Source of Funds (See Instructions)
AF
|
||||
5.
|
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Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
|
||||
6.
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Citizenship or Place of Organization
Delaware
|
||||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
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7.
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Sole Voting Power
0
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8.
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Shared Voting Power
658,869
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|||
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9.
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Sole Dispositive Power
0
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|||
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10.
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Shared Dispositive Power
658,869
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|||
11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
658,869
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||||
12.
|
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
|
||||
13.
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Percent of Class Represented by Amount in Row (11)
1.68%
|
||||
14.
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Type of Reporting Person (See Instructions)
OO
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CUSIP No. 108035106
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|
1.
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Name of Reporting Person
Basswood Opportunity Partners, LP
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||||
2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
(a) ☐ (b) ⌧
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||||
3.
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SEC Use Only
|
||||
4.
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Source of Funds (See Instructions)
WC
|
||||
5.
|
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Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
|
||||
6.
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Citizenship or Place of Organization
Delaware
|
||||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
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7.
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Sole Voting Power
0
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8.
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Shared Voting Power
438,361
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|||
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9.
|
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Sole Dispositive Power
0
|
|||
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10.
|
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Shared Dispositive Power
438,361
|
|||
11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
438,361
|
||||
12.
|
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
|
||||
13.
|
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Percent of Class Represented by Amount in Row (11)
1.12%
|
||||
14.
|
|
Type of Reporting Person (See Instructions)
PN
|
CUSIP No. 108035106
|
|
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
|
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7.
|
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Sole Voting Power
0
|
||
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8.
|
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Shared Voting Power
6,394
|
|||
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9.
|
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Sole Dispositive Power
0
|
|||
|
10.
|
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Shared Dispositive Power
6,394
|
|||
11.
|
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Aggregate Amount Beneficially Owned by Each Reporting Person
6,394
|
||||
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
|
CUSIP No. 108035106
|
|
1.
|
|
Name of Reporting Person
Basswood Financial Fund, LP
|
||||
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
Delaware
|
||||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power
0
|
||
|
8.
|
|
Shared Voting Power
150,963
|
|||
|
9.
|
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Sole Dispositive Power
0
|
|||
|
10.
|
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Shared Dispositive Power
150,963
|
|||
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
150,963
|
||||
12.
|
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
|
||||
13.
|
|
Percent of Class Represented by Amount in Row (11)
0.38%
|
||||
14.
|
|
Type of Reporting Person (See Instructions)
PN
|
CUSIP No. 108035106
|
|
1.
|
|
Name of Reporting Person
Basswood Financial Long Only Fund, LP
|
||||
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
Delaware
|
||||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power
0
|
||
|
8.
|
|
Shared Voting Power
69,545
|
|||
|
9.
|
|
Sole Dispositive Power
0
|
|||
|
10.
|
|
Shared Dispositive Power
69,545
|
|||
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
69,545
|
||||
12.
|
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
|
||||
13.
|
|
Percent of Class Represented by Amount in Row (11)
0.18%
|
||||
14.
|
|
Type of Reporting Person (See Instructions)
PN
|
CUSIP No. 108035106
|
|
1.
|
|
Name of Reporting Person
Basswood Co-Investment Fund (SPC), Ltd., For and on Behalf of Segregated Portfolio C-1
|
||||
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
18,660
|
|||
|
9.
|
|
Sole Dispositive Power
0
|
|||
|
10.
|
|
Shared Dispositive Power
18,660
|
|||
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
18,660
|
||||
12.
|
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
|
||||
13.
|
|
Percent of Class Represented by Amount in Row (11)
0.05%
|
||||
14.
|
|
Type of Reporting Person (See Instructions)
CO
|
CUSIP No. 108035106
|
|
1.
|
|
Name of Reporting Person
Matthew Lindenbaum
|
||||
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)
AF
|
||||
5.
|
|
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
|
||||
6.
|
|
Citizenship or Place of Organization
United States
|
||||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power
167,970.82
|
||
|
8.
|
|
Shared Voting Power
2,809,653.00
|
|||
|
9.
|
|
Sole Dispositive Power
167,970.82
|
|||
|
10.
|
|
Shared Dispositive Power
2,809,653.00
|
|||
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
2,977,623.82
|
||||
12.
|
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
|
||||
13.
|
|
Percent of Class Represented by Amount in Row (11)
7.59%
|
||||
14.
|
|
Type of Reporting Person (See Instructions)
IN/HC
|
CUSIP No. 108035106
|
|
1.
|
|
Name of Reporting Person
Bennett Lindenbaum
|
||||
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)
AF
|
||||
5.
|
|
Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
|
||||
6.
|
|
Citizenship or Place of Organization
United States
|
||||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power
138,282
|
||
|
8.
|
|
Shared Voting Power
2,809,653
|
|||
|
9.
|
|
Sole Dispositive Power
138,282
|
|||
|
10.
|
|
Shared Dispositive Power
2,809,653
|
|||
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
2,947,935
|
||||
12.
|
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
|
||||
13.
|
|
Percent of Class Represented by Amount in Row (11)
7.51%
|
||||
14.
|
|
Type of Reporting Person (See Instructions)
IN/HC
|
Dated: May 20, 2022
|
||
Basswood Capital Management, L.L.C.
|
||
By:
|
/s/ Matthew Lindenbaum
|
|
Name: Matthew Lindenbaum
|
||
Title: Managing Member
|
||
Basswood Partners, 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 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
|
||
Basswood Co-Investment Fund (SPC), Ltd.,
For and on Behalf of Segregated Portfolio C-1
By: Basswood Capital Management, L.L.C.
|
||
By:
|
/s/ Matthew Lindenbaum
|
|
Name: Matthew Lindenbaum
|
||
Title: Managing Member
|
||
/s/ Matthew Lindenbaum
|
||
Matthew Lindenbaum
|
||
/s/ Bennett Lindenbaum
|
||
Bennett Lindenbaum
|
||
Fund
|
Trade Date
|
Shares Purchased
(Sold)
|
Price
|
Basswood Financial Fund, LP
|
05/11/22
|
(3,807)
|
$31.07
|
Basswood Financial Long Only Fund LP
|
05/11/22
|
(1,703)
|
$31.07
|
Basswood Managed Account
|
05/11/22
|
(7,841)
|
$31.07
|
Basswood Managed Account
|
05/11/22
|
(2,667)
|
$31.07
|
Basswood Managed Account
|
05/11/22
|
(6,366)
|
$31.07
|
Basswood Managed Account
|
05/11/22
|
(526)
|
$31.07
|
Basswood Managed Account
|
05/11/22
|
(10,601)
|
$31.07
|
Basswood Managed Account
|
05/11/22
|
(8,840)
|
$31.07
|
Basswood Managed Account
|
05/11/22
|
(933)
|
$31.07
|
Basswood Managed Account
|
05/11/22
|
(4,636)
|
$31.07
|
Basswood Financial Fund, LP
|
05/12/22
|
(3,062)
|
$30.28
|
Basswood Financial Long Only Fund LP
|
05/12/22
|
(1,369)
|
$30.28
|
Basswood Opportunity Partners, LP
|
05/12/22
|
(7,680)
|
$30.28
|
Basswood Managed Account
|
05/12/22
|
(6,304)
|
$30.28
|
Basswood Managed Account
|
05/12/22
|
(2,145)
|
$30.28
|
Basswood Managed Account
|
05/12/22
|
(5,118)
|
$30.28
|
Basswood Managed Account
|
05/12/22
|
(424)
|
$30.28
|
Basswood Managed Account
|
05/12/22
|
(8,523)
|
$30.28
|
Basswood Managed Account
|
05/12/22
|
(7,108)
|
$30.28
|
Basswood Managed Account
|
05/12/22
|
(750)
|
$30.28
|
Basswood Managed Account
|
05/12/22
|
(3,727)
|
$30.28
|
Basswood Financial Fund, LP
|
05/16/22
|
(1,340)
|
$29.40
|
Basswood Financial Long Only Fund LP
|
05/16/22
|
(894)
|
$29.40
|
Basswood Opportunity Partners, LP
|
05/16/22
|
(526)
|
$29.40
|
Basswood Managed Account
|
05/16/22
|
(2,192)
|
$29.40
|
Basswood Managed Account
|
05/16/22
|
(4,327)
|
$29.40
|
Basswood Managed Account
|
05/16/22
|
(242)
|
$29.40
|
Basswood Managed Account
|
05/16/22
|
(5,674)
|
$29.40
|
Basswood Managed Account
|
05/16/22
|
(3,864)
|
$29.40
|
Basswood Managed Account
|
05/16/22
|
(376)
|
$29.40
|
Basswood Managed Account
|
05/16/22
|
(4,311)
|
$29.40
|
Basswood Financial Fund, LP
|
05/17/22
|
(7,808)
|
$30.07
|
Basswood Financial Long Only Fund LP
|
05/17/22
|
(5,211)
|
$30.07
|
Basswood Opportunity Partners, LP
|
05/17/22
|
(3,063)
|
$30.07
|
Basswood Managed Account
|
05/17/22
|
(12,769)
|
$30.07
|
Basswood Managed Account
|
05/17/22
|
(25,210)
|
$30.07
|
Basswood Managed Account
|
05/17/22
|
(1,409)
|
$30.07
|
Basswood Managed Account
|
05/17/22
|
(33,058)
|
$30.07
|
Basswood Managed Account
|
05/17/22
|
(22,517)
|
$30.07
|
Basswood Managed Account
|
05/17/22
|
(2,188)
|
$30.07
|
Basswood Managed Account
|
05/17/22
|
(25,121)
|
$30.07
|
Basswood Financial Fund, LP
|
05/18/22
|
(1,411)
|
$29.25
|
Basswood Financial Long Only Fund LP
|
05/18/22
|
(970)
|
$29.25
|
Basswood Opportunity Partners, LP
|
05/18/22
|
(554)
|
$29.25
|
Basswood Managed Account
|
05/18/22
|
(2,307)
|
$29.25
|
Basswood Managed Account
|
05/18/22
|
(4,555)
|
$29.25
|
Basswood Managed Account
|
05/18/22
|
(255)
|
$29.25
|
Basswood Managed Account
|
05/18/22
|
(5,973)
|
$29.25
|
Basswood Managed Account
|
05/18/22
|
(4,069)
|
$29.25
|
Basswood Managed Account
|
05/18/22
|
(395)
|
$29.25
|
Basswood Managed Account
|
05/18/22
|
(4,539)
|
$29.25
|