UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D/A

Amendment No. 1

Under the Securities Exchange Act of 1934

Hampshire Group, Limited

 (Name of Issuer)

Common Stock, $0.10 par value

 (Title of Class of Securities)

408859106

 (CUSIP Number)

Wynnefield Partners Small Cap Value, L.P. I

450 Seventh Avenue, Suite 509

New York, New York 10123

Attention: Mr. Nelson Obus

Copy to:

Jeffrey S. Tullman, Esq.

Kane Kessler, P.C.

1350 Avenue of the Americas, 26^th Floor

New York, New York 10019

(212) 541-6222

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

November 29, 2012

(Date of Event which requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ¨

This Amendment No. 1 (the “Amendment”) amends the Schedule 13D originally filed with the Securities and Exchange Commission (the “Commission”) on November 14, 2012 (together with the Amendment, the “Schedule 13D”) with respect to the shares of common stock, $0.10 par value per share (the “Common Stock”) of Hampshire Group, Limited (the “Issuer”), whose principal executive offices are located at 114 W. 41st Street, New York, New York 10036. Capitalized terms used but not defined herein shall have the meaning set forth in the Schedule 13D.

Item 3. Source and Amount of Funds or Other Consideration.

Item 3 of the Schedule 13D is hereby amended and restated as follows:

The securities reported in this Schedule 13D as directly beneficially owned by the Wynnefield Reporting Persons were acquired with funds of approximately $1,965,600 (including brokerage commissions). All such funds were provided from the working capital or personal funds of the Wynnefield Reporting Persons who directly beneficially own such securities.

Item 4. Purpose of the Transaction

Item 4 of the Schedule 13D is hereby amended to include the following:

On November 29, 2012, the Wynnefield Reporting Persons sent a letter dated November 29, 2012 (the “Letter”) to the Issuer’s Board of Directors (the “Board”) advising the Board that, in Wynnefield’s view, the Board’s failure to respond to the Wynnefield Reporting Person’s letter dated November 12, 2012, requesting a meeting with the Board to discuss the Issuer’s poor financial performance is neglecting the Board’s fiduciary duty.  The Wynnefield Reporting Persons are considering further steps to protect the interests of the Issuer’s stockholders from further destruction of shareholder value.  A copy of the Letter is filed herewith and attached hereto as Exhibit 3 and incorporated herein by reference. Any descriptions herein of the Letter are qualified in their entirety by reference to the Letter.

Other than as set forth in this Item 4, the Wynnefield Reporting Persons do not have any current plans, proposals or negotiations that relate to or would result in any of the matters referred to in paragraphs (a) through (j) of Item 4 of Schedule 13D. The Wynnefield Reporting Persons intend to review their investment in the Issuer on a continuing basis, and to the extent permitted by law, may seek to engage in discussions with other stockholders and/or with management and the Board of the Issuer concerning the business, operations or future plans of the Issuer. Depending on various factors including, without limitation, the Issuer’s financial position, the price levels of the shares of Common Stock, conditions in the securities markets and general economic and industry conditions, the Wynnefield Reporting Persons may, in the future take such actions with respect to their investment in the Issuer as they deem appropriate including, without limitation, purchasing additional shares of Common Stock, selling shares of Common Stock, engaging in short selling of or any hedging or similar transaction with respect to the Common Stock, taking any other action with respect to the Issuer or any of its securities in any manner permitted by law or changing its intention with respect to any and all matters referred to in paragraphs (a) through (j) of Item 4.

Item 5. Interest in Securities of the Issuer.

Item 5 of the Schedule 13D is hereby amended and restated as follows:

(a), (b) and (c) As of November 29, 2012, the Wynnefield Reporting Persons beneficially owned in the aggregate 705,934 shares of Common Stock, constituting approximately 9.4% of the outstanding shares of Common Stock (the percentage of shares owned being based upon 7,517,903 shares of Common Stock outstanding as of November 3, 2012, as set forth in the Issuer’s most recent report on Form 10-Q for the quarter ended September 29, 2012, filed with the Securities and Exchange Commission on November 8, 2012).

WCM is the sole general partner of Wynnefield Partners and Wynnefield Partners I and, accordingly, may be deemed to be the indirect beneficial owner (as that term is defined under Rule 13d-3 under the Exchange Act) of the Common Stock that Wynnefield Partners and Wynnefield Partners I beneficially own. WCM, as the sole general partner of Wynnefield Partners and Wynnefield Partners I, has the sole power to direct the voting and disposition of the Common Stock that Wynnefield Partners and Wynnefield Partners I beneficially own. Messrs. Obus and Landes are the co-managing members of WCM and, accordingly, each of Messrs. Obus and Landes may be deemed to be the indirect beneficial owner (as that term is defined under Rule 13d-3 under the Exchange Act) of the Common Stock that WCM may be deemed to beneficially own. Messrs. Obus and Landes, as co-managing members of WCM, share the power to direct the voting and disposition of the shares of Common Stock that WCM may be deemed to beneficially own.

WCI is the sole investment manager of Offshore and, accordingly, may be deemed to be the indirect beneficial owner (as that term is defined under Rule 13d-3 under the Exchange Act) of the Common Stock that Offshore beneficially owns. WCI, as the sole investment manager of Offshore, has the sole power to direct the voting and disposition of the Common Stock that Offshore beneficially owns. Messrs. Obus and Landes are the executive officers of WCI and, accordingly, each may be deemed to be the indirect beneficial owner (as that term is defined under Rule 13d-3 under the Exchange Act) of the Common Stock that WCI may be deemed to beneficially own. Messrs. Obus and Landes, as executive officers of WCI, share the power to direct the voting and disposition of the shares of Common Stock that WCI may be deemed to beneficially own.

The Plan is an employee profit sharing plan. Mr. Obus is the portfolio manager of the Plan and has the sole authority to direct the voting and the disposition of the shares of Common Stock that the Plan beneficially owns. Accordingly, Mr. Obus may be deemed to be the indirect beneficial owner (as that term is defined under Rule 13d-3 under the Exchange Act) of the shares of Common Stock that the Plan may be deemed to beneficially own.

Beneficial ownership of the Common Stock shown on the cover pages of and set forth elsewhere in this Schedule 13D for each member of the Wynnefield Reporting Persons assumes that they have not formed a group for purposes of Section 13(d)(3) under the Exchange Act, and Rule 13d-5(b)(1) promulgated thereunder. If the members of the Wynnefield Reporting Persons were deemed to have formed a group for purposes of Section 13(d)(3) and Rule 13d-5(b)(1), the group would be deemed to own beneficially (and may be deemed to have shared voting and dispositive power over) 705,934 shares of Common Stock, constituting approximately 9.4% of the outstanding shares of Common Stock (the percentage of shares owned being based upon 7,517,903 shares of Common Stock outstanding as of November 3, 2012, as set forth in the Issuer’s most recent report on Form 10-Q for the quarter ended September 29, 2012, filed with the Securities and Exchange Commission on November 8, 2012).

The filing of this Schedule 13D and any future amendment by the Wynnefield Reporting Persons, and the inclusion of information herein and therein with respect to WCM, WCI and Messrs. Obus and Landes, shall not be considered an admission that any of such persons, for the purpose of Section 16(b) of the Exchange Act, are the beneficial owners of any shares in which such persons do not have a pecuniary interest. Each of WCM, WCI and Messrs. Obus and Landes disclaims any beneficial ownership of the shares covered by this Schedule 13D.

The Wynnefield Reporting Persons have acquired shares of Common Stock in open market transactions with brokers during the last 60 days, as follows;

(d) and (e). Not Applicable

Item 7. Material to be Filed as Exhibits.

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

Exhibit 3 - Letter dated as of November 29, 2012.

SIGNATURE

After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this Schedule 13D is true, complete and correct.

Exhibit 3

VIA E-MAIL AND FEDERAL EXPRESS

November 29, 2012

Mr. Peter Woodward

Chairman of the Board

Hampshire Group, Ltd.

114 West 41^st Street

New York, NY 10036

FOR IMMEDIATE DISTRIBUTION TO THE BOARD OF DIRECTORS

Dear Mr. Woodward:

I am a bit taken aback by the lack of a response to my letter dated November 12^th requesting a meeting with the Board to discuss your disappointing financial results.

While I recognize this to be a grey area, in my opinion your radio silence is more a neglect of fiduciary duty than an exercise in business judgment.

As a large owner with a twenty year history of standing up for shareholders, I shall take under consideration what my next initiative should be to put an end to the value destruction in Hampshire Group that I observe.

I am available to discuss this immediately and can be reached directly at 212-760-0134 or at nobus@wynnefieldcapital.com.

Sincerely,

Nelson Obus, Managing Member

Wynnefield Capital Management, LLC

Cc: Board of Directors