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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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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
HUDSON VALLEY HOLDING CORP [ HUVL ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/11/2010 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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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) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 03/11/2010 | G(1) | V | 520 | A | $0.00 | 117,086(2) | D | ||
Common Stock | 03/11/2010 | G(3) | V | 520 | A | $0.00 | 58,527 | I | by Trust for Daughter I(4) | |
Common Stock | 03/11/2010 | G(3) | V | 520 | A | $0.00 | 58,524 | I | by Trust for Daughter II(4) | |
Common Stock | 04/28/2010 | G(5) | V | 500,000 | D | $0.00 | 616,575 | I | by Trust f/b/o M. Holcombe | |
Common Stock | 05/24/2010 | J(6) | V | 500,000 | D | (6) | 116,575 | I | by Trust f/b/o M. Holcombe | |
Common Stock | 05/24/2010 | J(6) | V | 500,000 | A | (6) | 500,000 | I | by Eldred Preserve LLC | |
Common Stock | 249(7) | D | ||||||||
Common Stock | 632,615 | I | by BMW Machinery (of which Reporting Person is the principal shareholder) | |||||||
Common Stock | 6,227 | I | by Family Foundation | |||||||
Common Stock | 1,243 | I | by Irr Insurance Trust | |||||||
Common Stock | 2,042 | I | by Trust for Daughter I | |||||||
Common Stock | 2,042 | I | by Trust for Daughter II | |||||||
Common Stock | 2,848 | I | G.F. Holcombe a/c/f Daughters(8) | |||||||
Common Stock | 1,311 | I | by Family Trust |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Employee Stock Option (Right-to-Buy) | $42 | 01/01/2006 | 01/01/2016 | Common Stock | 12,590 | 12,590 | D |
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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Explanation of Responses: |
1. Gift of stock to Marie A. Holcombe |
2. Shares held jointly by Reporting Persons. These shares include 114,075 shares that were previously reported as owned by Marie A. Holcombe on an individual basis and 2,491 shares that were previously reported as owned by Gregory F. Holcombe on an individual basis, all of which have been transferred to a joint account held by the Reporting Persons as of March 31, 2010. |
3. Gift of stock to Trust |
4. Gregory F. Holcombe became Trustee for this Trust June 12, 2006 |
5. Transfer from The Josephine Abplanalp Revocable Living Trust f/b/o Marie A. Holcombe for which the Reporting Person (M. Holcombe) is a trustee, to Irrevocable Retained Annuity Trust over which Reporting Persons have no investment control. |
6. Transfer of 500,000 shares from The Josephine Abplanalp Revocable Living Trust f/b/o Marie A. Holcombe for which the Reporting Person (M. Holcombe) is a trustee, to Eldred Preserve, LLC, for which the Reporting Person (M. Holcombe) serves as co-manager, for consideration of $11,710,000 (ther fair market value of the shares on the date of transfer) in the form of a 10% cash down payment and a promissory note. |
7. These shares are owned by Gregory F. Holcombe |
8. by Gregory F. Holcombe as custodian equally for each of his 2 daughters |
Remarks: |
/s/ Stephen R. Brown (Stephen R. Brown as Attorney-in-Fact for Gregory F. & Marie A. Holcombe) | 05/26/2010 | |
** 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. |