Hampden Bancorp, Inc.
|
(Name of Issuer)
|
Common Stock, par value $0.01 per share
|
(Title of Class of Securities)
|
40867E107
|
(CUSIP Number)
|
Mr. Terry Maltese, Sandler O'Neill Asset Management LLC,
150 East 52nd Street, 30th Floor, New York, NY 10022 (212) 486-7300
|
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
|
October 17, 2011
|
(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 that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box [_].
|
Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent.
|
* 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.
|
The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
|
Exhibit Index located on Page 16
|
SEC 1746 (12-91)
|
CUSIP No.
|
40867E107
|
Page 2 of 16
|
1.
|
Name of Reporting Person
|
|
S.S. or I.R.S. Identification No. of above person
|
||
Sandler O'Neill Asset Management, LLC
|
2.
|
Check the Appropriate Box if a Member of a Group*
|
||
(a)
|
[_]
|
||
(b)
|
[_]
|
3.
|
SEC Use Only
|
|
4.
|
Source of Funds*
|
|
00
|
5.
|
Check Box if Disclosure of Legal Proceedings is Required Pursuant To Items 2(d) or 2(e)
|
|
[_]
|
6.
|
Citizenship or Place of Organization
|
|
New York
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
||
7.
|
Sole Voting Power
|
|
8.
|
Shared Voting Power
|
|
311,400
|
9.
|
Sole Dispositive Power
|
|
10.
|
Shares Dispositive Power
|
||
311,400
|
11.
|
Aggregate Amount Beneficially Owned By Each Reporting Person
|
|
311,400
|
12.
|
Check Box if the Aggregate Amount in Row (11) Excludes
|
|
Certain Shares*
|
[_]
|
|
13.
|
Percent of Class Represented by Amount In Row (11)
|
|
4.67%
|
14.
|
Type of Reporting Person*
|
|
00
|
||
CUSIP No.
|
40867E107
|
Page 3 of 16
|
1.
|
Name of Reporting Person
|
|
S.S. or I.R.S. Identification No. of above person
|
||
SOAM Holdings, LLC
|
2.
|
Check the Appropriate Box if a Member of a Group*
|
||
(a)
|
[_]
|
||
(b)
|
[_]
|
3.
|
SEC Use Only
|
|
4.
|
Source of Funds*
|
|
00
|
5.
|
Check Box 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
|
|
8.
|
Shared Voting Power
|
|
209,636
|
9.
|
Sole Dispositive Power
|
|
10.
|
Shares Dispositive Power
|
||
209,636
|
11.
|
Aggregate Amount Beneficially Owned By Each Reporting Person
|
|
209,636
|
12.
|
Check Box if the Aggregate Amount in Row (11) Excludes
|
|
Certain Shares*
|
[_]
|
|
13.
|
Percent of Class Represented by Amount In Row (11)
|
|
3.14%
|
14.
|
Type of Reporting Person*
|
|
00
|
||
CUSIP No.
|
40867E107
|
Page 4 of 16
|
1.
|
Name of Reporting Person
|
|
S.S. or I.R.S. Identification No. of above person
|
||
Malta Partners, L.P.
|
2.
|
Check the Appropriate Box if a Member of a Group*
|
||
(a)
|
[_]
|
||
(b)
|
[_]
|
3.
|
SEC Use Only
|
|
4.
|
Source of Funds*
|
|
WC
|
5.
|
Check Box 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
|
|
8.
|
Shared Voting Power
|
|
5,368
|
9.
|
Sole Dispositive Power
|
|
10.
|
Shares Dispositive Power
|
||
5,368
|
11.
|
Aggregate Amount Beneficially Owned By Each Reporting Person
|
|
5,368
|
12.
|
Check Box if the Aggregate Amount in Row (11) Excludes
|
|
Certain Shares*
|
[_]
|
|
13.
|
Percent of Class Represented by Amount In Row (11)
|
|
0.08%
|
14.
|
Type of Reporting Person*
|
|
PN
|
||
CUSIP No.
|
40867E107
|
Page 5 of 16
|
1.
|
Name of Reporting Person
|
|
S.S. or I.R.S. Identification No. of above person
|
||
Malta Hedge Fund, L.P.
|
2.
|
Check the Appropriate Box if a Member of a Group*
|
||
(a)
|
[_]
|
||
(b)
|
[_]
|
3.
|
SEC Use Only
|
|
4.
|
Source of Funds*
|
|
WC
|
5.
|
Check Box 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
|
|
8.
|
Shared Voting Power
|
|
29,815
|
9.
|
Sole Dispositive Power
|
|
10.
|
Shares Dispositive Power
|
||
29,815
|
11.
|
Aggregate Amount Beneficially Owned By Each Reporting Person
|
|
29,815
|
12.
|
Check Box if the Aggregate Amount in Row (11) Excludes
|
|
Certain Shares*
|
[_]
|
|
13.
|
Percent of Class Represented by Amount In Row (11)
|
|
0.45%
|
14.
|
Type of Reporting Person*
|
|
PN
|
||
CUSIP No.
|
40867E107
|
Page 6 of 16
|
1.
|
Name of Reporting Person
|
|
S.S. or I.R.S. Identification No. of above person
|
||
Malta Hedge Fund II, L.P.
|
2.
|
Check the Appropriate Box if a Member of a Group*
|
||
(a)
|
[_]
|
||
(b)
|
[_]
|
3.
|
SEC Use Only
|
|
4.
|
Source of Funds*
|
|
WC
|
5.
|
Check Box 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
|
|
8.
|
Shared Voting Power
|
|
164,153
|
9.
|
Sole Dispositive Power
|
|
10.
|
Shares Dispositive Power
|
||
164,153
|
11.
|
Aggregate Amount Beneficially Owned By Each Reporting Person
|
|
164,153
|
12.
|
Check Box if the Aggregate Amount in Row (11) Excludes
|
|
Certain Shares*
|
[_]
|
|
13.
|
Percent of Class Represented by Amount In Row (11)
|
|
2.46%
|
14.
|
Type of Reporting Person*
|
|
PN
|
||
CUSIP No.
|
40867E107
|
Page 7 of 16
|
1.
|
Name of Reporting Person
|
|
S.S. or I.R.S. Identification No. of above person
|
||
Malta Offshore, Ltd.
|
2.
|
Check the Appropriate Box if a Member of a Group*
|
||
(a)
|
[_]
|
||
(b)
|
[_]
|
3.
|
SEC Use Only
|
|
4.
|
Source of Funds*
|
|
WC
|
5.
|
Check Box 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
|
|
8.
|
Shared Voting Power
|
|
50,964
|
9.
|
Sole Dispositive Power
|
|
10.
|
Shares Dispositive Power
|
||
50,964
|
11.
|
Aggregate Amount Beneficially Owned By Each Reporting Person
|
|
50,964
|
12.
|
Check Box if the Aggregate Amount in Row (11) Excludes
|
|
Certain Shares*
|
[_]
|
|
13.
|
Percent of Class Represented by Amount In Row (11)
|
|
0.76%
|
14.
|
Type of Reporting Person*
|
|
CO
|
||
CUSIP No.
|
40867E107
|
Page 8 of 16
|
1.
|
Name of Reporting Person
|
|
S.S. or I.R.S. Identification No. of above person
|
||
Malta Thrift Fund, L.P.
|
2.
|
Check the Appropriate Box if a Member of a Group*
|
||
(a)
|
[_]
|
||
(b)
|
[_]
|
3.
|
SEC Use Only
|
|
4.
|
Source of Funds*
|
|
WC
|
5.
|
Check Box 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
|
|
8.
|
Shared Voting Power
|
|
10,300
|
9.
|
Sole Dispositive Power
|
|
10.
|
Shares Dispositive Power
|
||
10,300
|
11.
|
Aggregate Amount Beneficially Owned By Each Reporting Person
|
|
10,300
|
12.
|
Check Box if the Aggregate Amount in Row (11) Excludes
|
|
Certain Shares*
|
[_]
|
|
13.
|
Percent of Class Represented by Amount In Row (11)
|
|
0.15%
|
14.
|
Type of Reporting Person*
|
|
PN
|
||
CUSIP No.
|
40867E107
|
Page 9 of 16
|
1.
|
Name of Reporting Person
|
|
S.S. or I.R.S. Identification No. of above person
|
||
SOAM Capital Partners, L.P.
|
2.
|
Check the Appropriate Box if a Member of a Group*
|
||
(a)
|
[_]
|
||
(b)
|
[_]
|
3.
|
SEC Use Only
|
|
4.
|
Source of Funds*
|
|
WC
|
5.
|
Check Box 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
|
|
8.
|
Shared Voting Power
|
|
50,800
|
9.
|
Sole Dispositive Power
|
|
10.
|
Shares Dispositive Power
|
||
50,800
|
11.
|
Aggregate Amount Beneficially Owned By Each Reporting Person
|
|
50,800
|
12.
|
Check Box if the Aggregate Amount in Row (11) Excludes
|
|
Certain Shares*
|
[_]
|
|
13.
|
Percent of Class Represented by Amount In Row (11)
|
|
0.76%
|
14.
|
Type of Reporting Person*
|
|
PN
|
||
CUSIP No.
|
40867E107
|
Page 10 of 16
|
1.
|
Name of Reporting Person
|
|
S.S. or I.R.S. Identification No. of above person
|
||
Terry Maltese
|
2.
|
Check the Appropriate Box if a Member of a Group*
|
||
(a)
|
[_]
|
||
(b)
|
[_]
|
3.
|
SEC Use Only
|
|
4.
|
Source of Funds*
|
|
00
|
5.
|
Check Box if Disclosure of Legal Proceedings is Required Pursuant To Items 2(d) or 2(e)
|
|
[_]
|
6.
|
Citizenship or Place of Organization
|
|
USA
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
||
7.
|
Sole Voting Power
|
|
8.
|
Shared Voting Power
|
|
311,400
|
9.
|
Sole Dispositive Power
|
|
10.
|
Shares Dispositive Power
|
||
311,400
|
11.
|
Aggregate Amount Beneficially Owned By Each Reporting Person
|
|
311,400
|
12.
|
Check Box if the Aggregate Amount in Row (11) Excludes
|
|
Certain Shares*
|
[_]
|
|
13.
|
Percent of Class Represented by Amount In Row (11)
|
|
4.67%
|
14.
|
Type of Reporting Person*
|
|
IN
|
||
(i)
|
MP beneficially owned 5,368 shares of Common Stock, constituting approximately 0.08% of the shares outstanding.
|
(ii)
|
MHF beneficially owned 29,815 shares of Common Stock, constituting approximately 0.45% of the shares outstanding.
|
(iii)
|
MHFII beneficially owned 164,153 shares of Common Stock, constituting approximately 2.46% of the shares outstanding.
|
(iv)
|
MO beneficially owned 50,964 shares of Common Stock, constituting approximately 0.76% of the shares outstanding.
|
(v)
|
Thrift beneficially owned 10,300 shares of Common Stock, constituting approximately 0.15% of the shares outstanding.
|
(vi)
|
SCP beneficially owned 50,800 shares of Common Stock, constituting approximately 0.76% of the shares outstanding.
|
||
(vii)
|
SOAM owned directly no shares of Common Stock. By reason of its position as management company for MP, MHF, MHFII, MO, Thrift, and as an affiliate of Ventures, management company for SCP, under the provisions of Rule 13d-3, SOAM may be deemed to beneficially own the 5,368 shares owned by MP, the 29,815 shares owned by MHF, the 164,153 shares owned by MHFII, the 50,964 shares owned by MO, the 10,300 shares owned by Thrift, and the 50,800 shares owned by SCP, or an aggregate of 311,400 shares of Common Stock, constituting approximately 4.67% of the shares outstanding.
|
||
(viii)
|
Holdings owned directly no shares of Common Stock. By reason of its position as general partner of MP, MHF, MHFII, and Thrift under the provisions of Rule 13d-3 of the Securities and Exchange Commission ("Rule 13d-3"), Holdings may be deemed to beneficially own the 5,368 shares owned by MP, the 29,815 shares owned by MHF, the 164,153 shares owned by MHFII, and the 10,300 shares owned by Thrift, or an aggregate of 209,636 shares of Common Stock, constituting approximately 3.14% of the shares outstanding.
|
||
(ix)
|
Mr. Maltese directly owned no shares of Common Stock. By reason of his position as Managing Member of Holdings, SOAM, and Ventures, Mr. Maltese may be deemed to beneficially own the 5,368 shares owned by MP, the 29,815 shares owned by MHF, the 164,153 shares owned by MHFII, the 50,964 shares owned by MO, the 10,300 shares owned by Thrift, and the 50,800 shares owned by SCP, or an aggregate of 311,400 shares of Common Stock, constituting approximately 4.67% of the shares outstanding.
|
||
(x)
|
In the aggregate, the Reporting Persons beneficially own 311,400 shares of Common Stock, constituting approximately 4.67% of the shares outstanding.
|
||
(xi)
|
S.O. Holdings directly owned no shares of Common Stock.
|
Date
|
Transaction
|
Price
|
Shares
|
||||||
10/12/11
|
Sale
|
12.8500 | (600 | ) | |||||
10/13/11
|
Sale
|
12.9500 | (100 | ) | |||||
10/17/11
|
Sale
|
12.8500 | (900 | ) |
Date
|
Transaction
|
Price
|
Shares
|
||||||
10/12/11
|
Sale
|
12.8500 | (3,300 | ) | |||||
10/13/11
|
Sale
|
12.9500 | (300 | ) | |||||
10/17/11
|
Sale
|
12.8500 | (4,800 | ) |
Date
|
Transaction
|
Price
|
Shares
|
||||||
10/12/11
|
Sale
|
12.8500 | (17,800 | ) | |||||
10/12/11
|
Sale
|
13.0500 | (100 | ) | |||||
10/13/11
|
Sale
|
12.9500 | (1,700 | ) | |||||
10/17/11
|
Sale
|
12.8500 | (26,300 | ) |
Date
|
Transaction
|
Price
|
Shares
|
||||||
10/12/11
|
Sale
|
12.8500 | (5,500 | ) | |||||
10/13/11
|
Sale
|
12.9500 | (600 | ) | |||||
10/17/11
|
Sale
|
12.8500 | (8,200 | ) |
Date
|
Transaction
|
Price
|
Shares
|
||||||
10/12/11
|
Sale
|
12.8500 | (1,100 | ) | |||||
10/13/11
|
Sale
|
12.9500 | (100 | ) | |||||
10/17/11
|
Sale
|
12.8500 | (1,700 | ) |
Date
|
Transaction
|
Price
|
Shares
|
||||||
10/12/11
|
Sale
|
12.8500 | (5,500 | ) | |||||
10/13/11
|
Sale
|
12.9500 | (600 | ) | |||||
10/17/11
|
Sale
|
12.8500 | (8,100 | ) |
Exhibit 1
|
Written Agreement relating to the filing of joint acquisition statements as required by Rule 13d-1(f)(1) of the Securities and Exchange Commission
|
MALTA PARTNERS, L.P.
|
MALTA HEDGE FUND, L.P.
|
|||
By:
|
SOAM Holdings, LLC
|
By:
|
SOAM Holdings, LLC
|
|
the sole general partner
|
the sole general partner
|
|||
By:
|
/s/ Terry Maltese
|
By:
|
/s/ Terry Maltese
|
|
Terry Maltese
|
Terry Maltese
|
|||
Managing Member
|
Managing Member
|
|||
MALTAOFFSHORE, LTD
|
MALTA HEDGE FUND II, L.P.
|
|||
By:
|
/s/ Terry Maltese
|
By:
|
SOAM Holdings, LLC
|
|
the sole general partner
|
||||
By:
|
Terry Maltese
|
By:
|
/s/ Terry Maltese
|
|
Director
|
Terry Maltese
|
|||
Managing Member
|
||||
SOAM CAPITAL PARTNERS, L.P.
|
Sandler O'Neill Asset Management LLC
|
|||
By:
|
SOAM Venture Holdings, LLC
|
By:
|
/s/ Terry Maltese
|
|
the sole general partner
|
Terry Maltese
|
|||
President
|
||||
By:
|
/s/ Terry Maltese
|
|||
Terry Maltese
|
||||
Managing Member
|
||||
SOAM Holdings, LLC
|
Terry Maltese
|
|||
By:
|
/s/ Terry Maltese
|
By:
|
/s/ Terry Maltese
|
|
Terry Maltese
|
Terry Maltese
|
|||
Managing Member
|
||||
MALTA THRIFT FUND, L.P.
|
||||
By:
|
SOAM Holdings, LLC
|
|||
the sole general partner
|
||||
By:
|
/s/ Terry Maltese
|
|||
Terry Maltese
|
||||
Managing Member
|
MALTA PARTNERS, L.P.
|
MALTA HEDGE FUND, L.P.
|
|||
By:
|
SOAM Holdings, LLC
|
By:
|
SOAM Holdings, LLC
|
|
the sole general partner
|
the sole general partner
|
|||
By:
|
/s/ Terry Maltese
|
By:
|
/s/ Terry Maltese
|
|
Terry Maltese
|
Terry Maltese
|
|||
Managing Member
|
Managing Member
|
|||
MALTAOFFSHORE, LTD
|
MALTA HEDGE FUND II, L.P.
|
|||
By:
|
/s/ Terry Maltese
|
By:
|
SOAM Holdings, LLC
|
|
the sole general partner
|
||||
By:
|
Terry Maltese
|
By:
|
/s/ Terry Maltese
|
|
Director
|
Terry Maltese
|
|||
Managing Member
|
||||
SOAM CAPITAL PARTNERS, L.P.
|
Sandler O'Neill Asset Management LLC
|
|||
By:
|
SOAM Venture Holdings, LLC
|
By:
|
/s/ Terry Maltese
|
|
the sole general partner
|
Terry Maltese
|
|||
President
|
||||
By:
|
/s/ Terry Maltese
|
|||
Terry Maltese
|
||||
Managing Member
|
||||
SOAM Holdings, LLC
|
Terry Maltese
|
|||
By:
|
/s/ Terry Maltese
|
By:
|
/s/ Terry Maltese
|
|
Terry Maltese
|
Terry Maltese
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Managing Member
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MALTA THRIFT FUND, L.P.
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By:
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SOAM Holdings, LLC
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the sole general partner
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By:
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/s/ Terry Maltese
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Terry Maltese
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Managing Member
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