0001140361-12-036306.txt : 20120810 0001140361-12-036306.hdr.sgml : 20120810 20120810152058 ACCESSION NUMBER: 0001140361-12-036306 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20120810 DATE AS OF CHANGE: 20120810 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PESSIN NORMAN H CENTRAL INDEX KEY: 0000923666 FILING VALUES: FORM TYPE: SC 13D/A MAIL ADDRESS: STREET 1: C/O LEVY, HARKINS & CO., INC. STREET 2: 366 MADISON AVENUE, 14TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: HAMPSHIRE GROUP LTD CENTRAL INDEX KEY: 0000887150 STANDARD INDUSTRIAL CLASSIFICATION: KNIT OUTERWEAR MILLS [2253] IRS NUMBER: 060967107 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-52783 FILM NUMBER: 121024365 BUSINESS ADDRESS: STREET 1: 1924 PEARMAN DAIRY ROAD STREET 2: PO BOX 2667 CITY: ANDERSON STATE: SC ZIP: 29625 BUSINESS PHONE: 8642311200 MAIL ADDRESS: STREET 1: 1924 PEARMAN DAIRY ROAD STREET 2: PO BOX 2667 CITY: ANDERSON STATE: SC ZIP: 29625 SC 13D/A 1 formsc13da.htm NORMAN H PESSIN SC 13D/A # 3 8-9-2012 (HAMPSHIRE GROUP) formsc13da.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934
(Amendment No. 3)*

Hampshire Group, Limited
(Name of Issuer)

Common Stock, $0.001 par value
(Title of Class of Securities)

408859106
Cusip Number

Norman H. Pessin
366 Madison Avenue, 14th Floor
New York, NY  10017
212-661-2670
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

8/9/12
(Date of Event which Requires Filing
of this Statement)

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

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See ss.240.13d-7(b) 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 the 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).
 
 
 
 
 
PAGE 2
CUSIP No. 408859106
Schedule 13D
 
1
NAME OF REPORTING PERSON
 
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
   
 
1)   SEP IRA FBO Norman H. Pessin
   
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
 
(a)  þ
   
3
SEC USE ONLY
   
4
SOURCE OF FUNDS
 
PF
   
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
 
¨
   
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
United States
   
 
7
SOLE VOTING POWER
     
   
1)   462,084
NUMBER OF SHARES
    
BENEFICIALLY
8
SHARED VOTING POWER
OWNED BY EACH
    
REPORTING
9
SOLE DISPOSITIVE POWER
PERSON WITH
    
   
1)   462,084
     
 
10
SHARED DISPOSITIVE POWER
     
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
 
1)  462,084
   
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
  o
   
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
1)  6.2%
   
14
TYPE OF REPORTING PERSON*
 
IN

 
 
 
 
PAGE 3
CUSIP No.  408859106
Schedule 13D

Item 1.
Security and Issuer

This Schedule 13D relates to the common stock, $0.001 par value (the "Common Stock"), of of Hampshire Group, Limited., (the "Issuer"),
whose principal executive offices are located at 114 W. 41st Street, New York, New York 10036.

Item 2.
Identity and Background

This Schedule 13D is being filed by SEP F/B/O Norman H. Pessin (a “Reporting Person”.)  Certain information with respect to each Reporting Person is set forth below:
 
Name and Address:
 1)
Norman H. Pessin
   
366 Madison Avenue, 14th Floor
   
New York, NY  10017
     
Principal Occupation:
 1)
Retired
     
Criminal convictions:
 1)
None
     
Civil proceedings:
 1)
None
     
Citizenship:
 1)
United States

Item 3.

The aggregate purchase price of the 462,084 shares of common stock owned by SEP IRA F/B/O Norman H. Pessin is approximately $1,222,180 including brokerage commissions.  The shares of common stock owned by SEP IRA F/B/O Norman H. Pessin were acquired with personal funds.
 
 
 
 
 
PAGE 4
CUSIP No.  408859106

Item 4.
Purposes of the Transactions

The Reporting Person originally purchased the Shares based on the belief that the Shares, when purchased, were undervalued and represented an attractive investment opportunity.  Depending upon overall market conditions, other investment opportunities available to the Reporting Persons, and the availability of Shares at prices that would make the purchase or sale of Shares desirable, the Reporting Persons may endeavor to increase or decrease their position in the Issuer through, among other things, the purchase or sale of Shares on the open market or in private transactions or otherwise, on such terms and at such times as the Reporting Persons may deem advisable.

The Reporting Person intends to review their investment in the Issuer on a continuing basis.  Depending on various factors including, without limitation, the Issuer’s financial position and investment strategy, the price levels of the Shares, conditions in the securities markets and general economic and industry conditions, the Reporting Person may in the future take such actions with respect to its investment in the Issuer as they deem appropriate including, without limitation, communications with management and the Board of Directors of the Issuer, engaging in discussions with third parties about the Issuer, making proposals to the Issuer concerning changes to the capitalization or operations of the Issuer, purchasing additional Shares, selling some or all of their Shares, engaging in short selling of or any hedging or similar transaction with respect to the Shares, or changing their intention with respect to any and all matters referred to in Item 4.
 
Item 5.
Interest in Securities of the Issuer
 
SEP IRA F/B/O Norman H. Pessin owns 462,084 shares of common stock of the issuer, constituting 6.2% of the outstanding shares thereof.

See Attached Schedule A
 
 
 
 
 
PAGE 5
CUSIP No. 408859106
 
Item 6.
Contracts, Arrangements, Understandings or Relationships with respect to Securities of the Issuer

None.

Item 7.
Material to Be Filed as Exhibits

None.

Signatures

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
 
  SEP IRA F/B/O Norman H.Pessin  
       
 
By:
 /s/ Norman H. Pessin  
   
Norman H. Pessin
  
 
August 9, 2012
 
 
 
 

SCHEDULE A

Transactions in the Shares During the Past 60 Days

Shares of Common Stock
Sold
 
Price Per
Share($)
 
Date of
Sale
 
SEP IRA FBO NORMAN H. PESSIN
 
50,000
2.59
6/5/2012
50,000
2.72
7/18/2012