<PAGE>
PAGE 1 OF 26 PAGES
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)
(Amendment No. ___________) 1
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Hudson Valley Holding Corp.
--------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, Par Value $.20 Per Share
--------------------------------------------------------------------------------
(Title of Class of Securities)
None
--------------------------------------------------------------------------------
(CUSIP Number)
Stephen R. Brown Martin L. Budd
Hudson Valley Holding Corp. Day, Berry & Howard LLP
21 Scarsdale Road One Canterbury Green
Yonkers, New York 10707 Stamford, Connecticut 06901
(914) 961-6100 (203) 977-7300
(Name, Address and Telephone Number of Persons
Authorized to Receive Notices and Communications)
June 30, 2000
--------------------------------------------------------------------------------
(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 Rule 13d-1(e), 13d-1(f), or 13d-1(g), check the following
box [ ].
Note: Schedules filed in paper format shall include a signed original and five
copies of this schedule, including all exhibits. See Rule 13d-7 for other
parties to whom copies are to be sent.
-------------------------
1 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).
<PAGE>
PAGE 2 OF 26 PAGES
--------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
Marie A. Holcombe
--------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
--------------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------------
4 SOURCE OF FUNDS
N/A
--------------------------------------------------------------------------------
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
--------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF 33,461
SHARES ------------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY EACH
REPORTING 693,194
PERSON ------------------------------------------------------
WITH 9 SOLE DISPOSITIVE POWER
33,461
------------------------------------------------------
10 SHARED DISPOSITIVE POWER
693,194
--------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
The Reporting Person currently owns beneficially 726,555 shares of
Hudson Valley Holding Corp. Common Stock.
--------------------------------------------------------------------------------
12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES (See Instructions) [ ]
--------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
17%
--------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON
IN
--------------------------------------------------------------------------------
<PAGE>
PAGE 3 OF 26 PAGES
Item 1. Security and Issuer:
-------------------
The class of equity securities to which this Statement on Schedule 13D
relates is the common stock, par value $.20 per share (the "Common Stock"), of
Hudson Valley Holding Corp., a New York corporation.
The principal executive offices of the Issuer are located at 21
Scarsdale Road, Yonkers, New York 10707.
Item 2. Identity and Background:
-----------------------
(a) The Reporting Person is Marie A. Holcombe.
(b) The business address of the Reporting Person is 700 Nepperhan
Avenue, Yonkers, NY 10702.
(c) Marie A. Holcombe is the Assistant Director of Public Relations for
Precision Valve Corporation, Inc., located at 700 Nepperhan Avenue, Yonkers, NY
10702.
(d) The Reporting Person has not been convicted in a criminal proceeding
during the last five years.
(e) The Reporting Person, during the last five years, was not a party to
any civil proceeding of a judicial or administrative body of competent
jurisdiction which resulted in or is subject to a judgment, decree or final
order enjoining future violations of, or prohibiting or mandating activities
subject to, federal or state securities laws or finding any violation with
respect to such laws.
(f) The Reporting Person is a citizen of the United States.
Item 3. Source and Amount of Funds or Other Consideration
-------------------------------------------------
Not applicable.
Item 4. Purpose of Transaction:
----------------------
Not applicable.
<PAGE>
PAGE 4 OF 26 PAGES
Item 5. Interest in Securities of the Issuer:
------------------------------------
(a) - (b) The table below sets forth the information required in (a) and
(b) of this Item 5:
<TABLE>
<CAPTION>
Number of
Shares Shared Shared Sole Sole
Beneficially Voting Investment Voting Investment
Name Owned Power Power Power Power Percent
---- ----- ----- ----- ----- ----- -------
<S> <C> <C> <C> <C> <C> <C>
Hudson Valley 726,655 693,194 693,194 33, 019 33,019 17%
</TABLE>
-------------------------
(c) Not applicable.
(d) The Reporting Person, along with William E. Griffin and John P.
Abplanalp, are Co-Trustee's of the Robert H. Abplanalp Grantor Retained Annuity
Trust (the "GRAT"). As a Co-Trustee, the Reporting Person has shared voting and
investment power concerning all 397,641 shares in the GRAT.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to
------------------------------------------------------------------------
Securities of the Issuer:
------------------------
Stock Restriction Agreement. The Company has required all
---------------------------
employees and directors who acquire shares of common stock from the Company to
enter into Stock Restriction Agreements that give the Company a right of first
refusal on any shares of common stock that the shareholder wishes to transfer.
Gifts to family members are not subject to the Company's right of first refusal,
but the donee must enter into a Stock Restriction Agreement with the Company.
Pursuant to the Stock Restriction Agreements, the Company may, but is not
required to, purchase all of the shares offered upon the same terms and
conditions as that offered by the prospective purchaser. Each certificate
representing shares of our stock must also bear a legend that restricts the
transfer of the stock under the rules of the Securities Act of 1933 and the
Stock Restriction Agreement.
Shares listed in Item 5 as "Shared Voting Power" and "Shared
Investment Power" include 2,500 shares that are subject to options granted to
the Reporting Person's spouse pursuant to the form of Non-Statutory Stock Option
Agreement and the 1992 Stock Option Plan, included as Exhibits A and B in Item
7. All shares other than shares held by the GRAT are subject to Stock
Restriction Agreements, the form of which is included as Exhibit C in Item 7.
<PAGE>
PAGE 5 OF 26 PAGES
Item 7. Material to be Filed as Exhibits
--------------------------------
A. Form of Non-Statutory Stock Option Agreement
B. Hudson Valley Holding Corp. 1992 Stock Option Plan
C. Form of Stock Restriction Agreement
-5-
<PAGE>
PAGE 6 OF 26 PAGES
SIGNATURE
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.
Date: July 18, 2000
/s/ Marie A. Holcombe
-------------------------------
Marie A. Holcombe
<PAGE>
PAGE 7 OF 26 PAGES
EXHIBIT INDEX
Item 7. Material to be Filed as Exhibits
A. Non-Statutory Stock Option Agreement
B. Hudson Valley Holding Corp.1992 Stock Option Plan
C. Form of Stock Restriction Agreement
