UNITED STATES
	SECURITIES AND EXCHANGE COMMISSION
	Washington, D.C. 20549
	SCHEDULE 13D

 

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

 

(Name of Issuer)

 

(Title of Class of Securities)

 

(CUSIP Number)

 

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

 

(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 §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 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).

 

 

 

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Item 1.         Security and Issuer.

 

This Schedule 13D relates to the Common Stock (“Common Stock”) of Bay Bancorp, Inc. (formerly Carrollton Bancorp) a Maryland corporation, with its principal executive offices located at 2328 West Joppa Road, Suite 325, Lutherville, Maryland 21093 (the “Company” or “Bay Bancorp”), and is being filed pursuant to Rule 13d-1 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

 

Item 2.         Identity and Background.

 

(a)                                 Eric D. Hovde

 

(b)                                 The principal business address of the Reporting Person is:

 

H Bancorp LLC

7151 Columbia Gateway Drive

Columbia, MD 21046

 

(c)                                  Eric D. Hovde serves as Managing Member, President and Chief Executive Officer of Hovde Private Equity Advisors, LLC, Director, Chairman and Chief Operating Officer of H Bancorp LLC, and as Managing Member of Hovde Acquisition I, LLC.

 

(d)                             The Reporting Person, during the last five years, has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

 

(e)                                  The Reporting Person, during the last five years, was not a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was 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.

 

In connection with the liquidation of Financial Services Partners Fund I LLC, a Delaware limited liability company (“FSPF”), FSPF made a pro rata distribution at no consideration to its limited liability company members (including the Reporting Person) of all of the Common Stock beneficially owned by FSPF (the “Liquidating Distribution”).

 

Item 4.         Purpose of Transaction.

 

In connection with obtaining required regulatory approval of the merger of Jefferson Bancorp, Inc. with and into Carrollton Bancorp (now known as Bay Bancorp, Inc.) from the Board of Governors of the Federal Reserve System (the “Federal Reserve”), the Reporting Person and Hovde Acquisition I, LLC, together with Western Acquisition LLC, which indirectly owned substantially all of the stock of Sunwest Bank and is indirectly commonly controlled by the Reporting Person and Mr. Richard J. Perry, Jr. committed to combine and restructure the holding companies that controlled Bay Bank, FSB, Bay Bancorp and Sunwest Bank into a single bank holding company.  On August 16, 2013, H Bancorp LLC (then known as Western Acquisition Partners LLC) filed a combined notification (the “Notification”) pursuant to sections 4(c)(8) and 4(j) of the Bank Holding Company Act of 1956, as amended (12 U.S.C.

 

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§§ 1843(c)(8) and 1843(j)) with the Federal Reserve relating to the proposed acquisitions of 22.83% of the voting securities of Carrollton Bancorp, Lutherville, Maryland (renamed Bay Bancorp, Inc. effective on November 1, 2013) and 6.84% of the voting securities of another bank holding company.  By letter dated January 23, 2014, The Federal Reserve Bank of Richmond, acting under authority delegated by the Federal Reserve, approved the Notification (the “Approval Letter”).  On June 26, 2014, in order to comply with the Approval Letter, FSPF made the Liquidating Distribution.  In accordance with the Notification and the Approval Letter, the Reporting Person and his brother, Eric D. Hovde, will make a contribution in kind of the Common Stock they received in the Liquidating Distribution to H Bancorp LLC.

 

Except as disclosed above, the Reporting Person does not have any plans or proposals which relate to or would result in:

 

(a)         The acquisition by any person of additional securities of the issuer, or the disposition of securities of the issuer;

 

(b)         An extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the issuer or any of its subsidiaries;

 

(c)          A sale or transfer of a material amount of assets of the issuer or any of its subsidiaries;

 

(d)         Any change in the present board of directors or management of the issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board;

 

(e)          Any material change in the present capitalization or dividend policy of the issuer;

 

(f)           Any other material change in the issuer’s business or corporate structure, including but not limited to, if the issuer is a registered closed-end investment company, any plans or proposals to make any changes in its investment policy for which a vote is required by Section 13 of the Investment Company Act of 1940;

 

(g)          Changes in the issuer’s charter, bylaws or instruments corresponding thereto or other actions which may impeded the acquisition of control of the issuer by any person;

 

(h)         Causing a class of securities of the issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association;

 

(i)             A class of equity securities of the issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act; or

 

(j)            Any action similar to any of those enumerated above.

 

Item 5.         Interest in Securities of the Issuer

 

(a)         The Reporting Person is deemed to be the beneficial owner of the shares of Common Stock reported at Item 1.

 

(b)         The Reporting Person is deemed to have voting power and dispositive power with respect to the shares of Common stock reported at item 1.

 

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(c)          To the knowledge of the Reporting Person, no transactions in shares of the Issuer have been effected during the past sixty days by the Reporting Person, other than in connection with the Liquidating Distribution described herein.

 

(d)         To the knowledge of the Reporting Person, no person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such shares owned directly by the Reporting Person, other than the Reporting Person.

 

(e)          Inapplicable.

 

Item 6.         Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

 

Inapplicable

 

Item 7.         Material to be Filed as Exhibits

 

Inapplicable

 

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SIGNATURES

 

After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.

 

Date:  July 6, 2014

 

 

	/s/ Eric D. Hovde
	Eric D. Hovde

 

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