SEC Form 4
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*
Daugherty G. Thomas

(Last) (First) (Middle)
1525 POINTER RIDGE PLACE

(Street)
BOWIE MD 20716

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
OLD LINE BANCSHARES INC [ OLBK ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
04/01/2011
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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 04/01/2011 J 328,680 A (1) 328,680 D
Common stock 04/01/2011 J 246,467 A (2) 246,467 I The Daugherty, LLC(3)
Common stock 04/01/2011 J 54,729 A (4) 54,729 I Helen G. Daugherty(5)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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
Explanation of Responses:
1. Received in exchange for 94,378 shares of Maryland Bankcorp, Inc. common stock in connection with the merger of Maryland Bankcorp, Inc. into Old Line Bancshares, Inc. On the effective date of the merger there was no established trading market for Maryland Bankcorp, Inc. stock. Based on sporadic trades, the last reported trade for Bloomberg Businessweek indicated a price of $14.60. The closing price of Old Line Bancshares, Inc.'s common stock on the effective date of the merger was $9.20. As a result of the merger, each share of Maryland Bankcorp common stock automatically convereted into a right to receive a cash payment of $29.11, subject to the aggregate cash consideration limitation provided in the merger agreement, or 3.4826 shares of Old Line Bancshares, Inc. common stock.
2. Received in exchange for 70,771 shares of Maryland Bankcorp, Inc. common stock in connection with the merger of Maryland Bankcorp, Inc. into Old Line Bancshares, Inc. On the effective date of the merger there was no established trading market for Maryland Bankcorp, Inc. stock. Based on sporadic trades, the last reported trade for Bloomberg Businessweek indicated a price of $14.60. The closing price of Old Line Bancshares, Inc.'s common stock on the effective date of the merger was $9.20. As a result of the merger, each share of Maryland Bankcorp common stock automatically convereted into a right to receive a cash payment of $29.11, subject to the aggregate cash consideration limitation provided in the merger agreement, or 3.4826 shares of Old Line Bancshares, Inc. common stock.
3. Mr. Daugherty is the Managing member of the LLC.
4. Received in exchange for 15,715 shares of Maryland Bankcorp, Inc. common stock in connection with the merger of Maryland Bankcorp, Inc. into Old Line Bancshares, Inc. On the effective date of the merger there was no established trading market for Maryland Bankcorp, Inc. stock. Based on sporadic trades, the last reported trade for Bloomberg Businessweek indicated a price of $14.60. The closing price of Old Line Bancshares, Inc.'s common stock on the effective date of the merger was $9.20. As a result of the merger, each share of Maryland Bankcorp common stock automatically convereted into a right to receive a cash payment of $29.11, subject to the aggregate cash consideration limitation provided in the merger agreement, or 3.4826 shares of Old Line Bancshares, Inc. common stock.
5. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purpose of Section 16 or any other purpose.
Remarks:
/s/ Christine M. Rush Attorney-in-fact 04/07/2011
** 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.