SEC FORM 3

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Harrison Lloyd B. III

(Last)

(First)

(Middle)

C/O DELMAR BANCORP

2245 NORTHWOOD DRIVE

(Street)

SALISBURY

21801

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/05/2020

3. Issuer Name and Ticker or Trading Symbol
DELMAR BANCORP [ DBCP ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Executive Officer

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	119,290⁽¹⁾	D
Common Stock	34,358⁽¹⁾⁽²⁾	I	Held in spouse's IRA account

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option (right to buy)	⁽³⁾	12/20/2020	Common Stock	7,730⁽⁷⁾	$5.83⁽⁷⁾	D
Stock Option (right to buy)	⁽⁴⁾	01/18/2022	Common Stock	6,012⁽⁷⁾	$5.83⁽⁷⁾	D
Stock Option (right to buy)	⁽⁵⁾	01/16/2023	Common Stock	11,166⁽⁷⁾	$5.83⁽⁷⁾	D
Stock Option (right to buy)	⁽⁶⁾	02/24/2024	Common Stock	12,884⁽⁷⁾	$5.83⁽⁷⁾	D

Explanation of Responses:

1. The common stock reported herein is common stock of the Issuer. On November 15, 2019, Virginia Partners Bank ("Partners") was acquired by the Issuer through an exchange of shares in an all-stock transaction (the "Share Exchange"). At the effective time of the Share Exchange, each share of Partners common stock was exchanged for 1.7179 shares of Issuer common stock. The number of shares reflects the Reporting Person's holdings following the Share Exchange.

2. The Reporting Person disclaims beneficial ownership of these shares, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the shares for purposes of Section 16 or for any other purpose.

3. The option became exercisable in three equal installments on December 21, 2011, December 21, 2012, and December 21, 2013.

4. The option became exercisable in three equal installments on January 19, 2013, January 19, 2014, and January 19, 2015.

5. The option became exercisable in three equal installments on January 17, 2014, January 17, 2015, and January 17, 2016.

6. The option became exercisable in three equal installments on February 25, 2015, February 25, 2016, and February 25, 2017.

7. The options reported herein are options to purchase common stock of the Issuer. At the effective time of the Share Exchange, each outstanding option to purchase shares of common stock of Partners was assumed by the Issuer and converted into an option to purchase shares of the Issuer's common stock, and the exercise price for each option was correspondingly adjusted. The number of shares reflects the Reporting Person's holdings following such conversion, and the exercise price reflects the exercise price following such conversion.

Remarks:

	J. Adam Sothen, as attorney-in-fact	05/05/2020
	** 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 5 (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.