BYBK Bay Bancorp, Inc. (delisted)

Explanatory Note

This Post-Effective Amendment relates to the following Registration Statement on Form S-8 (the “Registration Statement”): Registration Statement No. 333-205735 registering 100,000 shares of Bay Bancorp, Inc. common stock, par value $1.00 per share (“Bay Bancorp Common Stock”) in connection with the Bay Bancorp, Inc. 2015 Equity Compensation Plan.

Pursuant to the Agreement and Plan of Merger, dated as of September 27, 2017, by and between Old Line Bancshares, Inc. and Bay Bancorp, Inc., Bay Bancorp, Inc. merged with and into Old Line Bancshares, Inc. with Bay Bancorp, Inc. ceasing to exist and Old Line Bancshares, Inc. continuing as the surviving corporation. The merger became effective at 6:00 p.m. on April 13, 2018.

Upon the closing of the merger, each outstanding share of Bay Bancorp Common Stock was converted into the right to receive 0.4088 of a share of Old Line Bancshares, Inc. common stock. Shares of Bay Bancorp Common Stock are no longer listed on the Nasdaq Stock Market LLC.

As a result of the merger, Bay Bancorp, Inc. has terminated all offerings of securities pursuant to the Registration Statement. In accordance with the undertaking made by Bay Bancorp, Inc. in the Registration Statement to remove from registration by means of a post-effective amendment any of its securities being registered under the Registration Statement that remain unsold at the termination of the offering, Old Line Bancshares, Inc. (as successor to Bay Bancorp, Inc.) hereby terminates the effectiveness of the Registration Statement and deregisters the 3,907 shares of Bay Bancorp Common Stock originally reserved for issuance under the plan covered by the Registration Statement and registered under the Registration Statement that remain unsold or unissued as of the date hereof.