Miller James B JR Form 5 FIDELITY SOUTHERN / JAMES B MILLER JR ownership change

SEC Form 5

FORM 5

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

ANNUAL 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).

Form 3 Holdings Reported.

Form 4 Transactions Reported.

1. Name and Address of Reporting Person^*

MILLER JAMES B JR

(Last) (First) (Middle)

3490 PIEDMONT ROAD

SUITE 1550

(Street)

ATLANTA GA 30305

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FIDELITY SOUTHERN CORP [ LION ]

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

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

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2015

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 at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
				Amount	(A) or (D)	Price
Fidelity Southern Corporation - Common Stock	12/31/2015		J	23.1613(1)	D	$0(1)	857	I	By 401(k)
Fidelity Southern Corporation - Common Stock	12/31/2015		J	234.7714(2)	A	$0(2)	12,456.3455	I	By Grandchild - N.p. Miller
Fidelity Southern Corporation - Common Stock	12/31/2015		J	4,880.5332(2)	A	$0(2)	233,573.3574	I	By Shares Held By Ltd Partnership
Fidelity Southern Corporation - Common Stock	12/31/2015		J	2,440.8599(2)	A	$0(2)	106,654.5982	I	By Trust - Spouse Estate
Fidelity Southern Corporation - Common Stock							2,642,166	D
Fidelity Southern Corporation - Common Stock							247,671.74	I	By Trust - Family

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)
					(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	$9						12/21/2013(3)	12/21/2017	Fidelity Southern Corporation - Common Stock	50,000		50,000	D

Explanation of Responses:

1. Reallocation of 401(k) assets during the reporting year

2. Reinvested cash dividend shares received during the reporting year.

3. 16,667 on 12/21/2013; 16,666 on 12/21/2014; 16,666 on 12/21/2015

	Barbara McNeill, Attorney in Fact for James B. Miller, Jr.	02/01/2016
	** 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).
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