Daniel M Hanson Form 4 BAYLAKE / DANIEL M HANSON ownership change

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^*

HANSON DANIEL M

(Last) (First) (Middle)

217 N. 4TH AVE.

(Street)

STURGEON BAY WI 54235

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BAYLAKE CORP [ BYLK ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Senior VP Operations/IT

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2016

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	04/01/2016		M		837	A	$4.15	23,726.7239(1)	D
Common Stock	04/01/2016		M		838	A	$6.2	24,564.7239(1)	D
Common Stock	04/01/2016		M		1,930	A	$9.5	26,494.7239(1)	D
Common Stock	04/01/2016		M		1,404	A	$13.9	27,898.7239(1)	D
Common Stock	04/01/2016		M		648	A	$12.52	28,546.7239(1)	D
Common Stock								557.6166	I	By IRA
Restricted Stock Units								1,187(2)	D
Restricted Stock Units								837(3)	D
Restricted Stock Units								1,048(4)	D
Restricted Stock Units								493(5)	D
Restricted Stock Units								1,124(6)	D

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
Stock Option	$4.15	04/01/2016		M			837	(7)	03/15/2021	Common Stock	837	$0	0	D
Stock Option	$6.2	04/01/2016		M			838	(8)	04/01/2022	Common Stock	838	$0	837	D
Stock Option	$9.5	04/01/2016		M			1,930	(9)	03/19/2023	Common Stock	1,930	$0	1,286	D
Stock Option	$13.9	04/01/2016		M			1,404	(10)	03/18/2024	Common Stock	1,404	$0	2,104	D
Stock Option	$12.52	04/01/2016		M			648	(11)	03/17/2025	Common Stock	648	$0	2,591	D

Explanation of Responses:

1. Increased shares reflect exercising of stock options and vesting of restricted stock units.

2. The aggregate restricted stock units were granted on 3/15/16 and vest annually pro rata over a five year period on the first through fifth anniversaries of the grant date. Upon the vesting date, the restricted stock units are converted into shares of common stock under direct ownership of the holder.

3. The aggregate restricted stock units were granted on 4/1/12 and vest annually pro rata over a five year period on the first through fifth anniversaries of the grant date. Upon the vesting date, the restricted stock units are converted into shares of common stock under direct ownership of the holder.

4. The aggregate restricted stock units were granted on 3/19/13 and vest annually pro rata over a five year period on the first through fifth anniversaries of the grant date. Upon the vesting date, the restricted stock units are converted into shares of common stock under direct ownership of the holder.

5. The aggregate restricted stock units were granted on 3/18/14 and vest annually pro rata over a five year period on the first through fifth anniversaries of the grant date. Upon the vesting date, the restricted stock units are converted into shares of common stock under direct ownership of the holder.

6. The aggregate restricted stock units were granted on 3/17/15 and vest annually pro rata over a five year period on the first through fifth anniversaries of the grant date. Upon the vesting date, the restricted stock units are converted into shares of common stock under direct ownership of the holder.

7. The aggregate stock options were granted on 3/15/11 and vest annually pro rata over a five year period on the first through fifth anniversaries of the grant date. Upon the vesting date, the stock options are convertible into shares of common stock at the discretion of the holder.

8. The aggregate stock options were granted on 4/1/12 and vest annually pro rata over a five year period on the first through fifth anniversaries of the grant date. Upon the vesting date, the stock options are convertible into shares of common stock at the discretion of the holder.

9. The aggregate stock options were granted on 3/19/13 and vest annually pro rata over a five year period on the first through fifth anniversaries of the grant date. Upon the vesting date, the stock options are convertible into shares of common stock at the discretion of the holder.

10. The aggregate stock options were granted on 3/18/14 and vest annually pro rata over a five year period on the first through fifth anniversaries of the grant date. Upon the vesting date, the stock options are convertible into shares of common stock at the discretion of the holder.

11. The aggregate stock options were granted on 3/17/15 and vest annually pro rata over a five year period on the first through fifth anniversaries of the grant date. Upon the vesting date, the stock options are convertible into shares of common stock at the discretion of the holder.

Remarks:

	Susan M. Lohrey (Attorney-in-Fact)	04/05/2016
	** Signature of Reporting Person	Date
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