UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~WASHINGTON~~Washington, D.C. DC 20549

__________________

FORM 8-K

CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

~~PURSUANT~~Date of TOReport ~~SECTION~~(Date 13of ORearliest ~~15(d~~event reported): OFApril ~~THE~~29, 2016

~~SECURITIES EXCHANGE ACT OF 1934~~BAYLAKE CORP.

~~Date~~(Exact name of ~~Report~~registrant ~~(Date~~as ofspecified ~~earliest~~in ~~event~~its ~~reported~~charter)~~: April 12, 2016~~

BAYLAKE CORP. (Exact name of registrant as specified in charter)

Wisconsin		001-16339		39-1268055
(State or other jurisdiction of incorporation or organization)		(Commission File Number)		(IRS Employer Identification No.)

~~Wisconsin~~217 ~~(State~~North orFourth ~~other jurisdiction of incorporation)~~Avenue

001-16339		39-1268055
(Commission File Number)		(I.R.S. Employer I.D. Number)

Sturgeon Bay, Wisconsin 54235

217 North Fourth Avenue Sturgeon Bay, Wisconsin		54235
(Address of Principal Executive Offices)		(Zip Code)

(Address of principal executive offices)

(920) 743-5551 ~~(Registrant's telephone number; including area code)~~

~~Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions~~ (~~see~~Registrant’s ~~General~~telephone ~~Instruction~~number, including ~~A.2.~~area ~~below~~code):

~~o Written~~Not ~~communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)~~Applicable

~~o Soliciting~~(Former ~~material~~name ~~pursuant~~or toformer ~~Rule~~address, ~~14a-12~~if ~~under~~changed since ~~the~~last ~~Exchange Act (17 CFR 240.14a-12~~report)

~~o Pre~~Check the appropriate box below if the Form 8-~~commencement~~K ~~communications~~filing ~~pursuant~~is intended to ~~Rule~~simultaneously ~~14d-2(b)~~satisfy the filing obligation of the registrant under any of the ~~Exchange~~following ~~Act~~provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR ~~240~~230.~~14d-2(b~~425))

~~o Pre-commencement~~¨ ~~communications~~Soliciting material pursuant to Rule ~~13e~~14a-~~4(c)~~12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.~~13e~~14d-42(cb))

~~Item~~¨ ~~5.07. Submission~~Pre-commencement ofcommunications ~~Matters~~pursuant to aRule ~~Vote~~13e-4(c) ofunder ~~Security~~the ~~Holders~~Exchange Act (17 CFR 240.13e-4(c))

AtIntroductory a special meeting of the shareholders of Baylake Corp. ("Baylake"), held on April 12, 2016 (the "Special Meeting"), Baylake's shareholders approved the following proposals by the votes set forth below, in connection with the proposed merger in which Baylake will merge with and into Nicolet Bankshares, Inc. ("Nicolet"):Note

~~Proposal~~On 1:April ~~Merger~~29, 2016, Baylake Corp. To ~~authorize~~(“Baylake”) completed its previously announced merger (the “Merger”) with Nicolet Bankshares, ~~approve~~Inc. ~~and~~(“Nicolet”), ~~adopt~~pursuant to the terms of Agreement and Plan of Merger, dated September 8, 2015, by and between Nicolet and Baylake, ~~pursuant~~(the to“Merger ~~which~~Agreement”). At ~~Baylake~~the ~~will~~effective ~~merge~~time of the Merger (the “Effective Time”), Baylake merged with and into Nicolet, ~~and~~with Nicolet surviving the ~~transactions~~Merger. ~~contemplated~~Immediately byfollowing the ~~merger~~Effective ~~agreement~~Time, Baylake’s wholly owned subsidiary, Baylake Bank, merged with and into Nicolet’s wholly owned subsidiary, Nicolet National Bank (~~votes~~the ~~rounded~~“Nicolet Bank”) pursuant to the ~~nearest~~terms ~~whole~~of ~~share~~the Plan of Merger (the “Bank Plan of Merger”) by and between the Bank and Baylake Bank (the “Bank Merger”).

~~For Against Abstain Broker~~As ~~Non-Votes~~a result of the Merger, each issued and outstanding share of Baylake common stock (other than Baylake common stock held in treasury by Baylake or held directly or indirectly by Nicolet, which shares were canceled) were exchanged for the right to receive 0.4517 of a share of Nicolet common stock and cash in lieu of any fractional shares.

6Subject to the exchange ratio of 0.4517,~~158~~ each restricted stock unit and option granted by Baylake,~~473 837~~ whether vested or unvested,~~619 9,707 N/A~~ was adjusted under a Baylake stock plan to be exercisable for Nicolet common stock.

~~Proposal~~In 2:total, ~~Non-Binding~~Nicolet ~~Vote~~issued onapproximately ~~Compensation. To~~4,335,000 ~~vote~~shares onof aits common ~~non-binding~~stock ~~advisory resolution~~ to ~~approve~~former ~~compensation~~Baylake ~~that~~shareholders ~~may~~on ~~become~~April ~~payable~~29, ~~to Robert J~~2016. ~~Cera in connection with the merger (votes rounded to the nearest whole share).~~

~~For Against Abstain Broker~~The ~~Non-Votes~~foregoing summary of the Merger Agreement does not purport to be complete and is qualified in its entirety by reference to the complete text of the Merger Agreement, which is attached hereto as Exhibit 2.1 and is incorporated herein by reference.

~~4,616,044~~ Item 2~~,090,569 299,187 N/A~~.01 Completion of Acquisition or Disposition of Assets.

~~Proposal~~The 3:information ~~Adjournment. A~~set ~~vote~~forth ~~was~~in ~~not held on~~ the ~~proposal~~Introductory toNote ~~adjourn the Special Meeting~~ to athis ~~later~~Current Report ~~date~~on orForm ~~dates,~~8-K ifis ~~necessary~~incorporated ~~or appropriate, including to solicit additional proxies to approve the merger agreement and the transaction contemplated~~ by ~~the~~reference ~~merger~~in ~~agreement,~~its ~~since there were sufficient votes to approve the foregoing proposals~~entirety.

Item 73.01~~. Regulation FD~~ ~~Disclosure~~Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

OnThe ~~April~~information ~~13,~~set ~~2016,~~forth ~~Nicolet~~in ~~and~~the ~~Baylake~~Introductory ~~issued~~Note ~~a press release related~~ to ~~the~~this ~~receipt~~Current Report ofon ~~necessary~~Form ~~shareholder~~8-K ~~votes~~is ~~approving~~incorporated ~~the~~by ~~proposed~~reference ~~merger~~in ~~with~~its ~~Baylake~~entirety. ~~A copy of that press release is attached hereto as Exhibit 99.1.~~

~~The~~On ~~information~~April in29, ~~Item~~2016, ~~7.01~~Baylake ofnotified ~~this~~the ~~Form~~NASDAQ ~~8-K~~Capital Market (“NASDAQ”) that, ~~including~~at the ~~press~~Effective ~~release~~Time, ~~attached~~each asshare ~~Exhibit~~of 99Baylake’s common stock, $5.100 ~~hereto~~par value, ~~shall~~issued ~~not~~and beoutstanding immediately ~~deemed~~prior ~~"filed"~~to ~~for~~the ~~purposes~~Effective ofTime ~~Section~~was 18converted ofinto the ~~Securities~~right ~~Exchange~~to ~~Act~~receive 0.4517 of ~~1934,~~a ~~nor~~share ~~shall~~of itNicolet becommon ~~deemed~~stock, ~~incorporated~~par value by$0.01 ~~reference~~per share, and cash in lieu of any ~~filing~~fractional ~~under~~shares. Baylake requested that NASDAQ file a notification of removal from listing on Form 25 with the Securities ~~Act~~and Exchange Commission to delist Baylake’s shares of ~~1933~~common orstock under Section 12(b) of the Securities Exchange Act of 1934, ~~except~~ as ~~shall~~amended. beAccordingly, ~~expressly~~trading ~~set~~of ~~forth~~Baylake’s bycommon ~~specific~~stock ~~reference~~on inNASDAQ ~~such~~was ~~filing~~suspended prior to the opening of trading on May 2, 2016.

Item 93.~~01. Financial~~03 ~~Statements~~Material ~~and~~Modification ~~Exhibits~~to Rights of Security Holders.

~~(d) Exhibits~~The information set forth in the Introductory Note to this Current Report on Form 8-K is incorporated by reference in its entirety.

~~99.1~~At --the ~~Press~~Effective ~~Release~~Time, ~~issued~~pursuant ~~April~~to 13the terms of the Merger Agreement, each ~~2016~~outstanding share of Baylake common stock (other than Baylake common stock held in treasury by Baylake or held directly or indirectly by Nicolet, which shares were canceled) were exchanged for the right to receive 0.4517 of a share of Nicolet common stock and cash in lieu of any fractional shares. At the Effective Time, holders of Baylake common stock immediately prior to the Effective Time ceased to have any rights as shareholders of Baylake other than the right to receive 0.4517 of a share of Nicolet common stock for each share of Baylake common stock held immediately prior to the Effective Time.

~~SIGNATURE~~Item 5.01 Changes in Control of Registrant.

~~Pursuant~~The toinformation ~~the~~set ~~requirements~~forth ofin the ~~Securities~~Introductory ~~Exchange~~Note ~~Act~~to ~~of 1934, the registrant has duly caused~~ this ~~report~~Current Report toon beForm ~~signed~~8-K onis ~~its~~incorporated ~~behalf~~ by ~~the~~reference ~~undersigned~~in ~~thereunto~~its ~~duly authorized~~entirety.

~~Date:~~At ~~April~~the 13Effective Time, ~~2016~~pursuant ~~BAYLAKE~~to ~~CORP.~~the BYterms ~~/s/~~of ~~Kevin~~the ~~LaLuzerne~~Merger ~~Kevin~~Agreement, Baylake L.merged ~~LaLuzerne~~with ~~Senior~~and ~~Vice~~into ~~President~~Nicolet, ~~and~~with ~~Chief~~Nicolet ~~Financial~~surviving ~~Officer~~the Merger.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

The information set forth in the Introductory Note to this Current Report on Form 8-K is incorporated by reference in its entirety.

At the Effective Time, each of Baylake’s directors and executive officers ceased serving in such capacities.

Item 9.01 Financial Statements and Exhibits.

Exhibit No.		Description of Exhibit
2.1		Agreement and Plan of Merger by and between Nicolet and Baylake dated September 8, 2015 (incorporated by reference to the Current Report on Form 8-K filed by Baylake on September 10, 2015).

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: May 2, 2016	NICOLET BANKSHARES, INC. (as successor to Baylake Corp.)

	By:	/s/ Ann K. Lawson
		Name: Ann K. Lawson
		Title: Chief Financial Officer

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