Item 3.02 Unregistered Sales of Equity Securities

On July 20, 2012, Howard Bancorp, Inc. (the "Company") sold 568,603 shares of its common stock, par value $0.01 per share, in a private placement to two institutional investors for $7.30 per share or an aggregate of $4.15 million. The sale of the common stock, which closed simultaneously with the closing of the Company's initial public offering as discussed below, was consummated in accordance with investment agreements entered into with the investors on March 28, 2012.

The offer and sale of the Company's common stock in the private placement was exempt from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act") pursuant to Section 4(a)(2) of, and Rule 506 of Regulation D under, the Securities Act. Each investor represented to the Company that they met the criteria of an "accredited investor" as defined in Rule 501 of Regulation D under the Securities Act.

Item 8.01 Other Events.

On July 20, 2012, the Company announced the closing of its initial public offering of its common stock and the private placement discussed above. The Company's press release announcing the closing of the offerings is filed as Exhibit 99.1 hereto.

In addition, on July 23, 2012, the Company issued a press release announcing that its common stock has begun trading on the Nasdaq Stock Market. A copy of that press release is filed as Exhibit 99.2 hereto.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1 Press Release dated July 20, 2012

99.2 Press Release dated July 23, 2012

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