UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF

THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): September 23, 2016

EDGEWATER BANCORP, INC.

(Exact Name of Registrant as Specified in Charter)

Maryland

000-55129

46-3687434

(State or Other Jurisdiction

of Incorporation)

(Commission File No.)

(I.R.S. Employer

Identification No.)

321 Main Street, St. Joseph, Michigan	49085
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code:

(269) 982-4175

Not Applicable

(Former name or former address, if changed since last report)

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 General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-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 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.03.

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

(a) On September 19, 2016, Edgewater Bancorp, Inc. (the “Company”) amended its Articles of Incorporation to reduce its number of authorized shares of common stock to 4,000,000 shares from 50,000,000 shares, and to reduce its number of authorized shares of preferred stock to 1,000,000 shares from 5,000,000 shares. The amendments are expected to reduce the Company’s annual state franchise taxes.

A copy of the Articles of Amendment to the Articles of Incorporation is included as Exhibit 3 to this report and is incorporated herein by reference.

Item 9.01.

Financial Statements and Exhibits.

(a)	Financial Statements of Businesses Acquired. Not applicable.

(b)	Pro Forma Financial Information. Not applicable.

(c)	Shell Company Transactions. None.

(d)

Exhibits.

	Exhibit No.		Exhibit
	3		Articles of Amendment

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.

		EDGEWATER BANCORP, INC.

DATE: September 26, 2016	By:	/s/ Richard E. Dyer
		Richard E. Dyer
		President and Chief Executive Officer

Edgewater Bancorp, Inc. 8-K