Sec Form 4/A Filing - EGGEMEYER JOHN M III @ Guaranty Bancorp - 2018-05-07

FORM 4/A Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person EGGEMEYER JOHN M III 2. Issuer Name and Ticker or Trading Symbol Guaranty Bancorp [ GBNK] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O CASTLE CREEK CAPITAL LLC, 6051 EL TORDO, PO BOX 1329 3. Date of Earliest Transaction (MM/DD/YY) 05/07/2018 (Street) RANCHO SANTA FE, CA92067 4. If Amendment, Date Original Filed (MM/DD/YY) 05/09/2018 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 Voting Common Stock 4,224 D Voting Common Stock 76,142 I By Self as Trustee of the Eggemeyer Family Trust Voting Common Stock 48,000 I By IRA Voting Common Stock 05/07/2018 A 1,022 ( 1 ) A $ 0 10,878 I By Castle Creek Advisors IV LP

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other EGGEMEYER JOHN M III C/O CASTLE CREEK CAPITAL LLC 6051 EL TORDO, PO BOX 1329 RANCHO SANTA FE, CA92067 X Signatures JOHN M. EGGEMEYER, By: /s/ John M. Eggemeyer, Name: John M. Eggemeyer 05/24/2018 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents shares of restricted stock awarded on May 7, 2018, which are scheduled to vest in full on May 7, 2019. Such shares were issued to Castle Creek Advisors IV, LLC on behalf of the reporting person in the reporting person's capacity as a director of the Issuer.

Remarks: The reporting person is a managing principal of Castle Creek Capital IV LLC, the sole general partner of Castle Creek Capital Partners IV, LP ("Fund IV"). Fund IV owns 1,448,849 shares of the Issuer's common stock (the "Fund IV Shares"). The reporting person disclaims beneficial ownership of the Fund IV Shares, and this report shall not be deemed an admission that the reporting person is the beneficial owner of Fund IV Shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. This amendment is being filed to remove the Fund IV Shares that were previously reported in Table I on the Form 4 filed on May 9, 2018.

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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