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): ~~June 20~~August 15, 2016

Foundation Healthcare, Inc.

(Exact name of registrant as specified in charter)

Oklahoma

001-34171

20-0180812

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

13900 N. Portland Avenue, Suite 200

Oklahoma City, Oklahoma 73134

(Address of Principal Executive Offices) (Zip Code)

(405) 608-1700

(Registrant’s telephone number, including area code)

14000 N. Portland Avenue, Suite 200

Oklahoma City, Oklahoma 73134

(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 52.0702. ~~Submission~~Results of ~~Matters~~Operations toand aFinancial ~~Vote of Security Holders~~Condition.

~~The~~On ~~Company’s~~August 15, 2016, ~~Annual Meeting~~Foundation ofHealthcare, ~~Shareholders~~Inc. ~~was~~announced ~~held~~its onfinancial results for the quarter ended June 20 30, 2016. ~~The~~A ~~matters~~copy ~~voted~~of ~~upon~~the ~~and~~earnings ~~the~~press ~~number~~release ofis attached ~~votes~~as ~~cast~~Exhibit ~~for,~~99.1 ~~against~~to orthis ~~withheld~~Current asReport ~~well~~on asForm ~~the~~8-K. ~~number~~A transcript of ~~abstentions~~the ~~and~~earnings ~~broker~~conference ~~non-votes,~~call is attached as toExhibit ~~each~~99.2 ~~such~~to ~~matter~~this isCurrent ~~set~~Report ~~forth~~on ~~below~~Form 8-K.

1.The ~~Election~~information ofin ~~Directors.~~this ~~The~~Current ~~nominees~~Report on Form 8-K and the exhibit attached hereto shall not be deemed “filed” for ~~directors~~purposes ~~were~~of ~~elected~~Section 18 ~~based~~of the ~~upon~~Securities Exchange Act of 1934 (the ~~following~~“Exchange ~~votes:~~Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.

	Votes For		VotesWithheld		BrokerNon-Votes
Thomas Michaud		14,235,880		86,328		911,252
Stanton Nelson		12,902,188		1,420,020		911,252
Joseph Harroz, Jr.		14,238,623		83,585		911,252
Steven L. List		14,238,623		83,585		911,252
Robert A. Moreno, M.D.		14,233,643		88,565		911,252
Lorin E. Patterson		14,235,880		86,328		911,252
Richard L. Zahn		14,235,880		86,328		911,252

Item 9.01. Financial Statements and Exhibits.

2.(d) ~~Approval of Executive Compensation~~Exhibits. ~~A proposal to approve on an advisory basis the compensation of the Company’s named executive officers was approved based on the following votes:~~

	Votes For		Votes Against		Abstentions		BrokerNon-Votes
ExhibitNo.	Description
Executive Compensation		12,841,054		95,302		1,385,852		911,252
99.1	Earnings Press Release Issued on August 15, 2016
99.2	Transcript of August 15, 2016 Earnings Conference Call

3.SIGNATURES Ratification of Appointment of Auditors. A proposal to approve the ratification of Hein & Associates LLP to serve as the independent registered public accounting firm of the Company for the year 2016 was approved based upon the following votes:

		Votes For				Votes Against				Abstentions				BrokerNon-Votes
Hein & Associates LLP			15,230,472				2,088				900				—

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.

SIGNATURES

~~Pursuant~~EXHIBIT toINDEX ~~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.~~

		By:	FOUNDATION HEALTHCARE, INC.
ExhibitNo.	Exhibit
Date: June 22, 2016		By:	/s/ STANTON NELSON
99.1	Earnings Press Release Issued on August 15, 2016
			Stanton Nelson
99.2	Transcript of August 15, 2016 Earnings Conference Call
			Chief Executive Officer

FOUNDATION HEALTHCARE, INC.

Date: August 19, 2016

/s/ STANTON NELSON

Stanton Nelson

Chief Executive Officer

Filing Compare · Foundation Healthcare, Inc.