Sec Form 4 Filing - PARKS FRED B @ ANALOGIC CORP - 2016-10-31

FORM 4 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 PARKS FRED B 2. Issuer Name and Ticker or Trading Symbol ANALOGIC CORP [ ALOG] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) President/CEO/Director (Last) (First) (Middle) C/O ANALOGIC CORPORATION, 8 CENTENNIAL DRIVE 3. Date of Earliest Transaction (MM/DD/YY) 10/31/2016 (Street) PEABODY, MA01960 4. If Amendment, Date Original Filed (MM/DD/YY) 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

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 Restricted Stock Units ( 1 ) 10/31/2016 A V 34,208 ( 1 ) ( 1 ) Common Stock 34,208 $ 0 34,208 D Restricted Stock Units ( 2 ) 10/31/2016 A V 1,618 ( 2 ) ( 2 ) Common Stock 1,618 $ 0 1,618 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other PARKS FRED B C/O ANALOGIC CORPORATION 8 CENTENNIAL DRIVE PEABODY, MA01960 X President/CEO/Director Signatures /s/ John J. Fry, by Power of Attorney For Fred B. Parks 11/02/2016 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents Restricted Stock Units ("RSUs"), 50% of which will vest based on the achievement of performance goals with respect to the issuer's 2017 fiscal year and 50% of which will vest based on the achievement of performance goals with respect to the issuer's 2018 fiscal year, provided that, if the goals in 2017 are not achieved, the subject RSUs will remain outstanding and will vest to the extent that the 2018 goals are achieved. Following the end of the issuer's 2017 and 2018 fiscal years, if the applicable goals have been met, the RSUs earned will be converted to common stock and a like number of shares will be issued to the grantee. ( 2 )Represents RSUs, 100% of which will vest on April 30, 2017, subject to the grantee's continued employment through that date. On that date, the RSUs will be converted to common stock and a like number of shares will be issued to the grantee.

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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