Sec Form 4 Filing - Fox Michael J @ ADCARE HEALTH SYSTEMS, INC - 2017-01-09

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 Fox Michael J 2. Issuer Name and Ticker or Trading Symbol ADCARE HEALTH SYSTEMS, INC [ ADK] 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 PARK CITY CAPITAL, LLC, 200 CRESCENT COURT, SUITE 1575 3. Date of Earliest Transaction (MM/DD/YY) 01/09/2017 (Street) DALLAS, TX75201 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ 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 10% Convertible Subordinated Notes Due April 30, 2017 ( 1 ) 01/09/2017 J( 1 ) 04/30/2015 04/30/2017 Common Stock 235,294 ( 1 ) ( 2 ) ( 1 ) 0 I By Park City Capital, LLC

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Fox Michael J C/O PARK CITY CAPITAL, LLC 200 CRESCENT COURT, SUITE 1575 DALLAS, TX75201 X Park City Capital, LLC 200 CRESCENT COURT, SUITE 1575 DALLAS, TX75201 X Signatures /s/ Michael J. Fox 03/23/2017 Signature of Reporting Person Date PARK CITY CAPITAL, LLC /s/Michael J. Fox Manager 03/23/2017 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On January 9, 2017, the Company's cash tender offer for its outstanding 10% Convertible Subordinated Notes Due April 30, 2017 (the "Convertible Notes") at a purchase price equal to $1,000 per $1,000 principal amount of Convertible Notes purchased, plus accrued and unpaid interest on such Convertible Notes up to, but not including, the payment date, expired. The Company accepted for payment all of the Convertible Notes validly tendered. The Reporting Persons tendered all of their Convertible Notes held by Park City Capital Offshore Master, Ltd., the principal amount of which was convertible (at a conversion price equal to $4.25 per share) into 235,294 shares of the Company's common stock, to the Company. ( 2 )As the managing member of Park City Capital, LLC, Mr. Fox may be deemed to have beneficial ownership of the securities held by Park City Capital Offshore Master, Ltd. and Park City Special Opportunity Fund, LP, with respect to which Park City Capital, LLC, the investment manager to the funds, may be deemed to have beneficial ownership.

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).

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