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): ~~October~~November 615, 2016

Dynacq Healthcare, Inc.

(Exact name of registrant as specified in its charter)

Nevada

(State or other jurisdiction of incorporation)

000-21574

(Commission File Number)

76-0375477

(IRS Employer Identification No.)

4301 Vista Road Pasadena, Texas (Address of principal executive offices) 77504 (Zip Code)

(713) 378-2000

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following (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 1.0102 ~~Entry~~Termination ~~into~~of a Material Definitive Agreement.

OnAs previously disclosed in our Form 8-K filed on October 613, 2016, Dynacq Healthcare, Inc. (“Dynacq”) and its subsidiaries, Vista Community Medical Center, LLP, a Texas limited liability partnership (“Vista Medical”), and Vista Land and Equipment, LLC, a Texas limited liability company (“Vista Land”) entered into an Operations Transfer Agreement (the “Agreement”) with Cumberland Surgical Hospital of Pasadena, LLC, a Pennsylvania limited liability company (the “New Operator”) on October 6, 2016. Under the Agreement, Vista Land and Vista Medical ~~are~~ were to convey to the New Operator at closing, which iswas intended to be November 1, 2016, all of the assets of the surgical hospital known as Surgery Specialty Hospitals of America Southeast Houston located at 4301 Vista Road, Pasadena, Harris County, Texas, excluding certain assets that ~~will~~were to be retained. Such conveyed assets included ~~include~~ the equipment, machinery, inventory and other personal property of the hospital, contracts and provider agreements, permits, goodwill, records and other intangible assets. As consideration for the conveyance, (a) the New Operator entered into a Lease Agreement with Vista Land for the facility, medical office building and land (the “New Lease”) (which agreement iswas described in ~~below~~the Form 8-K filed on October 13, 2016); (b) the New Lease provided for Vista Land ~~gave~~to give the New Operator an exclusive option to to purchase the Premises~~, as set forth in the New Lease~~; (c) Dynacq ~~received~~was to receive a 5% interest in the New Operator; ~~and~~ (d) the parties ~~are~~ were to enter into certain ancillary agreements; and (e) the New Operator iswas to pay no more than $200,000 for the inventory of the hospital within six months after the closing date of the Agreement.

The ~~New Lease, which~~ ~~was~~Agreement ~~also~~provided ~~entered into on October 6, 2016, has a term of 20 years and provides~~ that ~~the~~either ~~New~~party ~~Operator~~had ~~will lease from Vista Land~~ the ~~land~~right ~~located~~to atterminate ~~4301~~if ~~Vista~~closing ~~Road,~~had ~~Pasadena,~~not ~~Texas,~~occurred ~~77504, as well as the buildings, equipment, machinery, fixtures, and other items of real and personal property, excluding certain office suites that are currently occupied~~ by ~~Dynacq~~November ~~Healthcare~~1, ~~Inc~~2016. ~~and Doctor’s~~Since ~~Practice Management. Under~~ the closing ~~New~~did ~~Lease,~~not ~~the~~occur ~~New~~by ~~Operator~~that ~~will be responsible for all operating costs~~date, ~~expenses, taxes,~~on ~~impositions,~~November ~~premiums~~15, ~~interest~~2016, ~~charges,~~we ~~reimbursements~~mailed ~~and~~notice ~~obligations.~~to ~~The~~the New ~~Lease~~Operator ~~provides~~ that ~~the~~we ~~New~~were ~~Operator~~terminating ~~will~~the ~~pay~~Agreement ~~monthly~~and ~~rent~~all ofother ~~$85,030.18,~~agreements ~~with a 5% increase~~ in ~~the~~connection ~~monthly rent every five years. Additionally~~therewith, ~~Vista~~including ~~Land~~without ~~will~~limitation ~~abate~~ the ~~first~~ ~~six months of monthly rent. Also under the~~ New Lease,. ~~the~~Termination ~~New Operator has the option to purchase, at any time, the leased~~is ~~premises~~effective atthree adays ~~purchase~~after ~~price~~mailing of ~~$10,700,000~~the asnotice. ofPursuant to the ~~commencement~~termination of the ~~lease~~Agreement, ~~which purchase price will increase by 5% every five years during~~ the ~~term~~disposition of the ~~New~~assets contemplated ~~Lease~~by ~~but~~such agreements will not be ~~reduced based upon the portion of paid monthly rent allocated toward principal~~finalized.

As part of the transaction, Dynacq will provide the New Operator with a revolving line of credit in an amount not to exceed $2,600,000 under a Revolving Credit Agreement. Under the agreement, Dynacq is to make advances to the New Operator for the purpose of providing working capital. The line of credit is for a term of three years and will bear interest at the rate of 8% per annum. Additionally, Cumberland Surgical Hospitals, LLC, a Pennsylvania limited liability company and parent of the New Operator, will guaranty the New Operator’s obligations under the Revolving Credit Agreement pursuant to a Guaranty.SIGNATURES

~~Item~~Pursuant ~~2.01~~to ~~Completion~~the requirements of ~~Acquisition~~the orSecurities ~~Disposition~~Exchange Act of ~~Assets~~1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Reference is made to the disclosure set forth above under Item 1.01 of this current report, which disclosure is incorporated herein by reference.

	Dynacq Healthcare, Inc.


Date: November 21, 2016	By:	/s/ Eric K. Chan
		Eric K. Chan President and Chief Executive Officer

Item 9.01 Financial Statements and Exhibits.

(b) Pro Forma Financial Information. We have not filed pro forma financial information at this time due to the fact that we have not filed our Form 10-Q’s for the quarters ended February 29, 2016 and May 31, 2016. Upon filing of these reports, we intend to amend this Form 8-K and file applicable pro forma financial information.

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.

	Dynacq Healthcare, Inc.
Date: October 13, 2016	By:	/s/ Eric K. Chan
		Eric K. Chan President and Chief Executive Officer

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