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 OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

McGarry Randall J 		2. Issuer Name and Ticker or Trading Symbol

Fox Chase Bancorp Inc [ FXCB ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Sr. VP Chief Info. Officer
(Last)          (First)          (Middle)

4390 DAVISVILLE ROAD 		3. Date of Earliest Transaction (MM/DD/YYYY)

3/7/2016
(Street)

HATBORO, PA 19040
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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
Common Stock   3/7/2016     J (1)   V 921   A $0.00   13500   D    
Common Stock   3/7/2016     J (1)   V 250   A $0.00   13750   D    
Common Stock   3/13/2016     J (1)   V 268   A $0.00   14018   D    
Common Stock   3/14/2016     J (1)   V 400   A $0.00   14418   D    
Common Stock   3/7/2016     J (1)   V 921   D $0.00   921   I   Performance Award III   (2)
Common Stock   3/7/2016     J (1)   V 250   D $0.00   500   I   Restricted Stock IV   (3)
Common Stock   3/13/2016     J (1)   V 268   D $0.00   1072   I   Restricted Stock VI   (4)
Common Stock   3/14/2016     J (1)   V 400   D $0.00   1200   I   Restricted Stock V   (5)
Common Stock                  7405.2095   (6) I   By ESOP  
Common Stock                  224   I   Performance Award   (7)
Common Stock                  1066   I   Performance Award II   (8)
Common Stock                  660   I   Performance Award IV   (9)
Common Stock                  126   I   Restricted Stock II   (10)
Common Stock                  600   I   Restricted Stock III   (11)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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
Stock Option (Right to Buy)   $12.39                    8/22/2012   8/22/2021   Common Stock   754   (12)   754   (12) D    
Stock Option (Right to Buy)   $13.11                    5/10/2013   5/10/2022   Common Stock   3500   (13)   3500   (13) D    
Stock Option (Right to Buy)   $17.00                    3/7/2014   3/7/2023   Common Stock   4500   (14)   4500   (14) D    
Stock Option (Right to Buy)   $16.96                    3/14/2015   3/14/2024   Common Stock   2500   (15)   2500   (15) D    
Stock Option (Right to Buy)   $16.99                    3/13/2016   3/13/2025   Common Stock   2000   (16)   2000   (16) D    

Explanation of Responses:
( 1)  This form reports the vesting of stock awards.
( 2)  The actual amount of shares received under this award was determined on the third anniversary date of grant (March 7, 2016). The recipient received 1,842 shares of common stock of which 50% vested on the third anniversary of the date of grant, 25% will vest on the fourth anniversary of the date of grant and 25% will vest on the fifth anniversary of the date of grant.
( 3)  Restricted stock vests in five equal annual installments beginning on March 7, 2014, the first anniversary of the date of the award.
( 4)  Restricted stock vests in five equal annual installments beginning on March 13, 2016, the first anniversary of the date of the award.
( 5)  Restricted stock vests in five equal annual installments beginning on March 14, 2015, the first anniversary of the date of the award.
( 6)  Reflects transactions not required to be reported pursuant to Section 16 of the Securities Act of 1934, as amended.
( 7)  The amount of shares received under this award was determined on the third anniversary date of grant (August 22, 2014). The recipient received 898 shares of common stock of which 50% vested on the third anniversary of the date of grant, 25% vested on the fourth anniversary of the date of grant and 25% will vest on the fifth anniversary of the date of grant.
( 8)  The actual amount of shares received under this award was determined on the third anniversary of the date of grant (May 10, 2015). The recipient received 2,132 shares of common stock of which 50% vested on the third anniversary of the date of grant, 25% will vest on the fourth anniversary of the date of grant and 25% will vest on the fifth anniversary of the date of grant.
( 9)  The actual amount of shares to be received under this award will be determined on the third anniversary of the date of grant and may fluctuate based on the performance of the Company during that three-year period. Depending on the performance, the recipient may receive up to 990 shares of common stock. The award vests as follows: 50% on the third anniversary of the date of the grant (March 13, 2018), 50% on the fourth anniversary of the date of the grant, in each case subject to the achievement of certain performance metrics. If such performance metrics have not been satisfied as of such dates, such award shares will be forfeited.
( 10)  Restricted stock vests in five equal annual installments beginning on August 22, 2012, the first anniversary of the date of the award.
( 11)  Restricted stock vests in five equal annual installments beginning on May 10, 2013, the first anniversary of the date of the award.
( 12)  Options vest in five equal annual installments beginning on August 22, 2012, the first anniversary of the date of the grant.
( 13)  Options vest in five equal annual installments beginning on May 10, 2013, the first anniversary of the date of the grant.
( 14)  Options vest in five equal annual installments beginning on March 7, 2014, the first anniversary of the date of the grant.
( 15)  Options vest in five equal annual installments beginning on March 14, 2015, the first anniversary of the date of the grant.
( 16)  Options vest in five equal annual installments beginning on March 13, 2016, the first anniversary of the date of the grant.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
McGarry Randall J
4390 DAVISVILLE ROAD
HATBORO, PA 19040

Sr. VP Chief Info. Officer

Signatures
/s/ Roger S. Deacon, pursuant to power of attorney 3/18/2016
** Signature of Reporting Person Date


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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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