SEC Form 5
FORM 5 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
 Form 3 Holdings Reported.
X
 Form 4 Transactions Reported.
1. Name and Address of Reporting Person*
DALTON JAMES
(Last) (First) (Middle)
5095 W 2100 S
(Street)
WEST VALLEY CITY UT 84120
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ACTIVECARE, INC. [ ACAR ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
09/30/2011
4. If Amendment, Date of Original Filed (Month/Day/Year)
 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. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Amount (A) or (D) Price
Common Stock 02/04/2011 G4 200,000 D $0 2,009,417 D
Common Stock 02/07/2011 S4(1) 200,000 D $0.25 1,809,417 D
Common Stock 03/07/2011(2) X4 600,000(2) A $0.25(2) 2,409,417 D
Common Stock 03/07/2011 S4(1) 600,000 D $0.25 1,809,417 D
Common Stock 03/09/2011 S4(1) 30,000 D $0.25 1,779,417 D
Common Stock 04/07/2011 X4 700,000(3) A $0.25(3) 2,479,417 D
Common Stock 04/07/2011 S4(1) 700,000 D $0.25 1,779,417 D
Common Stock 04/19/2011 G4 225,000 D $0 1,554,417 D
Common Stock 05/18/2011 X4 540,000(4) A $0.25(4) 2,094,417 D
Common Stock 05/18/2011 S4(1) 540,000 D $0.25 1,554,417 D
Common Stock 06/07/2011 S4(1) 500,000 D $0.25 1,054,417 D
Common Stock 06/07/2011 S4(1) 100,000 D $0.25 954,417 D
Common Stock 06/07/2011 S4(1) 100,000 D $0.25 854,417 D
Common Stock 06/22/2011 A4 4,000,000 A $0.46(5) 4,854,417 D
Common Stock 08/03/2011 S4(1) 1,000,000 D $0.25 3,854,417 D
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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Warrant $0.25 03/07/2011 4X 600,000(2) 05/12/2009 05/11/2014 Common Stock 600,000 $0 8,222,000 D
Warrant $0.25 04/07/2011(3) 4X 700,000(3) 05/12/2009 05/11/2014 Common Stock 700,000 $0 7,522,000 D
Warrants $0.25 05/18/2011 4X 540,000(4) 05/12/2009 05/11/2014 Common Stock 540,000 $0 6,982,000 D
Warrants $0.5 06/22/2011 4A 3,000,000 06/22/2011 06/21/2016 Common Stock 3,000,000 $0 3,000,000 D
Warrant $0.25 09/01/2011 4S(1) 2,680,000 05/12/2009 05/11/2014 Common Stock 2,680,000 $0.25 4,302,000 D
Warrants $0.25 09/30/2011 4S(1) 300,000 05/12/2009 05/11/2014 Common Stock 300,000 $0.25 4,002,000 D
Options $0.4 10/04/2011 4A 3,600,000 10/04/2011 10/03/2016 Common Stock 3,600,000 $0 3,600,000 D
Warrants $0.5 10/04/2011(5) 4A 750,000(6) 06/22/2011 06/21/2016 Common Stock 750,000 $0 2,250,000 D
Explanation of Responses:
1. Private sale transaction negotiated by the Reporting Person.
2. On March 7, 2011, the Reporting Person exercised warrants to purchase 600,000 shares of common stock of ActiveCare, Inc., at an exercise price of $0.25 per share.
3. On April 7, 2011, the Reporting Person exercised warrants to purchase 700,000 shares of common stock of ActiveCare, Inc., at an exercise price of $0.25 per share.
4. On May 17, 2011, the Reporting Person exercised warrants to purchase 540,000 shares of common stock of ActiveCare, Inc., at an exercise price of $0.25 per share.
5. Fair market value on the date of acquisition.
6. On October 4, 2011, the Reporting Person gifted warrants to purchase an aggregate of 750,000 to five directors or officers of ActiveCare, Inc.
James Dalton 04/20/2012
** 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.
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