SEC FORM 4

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

WELGOS ROBERT J

(Last)

(First)

(Middle)

5095 WEST 2100 SOUTH

(Street)

SALT LAKE CITY

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. Date of Earliest Transaction (Month/Day/Year)
04/01/2013

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 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/01/2013		A		90⁽¹⁾	A	⁽²⁾	17,250⁽¹⁾	D
Common Stock	07/29/2013		A		16,900⁽¹⁾	A	$1⁽³⁾	34,150⁽¹⁾	D
Common Stock	09/30/2013		A		40,000⁽¹⁾	A	$0.75⁽³⁾	74,150⁽¹⁾	D
Common Stock	09/30/2013		A		25,000⁽¹⁾	A	$1⁽³⁾	99,150⁽¹⁾	D
Common Stock	09/30/2013		A		110⁽¹⁾	A	⁽²⁾	99,260⁽¹⁾	D
Common Stock	12/16/2013		A		72,240⁽¹⁾	A	$0.71⁽⁴⁾	171,500⁽¹⁾	D
Common Stock	12/31/2013		A		63⁽¹⁾	A	⁽²⁾	171,563⁽¹⁾	D
Common Stock	03/31/2014		A		100,000⁽¹⁾	A	$1⁽³⁾	271,563⁽¹⁾	D
Common Stock	06/25/2014		A		15,000⁽¹⁾	A	⁽⁷⁾	286,563⁽¹⁾	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Series E Convertible Preferred Stock	⁽⁶⁾	09/25/2013		A		13,843		⁽⁶⁾	⁽⁶⁾	Common Stock	124,464⁽⁶⁾	⁽⁶⁾	13,843	D
Series D Convertible Preferred Stock	⁽⁴⁾⁽⁵⁾	12/16/2013		D⁽⁴⁾			10,320	⁽⁵⁾	⁽⁵⁾	Common Stock	72,240⁽⁵⁾⁽¹⁾	⁽⁴⁾⁽⁵⁾	0	D
Warrants	⁽⁷⁾	06/25/2014		D⁽⁷⁾		15,000		10/04/2011	06/21/2016	Common Stock	15,000⁽¹⁾	⁽⁷⁾	0	D

Explanation of Responses:

1. On May 16, 2013, issuer effected a reverse stock split of its outstanding common stock at an exchange ratio of 1-for-10. The stated number of shares of common stock, number of warrants, and shares of common stock underlying derivative securities have been adjusted to reflect such reverse stock split.

2. The shares of common stock were granted to pay dividends on Series D Preferred Stock.

3. The shares of common stock were granted to pay accrued director fees or other compensation.

4. The Reporting Person received 72,240 shares of common stock in exchange for 10,320 shares of Series D Preferred Stock in an issuer exchange offer.

5. Originally, the Series D Preferred shares were convertible at any time, at the Reporting Person's election, on a fifty-for-one basis and had no expiration date. As a result of the reverse stock split effected by issuer on May 16, 2013, the conversion ratio was adjusted to five-for-one; however, under the terms of the issuer exchange offer, the Reporting Person was entitled to exchange each share of Series D Preferred Stock for seven shares of common stock.

6. The shares of Series E Preferred Stock were issued to the Reporting Person upon conversion of an outstanding debt obligation of issuer to the Reporting Person. The shares were initially convertible into shares of issuer's common stock, at the Reporting Person's election, on a ten-for-one basis and have no expiration date. Under the terms of conversion, however, the conversion ratio is reduced in proportion to the monthly cash dividends paid to the Reporting Person with respect to the Series E Preferred Stock until such time as the conversion ratio is reduced to zero.

7. The Reporting Person received 15,000 shares of common stock in exchange for warrants to purchase 15,000 shares of common stock in an issuer exchange offer.

	/s/ Robert J. Welgos	11/30/2014
	** 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 Number.