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

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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).

1. Name and Address of Reporting Person^*

DERRICK DAVID G

(Last)

(First)

(Middle)

1401 NORTH 1075 WEST, SUITE 240

(Street)

FARMINGTON

84025

(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
X	Officer (give title below)	Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
06/21/2013

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	06/21/2013		P		35,876⁽⁷⁾	A	⁽⁷⁾	37,065⁽⁶⁾	I⁽⁵⁾	Note 5
Common Stock	07/15/2013		P⁽¹⁾		60,395⁽¹⁾	A	$0.75⁽¹⁾	97,460	I⁽⁵⁾	Note 5
Common Stock	07/15/2013		P⁽²⁾		674,579⁽²⁾	A	$0.75⁽²⁾	772,039	I⁽⁵⁾	Note 5
Common Stock	07/15/2013		P⁽³⁾		969,742⁽³⁾	A	$0.75	1,741,781	I⁽⁵⁾	Note 5
Common Stock	07/15/2013		P⁽⁴⁾		2,980,000⁽⁴⁾	A	$0.75	4,721,781	I⁽⁵⁾	Note 5

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)

Explanation of Responses:

1. The purchase price for the shares consisted of the conversion by Mr. Derrick of $45,295.88 in principal and interest on a convertible debenture issued by ActiveCare, Inc., in January 2013, into the shares at a conversion price of $0.75 per share.

2. The purchase price for the shares consisted of the conversion by Mr. Derrick of $505,934.13 in principal and interest on a convertible debenture issued by ActiveCare, Inc., in December 2012, into the shares at a conversion price of $0.75 per share.

3. The purchase price for the shares consisted of the conversion by ADP Management Corp., an entity owned and controlled, in part, by Mr. Derrick, of $727,306.22 in principal and interest on a convertible debenture issued by ActiveCare, Inc., in December 2012, into the shares at a conversion price of $0.75 per share.

4. The shares were purchased pursuant to a stock purchase agreement between ADP Management Corp., an entity owned and controlled, in part, by Mr. Derrick, and ActiveCare, Inc., dated July 15, 2013. The purchase price consisted of $2,235,000 previously advanced to ActiveCare by ADP Management Corporation between April 30, 2013, and July 3, 2013.

5. The Common Stock is owned by ADP Management Corporation, an entity owned and controlled, in part, by Mr. Derrick.

6. On May 16, 2013, the Issuer implemented a reverse stock split of its common shares at a ratio of 10-to-1. Prior to the reverse split, ADP Management Corp. owned 11,887 shares of common stock. Following the reverse split, ADP Management Corp. owned 1,189 shares.

7. Shares issued as payment of dividends on preferred stock.

	/s/ David G. Derrick	07/18/2013
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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