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): ~~February~~April 1913, 2018

POSITIVEID CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	001-33297	06-1637809
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification Number)
(State or Other Jurisdiction	(Commission	(IRS Employer
of Incorporation)	File Number)	Identification Number)

1690 South Congress Avenue, Suite 201

Delray Beach, Florida 33445

(Address of principal executive offices) (zip code)

(561) 805-8000

(Registrant’s telephone number, including area code)

(Former Name or Former Address if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company [ ]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]

Cautionary Note on Forward-Looking Statements

This Current Report on Form 8-K (this “Report”) and any related statements of representatives and partners of the Company contain, or may contain, among other things, certain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Such forward-looking statements involve significant risks and uncertainties. Such statements may include, without limitation, statements with respect to the Company’s plans, objectives, projections, expectations and intentions and other statements identified by words such as “projects,” “may,” “will,” “could,” “would,” “should,” “believes,” “expects,” “anticipates,” “estimates,” “intends,” “plans,” or similar expressions. These statements are based upon the current beliefs and expectations of the Company’s management and are subject to significant risks and uncertainties, including those detailed in the Company’s filings with the Securities and Exchange Commission (the “SEC”). Actual results may differ significantly from those set forth in the forward-looking statements. These forward-looking statements involve certain risks and uncertainties that are subject to change based on various factors (many of which are beyond the Company’s control). The Company undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law.

Item 15.0103 ~~Entry~~Amendments ~~into~~to aArticles ~~Material~~of ~~Definitive~~Incorporation ~~Agreement~~or Bylaws; Change in Fiscal Year.

On ~~February~~April 1913, 2018, PositiveID Corporation (the “Company”) ~~issued~~filed aan ~~Convertible~~amendment ~~Promissory~~to ~~Note~~its inThird ~~the~~Amended ~~aggregate~~and ~~principal amount~~Restated Certificate of ~~$75~~Incorporation,~~000~~ as amended, (the “~~Note~~Amendment”), to ~~Apollo~~effect ~~Management Group~~1-for-1,000 ~~LLC~~reverse stock split (the “~~Investor~~Reverse Stock Split”). ~~The Note bears an interest rate~~ of ~~12% and is due and payable on February 19, 2019. The Note may be converted by~~ the ~~Investor at any time into shares of the~~ Company’s outstanding common stock (~~as determined in~~ the ~~Note~~“Common Stock”) ~~at a 37.5% discount to the lowest price of the common stock as reported~~ on ~~the~~April OTC Link ATS owned by OTC Markets Group for the 15 prior trading days including the day upon which a notice of conversion is received by the Company. The Note also contains a demand right whereby the Holder18, ~~beginning 90 days after issuance may demand payment, for 105% of outstanding principal and interest~~2018.

~~The~~As ~~Note~~a isresult aof ~~long-term~~the ~~debt~~Reverse ~~obligation~~Stock ~~that~~Split, iseach ~~material~~1,000 toshares of the Company.’s ~~The~~issued ~~Note~~and ~~may~~outstanding beCommon ~~prepaid~~Stock inautomatically, and ~~accordance~~without ~~with~~any ~~the~~action ~~terms~~on ~~set forth in~~ the ~~Note.~~part ~~The~~of ~~Note~~the ~~also~~respective ~~contains~~holders, ~~certain~~will ~~representations,~~become ~~warranties,~~one ~~covenants~~(1) issued and ~~events~~outstanding share of ~~default~~Common ~~including~~Stock. No ifscrip ~~the Company~~or isfractional ~~delinquent~~share incertificates ~~its~~will ~~periodic~~be ~~report~~issued ~~filings~~in connection with the ~~SEC,~~Reverse ~~and~~Stock ~~increases~~Split. inStockholders ~~the~~who ~~amount~~otherwise would be entitled to receive fractional shares because they hold a number of shares of the ~~principal~~Company’s ~~and~~common ~~interest~~stock ~~rates~~not evenly ~~under~~divisible by the ~~Note~~reverse insplit ~~the~~ratio ~~event~~will be entitled, upon surrender of certificate(s) representing such ~~defaults~~shares, to a cash payment in lieu thereof. InThe cash payment will equal the ~~event~~product ofobtained ~~default,~~by atmultiplying (a) the ~~option~~fraction ofto which the ~~Investor~~stockholder ~~and~~would otherwise inbe entitled by (b) the ~~Investor’s sole~~per ~~discretion,~~share closing sales price of the ~~Investor~~Company’s ~~may~~Common ~~consider~~Stock on the ~~Note~~effective ~~immediately~~date ~~due~~of ~~and~~the Reverse ~~payable~~Stock Split.

~~The~~As ~~foregoing~~described ~~description~~in ofthe Company’s Information Statement which was filed with the ~~terms~~Securities ofand Exchange Commission on January 12, 2018, the ~~Note~~Company’s ~~does~~stockholders ~~not~~authorized ~~purport~~the Company’s Board of Directors to beeffect ~~complete~~a ~~and~~reverse issplit ~~qualified~~of the Company’s Common Stock in ~~its~~a ~~entirety~~ratio byin the ~~complete text~~range of ~~the~~1 ~~documents~~for ~~attached~~100 to 1 for 1,000 as ~~Exhibit~~set 4forth in more detail in the information statement.1 Thereafter, the Company’s Board of Directors determined to ~~this~~effect ~~Current~~the ~~Report~~Reverse onStock ~~Form~~Split ~~8-K~~and authorized the implementation of such split and filing of the Amendment.

Item 28.0301. ~~Creation~~Other ~~of Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant~~Events.

~~The~~As ~~information~~a ~~provided~~result inof ~~Item~~the 1Reverse Stock Split, the number of issued and outstanding shares of the Company’s Common Stock will be reduced from approximately 6,100,000,000 to approximately 6,100,000.01 The Reverse Stock Split affects all issued and outstanding shares of ~~this~~the ~~Current~~Company’s ~~Report~~Common onStock, ~~Form~~as ~~8-K~~well isas ~~incorporated~~all ~~herein~~Common byStock ~~reference~~underlying convertible notes, warrants, convertible preferred stock and stock options outstanding immediately prior to the Reverse Stock Split.

~~Item~~In 3connection with the Reverse Stock Split, Stockholders holding physical share certificates will receive instructions from the Company’s transfer agent, VStock Transfer, LLC, regarding the process for exchanging their pre-split share certificates for new share certificates.02 Stockholders ~~Unregistered~~with ~~Sales~~shares held in book-entry form or through a bank, broker, or other nominee are not required to take any action and will see the impact of ~~Equity~~the ~~Securities~~Reverse Stock Split reflected in their accounts. Beneficial holders may contact their bank, broker, or nominee for more information. Following the Reverse Stock Split, certificates evidencing pre-split shares of Common Stock will evidence only the right to receive a certificate evidencing post-split shares.

The ~~descriptions~~Common inStock ~~Item~~will ~~1.01~~continue ofto ~~the~~trade ~~Note~~on ~~issued by~~ the ~~Company~~OTC ~~that~~under ~~are convertible into~~ the ~~Company’s~~ticker ~~equity~~symbol ~~securities at the option of the holder of the note are incorporated herein~~PSID. The ~~issuance~~ticker ofsymbol ~~the~~will ~~securities~~temporarily ~~set~~be ~~forth~~appended ~~herein was made in reliance~~with ~~on the exemption provided by Section 4(~~a~~)(2)~~ ~~of the Securities Act of 1933, as amended (the~~ “~~Securities Act~~D”) ~~for the~~to ~~offer~~signify ~~and sale of securities not involving a public offering, and Regulation D promulgated under~~ the ~~Securities~~effectiveness ~~Act. The Company’s reliance upon Section 4(a)(2)~~ of the ~~Securities~~Reverse ~~Act~~Stock inSplit ~~issuing~~for ~~the securities was based upon the following factors: (~~a) ~~the~~period ~~issuance~~ of ~~the~~20 ~~securities~~trading was an isolated private transaction by us which did not involve a public offering; (b) there was only one recipient; (c) there were no subsequent or contemporaneous public offerings of the securities by the Company; (d) the securities were not broken down into smaller denominations; (e) the negotiations for the issuance of the securities took place directly between the individual and the Company; and (f) the recipient of the securities is an accredited investordays. ~~Since~~The ~~February~~post-split ~~9, 2018, the Company~~Common ~~has~~Stock ~~issued,~~will intrade ~~reliance~~under ~~upon Section 4(~~a~~)(2)~~ ofnew ~~the~~CUSIP ~~Securities Act~~number, ~~221,650,328 shares of common stock pursuant to conversion notices of convertible redeemable notes outstanding totaling $125,393~~73740J605.~~56. The issuance of such convertible notes was previously disclosed in the Company’s periodic reports filed with the SEC.~~

Item 9.01 Financial Statements and Exhibits

Exhibit Number		Description
4.1		Form of Convertible Promissory Note, dated February 19, 2018, with Apollo Management Group, LLC
3.1		Third Certificate of Amendment to Third Amended and Restated Certificate of Incorporation, as Amended, of PositiveID Corporation

SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	POSITIVEID CORPORATION
Date: February 23, 2018	By:	/s/ William J. Caragol
Date: April 17, 2018	By:	/s/ William J. Caragol
	Name:	William J. Caragol
	Title:	Chief Executive Officer

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