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 *

Caragol William J
2. Issuer Name and Ticker or Trading Symbol

POSITIVEID Corp [ PSID ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      __ X __ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Chairman and CEO
(Last)          (First)          (Middle)

1690 SOUTH CONGRESS AVENUE, SUITE 201
3. Date of Earliest Transaction (MM/DD/YYYY)

1/12/2015
(Street)

DELRAY BEACH, FL 33445
(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   1/12/2015     A    100000   (1) A $0.027   (1) 2251916   (1) D    

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
Series I Convertible Preferred Stock   (2) $0.027   1/12/2015     A      225   (2)      1/1/2017   (2)   (3) Common Stock   8333333   $1000   (2) 856   (4) D    

Explanation of Responses:
( 1)  Shares of restricted stock were granted to Mr. Caragol pursuant to the First Amendment to Employment and Non-Compete Agreement dated December 7, 2011. These restricted shares were issued on January 12, 2015 and will vest on January 1, 2016.
( 2)  On January 12, 2015, PositiveID Corporation granted to Mr. Caragol 225 shares of Series I Convertible Preferred Stock ("Series I") as incentive compensation for 2014. The Series I granted to Mr. Caragol has a stated value of $1,000 per share and are convertible into 8,333,333 shares of common stock, par value of $0.01, at $0.027 per share. The Series I will vest on January 1, 2017.
( 3)  No expiration date.
( 4)  Mr. Caragol owns a total of 856 shares of the Company's Convertible Series I Preferred Stock, convertible as of January 12, 2015 into 32,292,135 shares of common stock which constitute majority of his beneficial ownership in the Company.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Caragol William J
1690 SOUTH CONGRESS AVENUE
SUITE 201
DELRAY BEACH, FL 33445
X X Chairman and CEO

Signatures
/s/ William Caragol 1/14/2015
** 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).
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