Sec Form 4 Filing - Stoppenhagen Eric @ DigiPath,Inc. - 2014-04-09

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 Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Stoppenhagen Eric 2. Issuer Name and Ticker or Trading Symbol DigiPath,Inc. [ DIGP] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner X __ Officer (give title below) _____ Other (specify below) CFO (Last) (First) (Middle) C/O DIGIPATH, 28720 ROADSIDE DR. #128 3. Date of Earliest Transaction (MM/DD/YY) 04/09/2014 (Street) AGOURA HILLS, CA91301 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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) Code V Amount (A) or (D) Price

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 A Convertible Preferred Stock $ 0.02 ( 1 ) 04/09/2014 P 71,864 07/09/2014( 2 ) ( 3 ) Common Stock 71,864 ( 1 ) $ 1 71,864 I ( 4 ) By Eric Paul Stoppenhagen Trust Series A Convertible Preferred Stock $ 0.02 ( 1 ) 04/09/2014 P 27,788 07/09/2014( 2 ) ( 3 ) Common Stock 27,788 ( 1 ) $ 1 99,652 I ( 4 ) By Eric Paul Stoppenhagen Trust Series A Convertible Preferred Stock $ 0.02 ( 1 ) 04/09/2014 P 253,649 07/09/2014( 2 ) ( 3 ) Common Stock 253,649 ( 1 ) $ 1 353,301 I ( 5 ) By Verdad Telecom, Inc. Series A Convertible Preferred Stock $ 0.02 ( 1 ) 04/09/2014 P 46,699 07/09/2014( 2 ) ( 3 ) Common Stock 46,699 ( 1 ) $ 1 400,000 I ( 5 ) By Verdad Telcom, Inc.

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Stoppenhagen Eric C/O DIGIPATH 28720 ROADSIDE DR. #128 AGOURA HILLS, CA91301 X X CFO Signatures /s/ Eric Stoppenhagen 04/18/2014 Signature of Reporting Person Date

Explanation of Responses:

( 1 )(1) The Series A Convertible Preferred Stock are convertible after three months from the date of issue based on a conversion formula equal to the price per share ($1.00) divided by a conversion price equal to the lesser of (A) $0.02 and (B) seventy percent (70%) of the average of the three (3) lowest daily volume weighted average prices occurring during the twenty (20) consecutive trading days immediately preceding the applicable conversion date on which the Holder elects to convert any shares of Series A Preferred Stock. ( 2 )(2) No holder is permitted to convert its shares of Series A Convertible Preferred Stock if such conversion would cause the holder to beneficially own more than 4.99% of the issued and outstanding common stock of the Issuer immediately after such conversion, unless waived by such holder by providing at least sixty-five days' notice. ( 3 )(3) The Series A Convertible Preferred Stock has no expiration date. ( 4 )(4) Eric Stoppenhagen indirectly beneficially owns each of the derivative securities listed herein by virtue of the fact that Mr. Stoppenhagen is the trustee of the Eric Paul Stoppenhagen Trust. ( 5 )(5) Eric Stoppenhagen indirectly beneficially owns each of the derivative securities listed herein by virtue of the fact that Mr. Stoppenhagen owns 100% of the issued and outstanding stock of Verdad Telecom, Inc.

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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