BLGO / BioLargo, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

BioLargo, Inc.
US ˙ OTCPK

Mga Batayang Estadistika
CIK 880242
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to BioLargo, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
August 15, 2025 EX-99.1

EXHIBIT 99.1

Exhibit 99.1

August 15, 2025 8-K

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): August 15, 2025

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): August 15, 2025 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Num

August 14, 2025 EX-10.20

First amendment to Preferred Master Manufacturing Agreement between ONM Environmental, Inc., and Ikigai Holdings, LLC, dated June 6, 2025

Exhibit 10.20 FIRST AMENDMENT TO PREFERRED MASTER MANUFACTURING AGREEMENT This FIRST AMENDMENT TO PREFERRED MASTER MANUFACTURING AGREEMENT (this “Amendment”) is made as of June 6, 2025 (“Amendment Date”) by and between ONM Environmental, Inc., a California corporation (“Seller”), and Ikigai Holdings, LLC, a Nevada limited liability company and Pooph Inc., a Nevada corporation (collectively, “Buyer

August 14, 2025 EX-10.18

First amendment to License Agreement between BioLargo, Inc., and Ikigai Holdings, LLC, dated August 16, 2021

Exhibit 10.18 DocuSign Envelope ID: 656651A6-A760-448C-BD4B-9E8550A59CC9 FIRST AMENDMENT TO LICENSE AGREEMENT This FIRST AMENDMENT TO LICENSE AGREEMENT (this “Amendment”), is dated August 16, 2021, and is by and between BioLargo, Inc., a Delaware corporation, and BioLargo Life Technologies, Inc., a California corporation (“Licensor”), and Ikigai Holdings, LLC, a Nevada limited liability company (“

August 14, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025. or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-19709 BIO

August 14, 2025 EX-10.17

License Agreement between BioLargo, Inc., and Ikigai Holdings, LLC, dated May 17, 2021

Exhibit 10.17 LICENSE AGREEMENT [Pet Products] This License Agreement (the “Agreement”) is made this 17th day of May, 2021, by and between BioLargo, Inc., a Delaware corporation and its wholly owned subsidiary BioLargo Life Technologies, Inc., a California corporation, having a principal place of business at 14921 Chestnut Street, Westminster, California 92683 (collectively referred to as “Licenso

August 14, 2025 EX-10.19

Preferred Master Manufacturing Agreement between ONM Environmental, Inc., and Ikigai Holdings, LLC, dated July 9, 2021

Exhibit 10.19 PREFERRED MASTER MANUFACTURING AGREEMENT This Preferred Master Manufacturing Agreement (“Agreement”), dated as of July 9, 2021 (the “Effective Date”), is entered into by and between ONM Environmental, Inc., a California corporation, having a principal place of business at 14921 Chestnut Street, Westminster, California 92683(“Seller”), and Ikigai Holdings, LLC, a Nevada limited liabil

July 23, 2025 8-K

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): July 23, 2025

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): July 23, 2025 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Numbe

July 23, 2025 EX-99.1

BioLargo Provides Review of 2025 Accomplishments and Insights for Coming Year

EXHIBIT 99.1 - PRESS RELEASE BioLargo Provides Review of 2025 Accomplishments and Insights for Coming Year Letter to stockholders Westminster, CA – July 23, 2025 – BioLargo, Inc. (OTCQX:BLGO), a company that creates and commercializes sustainable technologies to solve tough environmental and cleantech challenges, today provided a mid-year review of its business highlights for 2025 and a commentary

June 25, 2025 EX-99.1

BioLargo Announces Results of 2025 Annual Stockholder Meeting

BioLargo Announces Results of 2025 Annual Stockholder Meeting No immediate intention to proceed with a reverse stock split – “This vote empowers us to be ready when the time is right.

June 25, 2025 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

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): June 19, 2025 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Numbe

June 11, 2025 424B4

PROSPECTUS 34,888,449 shares of common stock

Filed pursuant to Rule 424(b)(4) Registration No. 333-278669 PROSPECTUS 34,888,449 shares of common stock This prospectus relates to the offer and sale of up to 34,888,449 shares of common stock, par value $0.00067, of BioLargo, Inc., a Delaware corporation, by the selling stockholders identified herein (referred to collectively herein as the “selling stockholders,” or individually as a “selling s

June 5, 2025 POS AM

As filed with the Securities and Exchange Commission June 4, 2025

Table of Contents As filed with the Securities and Exchange Commission June 4, 2025 Registration No.

May 15, 2025 EX-99.1

Slide deck presentation

Exhibit 99.1

May 15, 2025 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): May 15, 2025 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Number

May 15, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025. or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-19709 BI

May 14, 2025 POS AM

As filed with the Securities and Exchange Commission May 14, 2025

Table of Contents As filed with the Securities and Exchange Commission May 14, 2025 Registration No.

April 25, 2025 424B4

PROSPECTUS 25,507,789 shares of common stock

Filed pursuant to Rule 424(b)(4) Registration No. 333-268973 PROSPECTUS 25,507,789 shares of common stock This prospectus relates to the offer and sale of up to 25,507,789 shares of common stock, par value $0.00067, of BioLargo, Inc., a Delaware corporation, by Lincoln Park Capital Fund, LLC, whom we refer to in this prospectus as “Lincoln Park” or the “selling stockholder.” The shares of common s

April 25, 2025 DEF 14A

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934

Table of Contents SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy S

April 18, 2025 EX-99.1

Audit Committee charter

BioLargo, Inc. Audit Committee Charter Role The Audit Committee of the Board of Directors assists the Board of Directors in fulfilling its responsibility for oversight of the quality and integrity of the accounting, auditing, and reporting practices of the Company, and such other duties as directed by the Board. The Committee’s purpose is to oversee the accounting and financial reporting processes

April 18, 2025 EX-99.2

Nomination and Corporation Governance Committee charter

CHARTER OF THE NOMINATING AND CORPORATE GOVERNANCE COMMITTEE OF BIOLARGO, INC. Membership The Nominating and Corporate Governance Committee (the “Committee”) of the board of directors (the “Board”) of BioLargo, Inc., a Delaware corporation (the “Company”) shall consist of three or more directors. Each member of the Committee shall be independent in accordance with the rules of the NASDAQ Capital M

April 18, 2025 EX-99.3

Compensation Committee charter

BIOLARGO, INC. COMPENSATION COMMITTEE CHARTER Role The Compensation Committee’s role is to discharge the Board’s responsibilities relating to compensation of the Company’s executives, to produce an annual report on executive compensation for inclusion in the Company’s proxy statement, and to oversee and advise the Board on the adoption of policies that govern the Company’s compensation programs, i

April 18, 2025 POS AM

As filed with the Securities and Exchange Commission on April 17, 2025

Table of Contents As filed with the Securities and Exchange Commission on April 17, 2025 Registration No.

April 18, 2025 EX-4.4

2024 Equity Incentive Plan

BIOLARGO, INC. 2024 EQUITY INCENTIVE PLAN 1. PURPOSE. The purpose of this Plan is to provide incentives to attract, retain and motivate eligible persons whose present and potential contributions are important to the success of BioLargo and Parents, Subsidiaries and Affiliates that exist now or in the future by offering them an opportunity to participate in BioLargo’s future performance through the

April 10, 2025 PRE 14A

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934

Table of Contents SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy S

March 31, 2025 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): March 31, 2025 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Numb

March 31, 2025 EX-99.1

Slide deck presentation

Exhibit 99.1

March 31, 2025 EX-99.2

Cleantech Innovator BioLargo Reports Record Revenues in 2024 Annual Report

Exhibit 99.2 Cleantech Innovator BioLargo Reports Record Revenues in 2024 Annual Report Revenues up 45% over prior year Westminster, CA – April 1, 2025 – BioLargo, Inc. (OTCQX:BLGO), a company that creates and commercializes sustainable technologies to solve tough environmental and cleantech challenges, announced that its Annual Report reported record revenues and an increase of 45% over prior yea

March 31, 2025 EX-21.1

List of Subsidiaries of the Registrant

Exhibit 21.1 List of Subsidiaries of Registrant BioLargo Life Technologies, Inc., a California corporation ONM Environmental, Inc., a California corporation BioLargo Energy Technologies, Inc., a California corporation* BioLargo Equipment Solutions & Technologies, Inc., a California corporation BioLargo Canada, Inc., a Canadian corporation BioLargo Development Corp., a California corporation BioLar

March 31, 2025 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

November 15, 2024 EX-99.1

Slide deck presentation

Exhibit 99.1

November 15, 2024 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): November 14, 2024 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File N

November 15, 2024 EX-99.2

BioLargo’s year-to-date revenues up 80% Annual revenue record secured, with one quarter remaining.

Exhibit 99.2 BioLargo’s year-to-date revenues up 80% Annual revenue record secured, with one quarter remaining. Westminster, CA – November 15, 2024 – BioLargo, Inc. (OTCQX:BLGO), a company that creates and commercializes sustainable technologies to solve tough environmental and cleantech challenges, announced results of its third quarter of 2024: ● Revenues ($14.1 million) through September 30, 20

November 14, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024. or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-1970

August 15, 2024 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): August 14, 2024 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Num

August 15, 2024 EX-99.1

Slide deck presentation

Exhibit 99.1

August 14, 2024 EX-10.16

2024 Engagement Extension Agreement with CFO

EXHIBIT 10.16 BioLargo, Inc. 2024 Engagement Extension Agreement This Engagement Extension Agreement dated August 13, 2024 (the “Extension”) references the Engagement Agreement and Scope Letter dated February 1, 2008 (“2008 Agreement”) by and between CFO 911 (Charles K. Dargan II) (the “Advisor)” and BioLargo, Inc. (the “Company”), and written extensions to the Agreement (the “Prior Extensions”),

August 14, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024. or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-19709 BIO

June 20, 2024 8-K

Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

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): June 13, 2024 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Numbe

June 13, 2024 EX-99.1

Presentation slides

Exhibit 99.1

June 13, 2024 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): June 13, 2024 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Numbe

May 15, 2024 EX-99.2

BioLargo Generates Positive Operating Cash Flow on Record Quarterly Revenues for First Quarter of 2024

Exhibit 99.2 BioLargo Generates Positive Operating Cash Flow on Record Quarterly Revenues for First Quarter of 2024 Westminster, CA – May 14, 2024 – BioLargo, Inc. (OTCQB:BLGO), a company that creates and commercializes sustainable technologies to solve tough environmental and cleantech challenges, announced that the company generated $481,000 operating cash flow with record quarterly revenues of

May 15, 2024 EX-99.1

Slide deck presentation

Exhibit 99.1

May 15, 2024 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): May 14, 2024 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Number

May 14, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024. or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-19709 BI

April 26, 2024 DEF 14A

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934

Table of Contents SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy S

April 25, 2024 424B4

17,683,826 shares of common stock

Filed pursuant to Rule 424(b)(4) Registration No. 333-233534 PROSPECTUS 17,683,826 shares of common stock This prospectus relates to the offer and sale of up to 17,683,826 shares of common stock, par value $0.00067, of BioLargo, Inc., a Delaware corporation, by the selling stockholders identified herein (referred to collectively herein as the “selling stockholders,” or individually as a “selling s

April 25, 2024 424B4

34,888,449 shares of common stock

Filed pursuant to Rule 424(b)(4) Registration No. 333-278669 PROSPECTUS 34,888,449 shares of common stock This prospectus relates to the offer and sale of up to 34,888,449 shares of common stock, par value $0.00067, of BioLargo, Inc., a Delaware corporation, by the selling stockholders identified herein (referred to collectively herein as the “selling stockholders,” or individually as a “selling s

April 25, 2024 424B4

PROSPECTUS 25,507,789 shares of common stock

Filed pursuant to Rule 424(b)(4) Registration No. 333-268973 PROSPECTUS 25,507,789 shares of common stock This prospectus relates to the offer and sale of up to 25,507,789 shares of common stock, par value $0.00067, of Biolargo, Inc., a Delaware corporation, by Lincoln Park Capital Fund, LLC, whom we refer to in this prospectus as “Lincoln Park” or the “selling stockholder.” The shares of common s

April 19, 2024 CORRESP

BioLargo, Inc.

BioLargo, Inc. 14921 Chestnut St. Westminster, CA 92683 Telephone: 888.400.2863 Facsimile: 949.625.9819 April 19, 2024 U.S. Securities & Exchange Commission Division of Corporation Finance 100 F. Street NE Washington, D.C. 20549 Re: BioLargo, Inc. Registration Statement on Form S-1 Filed April 12, 2024 File No. 333-278669 REQUEST FOR ACCELERATION OF EFFECTIVENESS Ladies and Gentlemen: Pursuant to

April 15, 2024 POS EX

As filed with the Securities and Exchange Commission on April 15, 2024

As filed with the Securities and Exchange Commission on April 15, 2024 Registration No.

April 15, 2024 POS EX

As filed with the Securities and Exchange Commission on April 15, 2024

As filed with the Securities and Exchange Commission on April 15, 2024 Registration No.

April 12, 2024 EX-21.1

List of Subsidiaries of the Registrant

Exhibit 21.1 List of Subsidiaries of Registrant BioLargo Life Technologies, Inc., a California corporation ONM Environmental, Inc., a California corporation BioLargo Energy Technologies, Inc., a California corporation* BioLargo Equipment Solutions & Technologies, Inc., a California corporation BioLargo Canada, Inc., a Canadian corporation BioLargo Development Corp., a California corporation BioLar

April 12, 2024 EX-21.1

List of Subsidiaries of the Registrant

Exhibit 21.1 List of Subsidiaries of Registrant BioLargo Life Technologies, Inc., a California corporation ONM Environmental, Inc., a California corporation BioLargo Energy Technologies, Inc., a California corporation* BioLargo Equipment Solutions & Technologies, Inc., a California corporation BioLargo Canada, Inc., a Canadian corporation BioLargo Development Corp., a California corporation BioLar

April 12, 2024 EX-21.1

List of Subsidiaries of the Registrant

Exhibit 21.1 List of Subsidiaries of Registrant BioLargo Life Technologies, Inc., a California corporation ONM Environmental, Inc., a California corporation BioLargo Energy Technologies, Inc., a California corporation* BioLargo Equipment Solutions & Technologies, Inc., a California corporation BioLargo Canada, Inc., a Canadian corporation BioLargo Development Corp., a California corporation BioLar

April 12, 2024 POS AM

As filed with the Securities and Exchange Commission on April 12, 2024

Table of Contents As filed with the Securities and Exchange Commission on April 12, 2024 Registration No.

April 12, 2024 POS AM

As filed with the Securities and Exchange Commission on April 12, 2024

Table of Contents As filed with the Securities and Exchange Commission on April 12, 2024 Registration No.

April 12, 2024 EX-FILING FEES

Calculation of registration fee

Exhibit 107.1 CALCULATION OF REGISTRATION FEE Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price per Share Maximum Aggregate Offering Price(1) Fee Rate Amount of Registration Fee(1) Equity Common stock, par value $0.00067 457(o) 34,888,449(2) $ 0.2586 $9,022,461.00 0.0001476 $1,331.72 Total offering amounts: $9,022,461.00 $1,331.72 Total fees

April 12, 2024 S-1

As filed with the Securities and Exchange Commission April 12, 2024

Table of Contents As filed with the Securities and Exchange Commission April 12, 2024 Registration No.

April 5, 2024 RW

April 5, 2024

BioLargo, Inc. 14921 Chestnut St. Westminster, CA 92683 Telephone: 888.400.2863 Facsimile: 949.625.9819 April 5, 2024 U.S. Securities & Exchange Commission Division of Corporate Finance 100 F. Street NE Washington, D.C. 20549 Attn: Jessica Ansart Re: BioLargo, Inc. Registration Statement on Form S-1 Filed April 27, 2023 File No. 333-271465 Ladies and Gentlemen: On April 27, 2023, BioLargo, Inc. (t

April 1, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 1, 2024 EX-21.1

List of Subsidiaries of the Registrant

Exhibit 21.1 List of Subsidiaries of Registrant BioLargo Life Technologies, Inc., a California corporation ONM Environmental, Inc., a California corporation BioLargo Energy Technologies, Inc., a California corporation* BioLargo Equipment Solutions & Technologies, Inc., a California corporation BioLargo Canada, Inc., a Canadian corporation BioLargo Development Corp., a California corporation BioLar

April 1, 2024 EX-10.1

BioLargo license to Clyra Medical Technologies, Inc., dated March 1, 2024

EXHIBIT 10.1 LICENSE AGREEMENT (BioLargo to Clyra) This License Agreement (the “Agreement”) is made this 1st day of March, 2024, by and between BioLargo, Inc., a Delaware corporation and its wholly owned subsidiary BioLargo Life Technologies, Inc., a California corporation, having a principal place of business at 14921 Chestnut St., Westminster, California 92683 (collectively referred to as “Licen

April 1, 2024 EX-10.2

Clyra Medical Technologies, Inc. license to BioLargo dated March 1, 2024

EXHIBIT 10.2 LICENSE AGREEMENT (Clyra to BioLargo) This License Agreement (the “Agreement”) is made this 1st day of March, 2024, by and between BioLargo, Inc., a Delaware corporation and its wholly owned subsidiary BioLargo Life Technologies, Inc., a California corporation, having a principal place of business at 14921 Chestnut St., Westminster, California 92683 (collectively referred to as “Licen

January 22, 2024 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): January 22, 2024 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Nu

January 22, 2024 EX-99.1

BioLargo Doubles Annual Revenues - Again

Exhibit 99.1 BioLargo Doubles Annual Revenues - Again Westminster, CA – January 22, 2024 – BioLargo, Inc. (OTCQB:BLGO), a company that creates and commercializes sustainable technologies to solve tough environmental and cleantech challenges, announced that its annual revenues for the year ended December 31, 2023, were more than double 2022 revenues, representing the second year in a row revenues h

January 10, 2024 8-K

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): January 10, 2024

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): January 10, 2024 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Nu

January 10, 2024 EX-99.1

Slide deck presentation

Exhibit 99.1

January 5, 2024 8-K

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): January 2, 2024 BioLargo, Inc. (E

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): January 2, 2024 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Num

January 5, 2024 EX-16.1

Letter from Haskell & White LLP to the Securities and Exchange Commission dated January 3, 2024

Exhibit 16.1 January 3, 2024 Office of the Chief Accountant U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Ladies and Gentlemen: We have read the statements under Item 4.01 of the Current Report on Form 8-K of BioLargo, Inc. to be filed with the Securities and Exchange Commission on or about January 5, 2024. We agree with all statements pertaining to us. We have no

November 21, 2023 EX-99.1

Slide deck presentation

Exhibit 99.1

November 21, 2023 8-K

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): November 20, 2023

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): November 20, 2023 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File N

November 14, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023. or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-1970

October 4, 2023 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): October 4, 2023 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Num

October 4, 2023 EX-99.1

Slide deck presentation

Exhibit 99.1

August 14, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023. or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-19709 BIO

June 12, 2023 8-K

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): June 6, 2023

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): June 6, 2023 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Number

June 9, 2023 8-K

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): June 6, 2023

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): June 6, 2023 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Number

June 9, 2023 EX-99.1

END

Exhibit 99.1 Dennis Calvert: Okay, good morning ladies and gentlemen. It's now 10:13 AM. Annual Meeting of Stockholders, BioLargo please come to order. I'm Dennis Calvert. Make sure I got my ringer off. Everybody got the ringer off. That'll be helpful. I'm Dennis Calvert. Present chairman of the board of the company. We welcome you and want to express our thanks for your attendance at this meeting

June 6, 2023 8-K

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): June 6, 2023

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): June 6, 2023 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Number

June 6, 2023 EX-99.1

Presentation slides

Exhibit 99.1

May 23, 2023 424B4

PROSPECTUS 22,689,035 shares of common stock

Table of Contents Filed pursuant to Rule 424(b)(4) Registration No. 333-233534 Dated: May 10, 2023 PROSPECTUS 22,689,035 shares of common stock This prospectus relates to the offer and sale of up to 22,689,035 shares of common stock, par value $0.00067, of BioLargo, Inc., a Delaware corporation, by the selling stockholders identified herein (referred to collectively herein as the “selling stockhol

May 18, 2023 EX-99.1

Slide deck presentation

Exhibit 99.1

May 18, 2023 8-K

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): May 18, 2023

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): May 18, 2023 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Number

May 17, 2023 EX-21.1

List of Subsidiaries of the Registrant

Exhibit 21.1 List of Subsidiaries of Registrant BioLargo Life Technologies, Inc., a California corporation ONM Environmental, Inc., a California corporation BioLargo Equipment Solutions & Technologies, Inc., a California corporation BioLargo Water, Inc., a Canadian corporation BioLargo Development Corp., a California corporation BioLargo Engineering, Science & Technologies, LLC, a Tennessee limite

May 17, 2023 EX-10.21

Form of Share Exchange Agreement between BioLargo, Inc., and purchasers of BioLargo Energy Technologies, Inc. common stock

Ex. 10.21 SHARE EXCHANGE AGREEMENT THIS SHARE EXCHANGE AGREEMENT (“Agreement”) is made and entered into as of , by and between BioLargo Energy Technologies, Inc., a California corporation (“BET”), BioLargo, Inc., a Delaware corporation (“BioLargo”), and (“Investor”), with respect to the following: R E C I T A L S : A. BET accepted an investment from Investor in its private securities offering date

May 17, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023. or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-19709 BI

May 17, 2023 EX-10.20

Form of Share Exchange Agreement between BioLargo, Inc., and purchasers of Clyra Medical Series A Preferred Stock

Ex. 10.20 SHARE EXCHANGE AGREEMENT THIS SHARE EXCHANGE AGREEMENT (“Agreement”) is made and entered into as of , by and between Clyra Medical Technologies, Inc., a California corporation (“Clyra”), BioLargo, Inc., a Delaware corporation (“BioLargo”), and (“Investor”), with respect to the following: R E C I T A L S : A. Clyra accepted an investment from Investor in its October 2022 Preferred Unit Of

May 16, 2023 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period Ended: ===

May 9, 2023 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): May 2, 2023 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Number)

May 9, 2023 POS EX

As filed with the Securities and Exchange Commission on May 9, 2023

As filed with the Securities and Exchange Commission on May 9, 2023 Registration No.

May 9, 2023 EX-99.1

0:00:04.0 Speaker 1:

Exhibit 99.1 [music] 0:00:04.0 Speaker 1: Dennis, welcome back. 0:00:05.7 Dennis Calvert: Today. What's up? Dennis Calvert. 0:00:08.6 S1: How are ya? 0:00:10.2 DC: Life is so good I have to pinch myself. [laughter] 0:00:14.0 S1: Amen to that. Look, we've got a lot of things to talk about to dive into the deep nitty-gritty things, but before we start though, for the folks that may not have heard ou

April 27, 2023 POS AM

As filed with the Securities and Exchange Commission on April 26, 2023

Table of Contents As filed with the Securities and Exchange Commission on April 26, 2023 Registration No.

April 27, 2023 EX-21.1

List of Subsidiaries of the Registrant

Exhibit 21.1 List of Subsidiaries of Registrant BioLargo Life Technologies, Inc., a California corporation ONM Environmental, Inc., a California corporation BioLargo Energy Technologies, Inc., a California corporation* BioLargo Equipment Solutions & Technologies, Inc., a California corporation BioLargo Water, Inc., a Canadian corporation BioLargo Development Corp., a California corporation BioLarg

April 27, 2023 S-1

As filed with the Securities and Exchange Commission on April 26, 2023

Table of Contents As filed with the Securities and Exchange Commission on April 26, 2023 Registration No.

April 27, 2023 EX-FILING FEES

Calculation of registration fee

Exhibit 107 CALCULATION OF REGISTRATION FEE Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price per Share Maximum Aggregate Offering Price(1) Fee Rate Amount of Registration Fee(1) Equity Common stock, par value $0.

April 27, 2023 EX-21.1

List of Subsidiaries of the Registrant

Exhibit 21.1 List of Subsidiaries of Registrant BioLargo Life Technologies, Inc., a California corporation ONM Environmental, Inc., a California corporation BioLargo Energy Technologies, Inc., a California corporation* BioLargo Equipment Solutions & Technologies, Inc., a California corporation BioLargo Water, Inc., a Canadian corporation BioLargo Development Corp., a California corporation BioLarg

April 24, 2023 424B4

29,570,000 shares of common stock

424B4 1 blgo20230424424b4.htm FORM 424B4 Prospectus Filed pursuant to Rule 424(b)(4) Registration No. 333-268973 29,570,000 shares of common stock This prospectus relates to the offer and sale of up to 29,570,000 shares of common stock, par value $0.00067, of Biolargo, Inc., a Delaware corporation, by Lincoln Park Capital Fund, LLC, whom we refer to in this prospectus as “Lincoln Park” or the “sel

April 21, 2023 DEF 14A

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934

Table of Contents SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy S

April 14, 2023 EX-FILING FEES

Calculation of registration fee

Exhibit 107.1 CALCULATION OF REGISTRATION FEE Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price per Share Maximum Aggregate Offering Price(1) Fee Rate Amount of Registration Fee(2) Equity Common stock, par value $0.00067 457(c) 29,454,597 $ 0.336 $9,895,193 0.0001102 $ 1,090.45 (1) Estimated solely for the purpose of calculating the registrat

April 14, 2023 POS AM

As filed with the Securities and Exchange Commission on April 14, 2023

Table of Contents As filed with the Securities and Exchange Commission on April 14, 2023 Registration No.

April 14, 2023 EX-21.1

List of Subsidiaries of the Registrant

Exhibit 21.1 List of Subsidiaries of Registrant BioLargo Life Technologies, Inc., a California corporation ONM Environmental, Inc., a California corporation BioLargo Energy Technologies, Inc., a California corporation* BioLargo Equipment Solutions & Technologies, Inc., a California corporation BioLargo Water, Inc., a Canadian corporation BioLargo Development Corp., a California corporation BioLarg

April 4, 2023 EX-99.1

Slide deck presentation

EX-99.1 2 ex496962.htm EXHIBIT 99.1 Exhibit 99.1

April 4, 2023 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): April 3, 2023 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Numbe

March 31, 2023 EX-21.1

List of Subsidiaries of the Registrant

Exhibit 21.1 List of Subsidiaries of Registrant BioLargo Life Technologies, Inc., a California corporation ONM Environmental, Inc., a California corporation BioLargo Energy Technologies, Inc., a California corporation BioLargo Equipment Solutions & Technologies, Inc., a California corporation BioLargo Water, Inc., a Canadian corporation BioLargo Development Corp., a California corporation BioLargo

March 31, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 000-19

March 31, 2023 EX-4.19

Satisfaction of March 2018 $50,000 Convertible Note, dated March 6, 2023

Exhibit 4.19 Satisfaction of Promissory Note THIS SATISFACTION OF PROMISSORY NOTE (the “Satisfaction”) is entered into as of March 6, 2023 (the “Effective Date”), by and among BioLargo, Inc., a Delaware corporation (“BioLargo”), and Bruce Kelber (“Kelber”), with reference to the following described “Note”: Issuance Date: March 8, 2018 Maturity Date: March 1, 2023 Note No. 33097 Principal Amount: $

March 31, 2023 EX-3.5

Amended and Restated Articles of Incorporation of Clyra Medical Technologies, Inc. (filed December 30, 2022)

Exhibit 3.5 AMENDED AND RESTATED ARTICLES OF INCORPORATION OF CLYRA MEDICAL TECHNOLOGIES, INC. ARTICLE I: The name of this corporation is Clyra Medical Technologies, Inc. (the “Corporation”). ARTICLE II: The purpose of the Corporation is to engage in any lawful act or activity for which a corporation may be organized under the General Corporation Law of California other than the banking business,

March 31, 2023 EX-10.23

Form of indemnity agreement between the Company at its officers and directors

Exhibit 10.23 FORM OF INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of , by and between BioLargo, Inc., a Delaware corporation (the “Company”), and the undersigned officers and directors of the Company (each, individually, an “Indemnitee”). WITNESSETH THAT: WHEREAS, highly competent persons have become more reluctant to serve corporations as

March 27, 2023 8-K

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): March 21, 2023

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): March 21, 2023 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Numb

March 27, 2023 EX-10.3

2023 Engagement Extension Agreement with CFO

Exhibit 10.3 BioLargo, Inc. 2023 Engagement Extension Agreement This Engagement Extension Agreement (the “Extension”) references the Engagement Agreement and Scope Letter dated February 1, 2008 (“2008 Agreement”) by and between CFO 911 (Charles K. Dargan II) (the “Advisor)” and BioLargo, Inc. (the “Company”), and written extensions to the Agreement (the “Prior Extensions”), pursuant to which Charl

March 20, 2023 EX-99.1

BioLargo Continues Record Setting Revenue Growth

Exhibit 99.1 BioLargo Continues Record Setting Revenue Growth Westminster, CA – March 20, 2023 – BioLargo, Inc. (OTCQB:BLGO), a developer of sustainable cleantech technologies and full-service environmental engineering company, announced that the Company’s first quarter 2023 revenues have already surpassed the Company’s previous record quarterly revenues set last quarter. This revenue growth is dr

March 20, 2023 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): March 20, 2023 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Numb

January 26, 2023 424B4

PROSPECTUS 31,250,000 shares of common stock

Filed pursuant to Rule 424(b)(4) Registration No. 333-268973 PROSPECTUS Dated: January 19, 2023 PROSPECTUS 31,250,000 shares of common stock This prospectus relates to the offer and sale of up to 31,250,000 shares of common stock, par value $0.00067, of Biolargo, Inc., a Delaware corporation, by Lincoln Park Capital Fund, LLC, whom we refer to in this prospectus as “Lincoln Park” or the “selling s

January 17, 2023 CORRESP

January 17, 2023

CORRESP 1 filename1.htm BioLargo, Inc. 14921 Chestnut St. Westminster, CA 92683 Telephone: 888.400.2863 Facsimile: 949.625.9819 January 17, 2023 U.S. Securities & Exchange Commission Division of Corporation Finance 100 F. Street NE Washington, D.C. 20549 Re: BioLargo, Inc. Registration Statement on Form S-1 Filed December 23, 2022 File No. 333-268973 REQUEST FOR ACCELERATION OF EFFECTIVENESS Ladie

January 11, 2023 S-1/A

As filed with the Securities and Exchange Commission on January 11, 2023

As filed with the Securities and Exchange Commission on January 11, 2023 Registration No.

January 11, 2023 EX-21.1

List of Subsidiaries of the Registrant

Exhibit 21.1 List of Subsidiaries of Registrant BioLargo Life Technologies, Inc., a California corporation ONM Environmental, Inc., a California corporation Clyra Medical Technologies, Inc., a California corporation* BioLargo Equipment Solutions & Technologies, Inc., a California corporation BioLargo Water Investment Group, Inc., a California corporation BioLargo Water, Inc., a Canadian corporatio

January 11, 2023 EX-FILING FEES

Calculation of registration fee

Exhibit 107 CALCULATION OF REGISTRATION FEE Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price per Share Maximum Aggregate Offering Price(1) Fee Rate Amount of Registration Fee(2) Equity Common stock, par value $0.

January 6, 2023 CORRESP

January 6, 2023

CORRESP 1 filename1.htm BioLargo, Inc. 14921 Chestnut St. Westminster, CA 92683 Telephone: 888.400.2863 Facsimile: 949.625.9819 January 6, 2023 Jordan Nimitz U.S. Securities & Exchange Commission Division of Corporate Finance 100 F. Street NE Washington, D.C. 20549 Re: BioLargo, Inc. Registration Statement on Form S-1 Filed December 23, 2022 File No. 333-268973 WITHDRAWAL OF REQUEST FOR ACCELERATI

January 4, 2023 CORRESP

January 4, 2023

CORRESP 1 filename1.htm BioLargo, Inc. 14921 Chestnut St. Westminster, CA 92683 Telephone: 888.400.2863 Facsimile: 949.625.9819 January 4, 2023 U.S. Securities & Exchange Commission Division of Corporation Finance 100 F. Street NE Washington, D.C. 20549 Re: BioLargo, Inc. Registration Statement on Form S-1 Filed December 23, 2022 File No. 333-268973 REQUEST FOR ACCELERATION OF EFFECTIVENESS Ladies

December 23, 2022 EX-21.1

List of Subsidiaries of the Registrant

Exhibit 21.1 List of Subsidiaries of Registrant BioLargo Life Technologies, Inc., a California corporation ONM Environmental, Inc., a California corporation Clyra Medical Technologies, Inc., a California corporation* BioLargo Water Investment Group, Inc., a California corporation BioLargo Water, Inc., a Canadian corporation** BioLargo Development Corp., a California corporation BioLargo Engineerin

December 23, 2022 S-1

As filed with the Securities and Exchange Commission on December 22, 2022

As filed with the Securities and Exchange Commission on December 22, 2022 Registration No.

December 23, 2022 EX-FILING FEES

Calculation of registration fee

Exhibit 107 CALCULATION OF REGISTRATION FEE Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price per Share Maximum Aggregate Offering Price(1) Fee Rate Amount of Registration Fee Equity Common stock, par value $0.

December 19, 2022 EX-10.1

Purchase Agreement, dated as of December 13, 2022, by and between BioLargo, Inc. and Lincoln Park Capital Fund, LLC.

Exhibit 10.1 PURCHASE AGREEMENT PURCHASE AGREEMENT (the “Agreement”), dated as of December 13, 2022, by and between BIOLARGO, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”). WHEREAS: Subject to the terms and conditions set forth in this Agreement, the Company wishes to sell to the Investor, and the Investor w

December 19, 2022 EX-4.1

Registration Rights Agreement, dated as of December 13, 2022, by and between BioLargo, Inc. and Lincoln Park Capital Fund, LLC

Exhibit 4.1 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of December 13, 2022, by and between BIOLARGO, INC., a Delaware corporation (the "Company"), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with it permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the res

December 19, 2022 8-K

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): December 13, 2022 BioLargo, Inc.

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): December 13, 2022 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File N

November 14, 2022 EX-3.4

Certificate of Amendment to Certificate of Incorporation, filed August 30, 2022

Exhibit 3.4 STATE OF DELAWARE CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF BIOLARGO, INC. BioLargo, Inc., a corporation organized and existing under the General Corporation Law of the State of Delaware (the “Corporation”), hereby certifies as follows: FIRST, that the Corporation’s original Certificate of Incorporation was filed with the Secretary of State of the State of Delaware on

November 14, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022. or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-1970

November 3, 2022 EX-10.1

Form of Board Member Agreement

Exhibit 10.1 [FORM OF] BOARD OF DIRECTORS AGREEMENT (INDEPENDENT DIRECTORS) THIS AGREEMENT is made by and between BioLargo, Inc., a Delaware corporation (the ?Company?) with its principal place of business located at 14921 Chestnut Street, Westminster, CA 92683, and , an individual (?Director?). 1. Effective Date This Agreement shall commence as of the date Director is appointed or elected to the

November 3, 2022 EX-99.1

BioLargo Adds Linda Park and Christina Bray to Board of Directors

Exhibit 99.1 BioLargo Adds Linda Park and Christina Bray to Board of Directors Westminster, CA ? November 3, 2022 ? BioLargo, Inc. (OTCQB:BLGO), a developer of sustainable cleantech technologies and full-service environmental engineering company, announced it has added two new board members to its team: Linda Park and Christina Bray. Both new board members have a background, education, and corpora

November 3, 2022 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): November 1, 2022 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Nu

November 3, 2022 EX-10.2

Form of Indemnity Agreement

Exhibit 10.2 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (the ?Agreement?) is made and entered into as of November 1, 2022, by and between BioLargo, Inc., a Delaware corporation (the ?Company?), and (?Indemnitee?). WITNESSETH THAT: WHEREAS, highly competent persons have become more reluctant to serve corporations as directors or in other capacities unless they are provided with adequa

October 31, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): October 26, 2022 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Nu

October 31, 2022 EX-99.1

BioLargo Sets Another New Quarterly Revenue Record

Exhibit 99.1 BioLargo Sets Another New Quarterly Revenue Record Westminster, CA – October 26, 2022 – BioLargo, Inc. (OTCQB:BLGO), a developer of sustainable cleantech technologies and full-service environmental engineering company, today announced that it has set a new quarterly revenue record, and provided a snapshot of continued business developments. BioLargo’s President and CEO Dennis P. Calve

August 15, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022. or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-19709 BIO

August 5, 2022 EX-99.1

BioLargo Sets New Quarterly Revenue Record

Exhibit 99.1 BioLargo Sets New Quarterly Revenue Record Quarterly revenues in Q2 grew 37% compared to Q1, and 185% compared to Q2 of 2021. Westminster, CA ? August 3, 2022 ? BioLargo, Inc. (OTCQB:BLGO), a developer of sustainable cleantech technologies and full-service environmental engineering company, today announced that it has set a new quarterly revenue record, and provided a snapshot of the

August 5, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): August 3, 2022 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Numb

June 7, 2022 EX-3.1

Certificate of Amendment to Certificate of Incorporation, dated June 6, 2022

Exhibit 3.1 STATE OF DELAWARE CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF BIOLARGO, INC. BioLargo, Inc., a corporation organized and existing under the General Corporation Law of the State of Delaware (the ?Corporation?), hereby certifies as follows: FIRST, that the Corporation?s original Certificate of Incorporation was filed with the Secretary of State of the State of Delaware on

June 7, 2022 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

-12-31 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): June 2, 2022 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File

June 2, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): June 2, 2022 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Number

June 2, 2022 EX-99.1

Presentation slides

Exhibit 99.1

May 19, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): May 17, 2022 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Number

May 19, 2022 EX-99.1

BioLargo’s First Quarterly Report of 2022 Highlights: Record Company-wide Revenues, Subsidiaries Achieving and Approaching Profitability, and Progress of Key Growth Catalysts

EX-99.1 2 ex378157.htm EXHIBIT 99.1 Exhibit 99.1 BioLargo’s First Quarterly Report of 2022 Highlights: Record Company-wide Revenues, Subsidiaries Achieving and Approaching Profitability, and Progress of Key Growth Catalysts Westminster, CA – May 17, 2022 – BioLargo, Inc. (OTCQB:BLGO), a developer of sustainable cleantech technologies and full-service environmental engineering company, filed its Qu

May 19, 2022 EX-99.2

Presentation slides

Exhibit 99.2

May 16, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022. or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-19709 BI

April 22, 2022 424B4

PROSPECTUS 36,090,857 shares of common stock

424B4 1 blgo20220422d424b4.htm FORM 424B4 Table of Contents April 22, 2022 Filed pursuant to Rule 424(b)(4) Registration No. 333-215730 PROSPECTUS 36,090,857 shares of common stock This prospectus relates to the sale of up to 36,090,857 shares of our common stock by persons who have purchased shares in a series of private placements. The aforementioned persons are sometimes referred to in this pro

April 22, 2022 424B4

PROSPECTUS 4,589,694 shares of common stock

Dated: April 22, 2022 Filed pursuant to Rule 424(b)(4) Registration No. 333-237651 PROSPECTUS 4,589,694 shares of common stock This prospectus relates to the offer and sale of up to 4,589,694 shares of common stock, par value $0.00067, of Biolargo, Inc., a Delaware corporation, by Lincoln Park Capital Fund, LLC, whom we refer to in this prospectus as ?Lincoln Park? or the ?selling stockholder.? Th

April 22, 2022 424B4

PROSPECTUS 25,241,369 shares of common stock

Table of Contents April 22, 2022 Filed pursuant to Rule 424(b)(4) Registration No.

April 20, 2022 EX-99.1

BioLargo Continues Growth Trend by Breaking Quarterly Revenue Record

Exhibit 99.1 BioLargo Continues Growth Trend by Breaking Quarterly Revenue Record Westminster, CA ? April 20, 2022 ? BioLargo, Inc. (OTCQB:BLGO), a developer of sustainable cleantech technologies and full-service environmental engineering company, today announced a company-wide quarterly revenue record for the first quarter of 2022. The company also announced it had been awarded the initial contra

April 20, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): April 20, 2022 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Numb

April 18, 2022 DEF 14A

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934

DEF 14A 1 blgo20220415cdef14a.htm FORM DEF 14A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-

April 14, 2022 POS AM

As filed with the Securities and Exchange Commission on April 13, 2022

POS AM 1 blgo20220412posam.htm POS AM Table of Contents As filed with the Securities and Exchange Commission on April 13, 2022 Registration No. 333-233534 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Post-Effective Amendment No. 3 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BIOLARGO, INC. (Exact name of registrant as specified in its charter) Delawa

April 14, 2022 POS AM

As filed with the Securities and Exchange Commission on April 13, 2022

Table of Contents As filed with the Securities and Exchange Commission on April 13, 2022 Registration No.

April 14, 2022 POS AM

As filed with the Securities and Exchange Commission on April 13, 2022

POS AM 1 blgo20220411posam.htm POS AM As filed with the Securities and Exchange Commission on April 13, 2022 Registration No. 333-237651 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Post-Effective Amendment No. 2 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BIOLARGO, INC. (Exact name of registrant as specified in its charter) Delaware 2800 65-0159115

April 4, 2022 EX-99.1

BioLargo Annual Report for 2021 Highlights Active Commercial Catalysts, Expanding Partnerships, and Improved Balance Sheet

Exhibit 99.1 BioLargo Annual Report for 2021 Highlights Active Commercial Catalysts, Expanding Partnerships, and Improved Balance Sheet Westminster, CA ? March 31, 2022 ? BioLargo, Inc. (OTCQB:BLGO), a developer of sustainable cleantech technologies and full-service environmental engineering company, filed its Annual Report on Form 10-K with the SEC today for the year ended December 31, 2021 (www.

April 4, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): March 31, 2022 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Numb

April 4, 2022 EX-99.2

Presentation slides

Exhibit 99.2

April 4, 2022 PRE 14A

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934

PRE 14A 1 blgo20220404pre14a.htm FORM PRE 14A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6

March 31, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 000-19

March 31, 2022 EX-21.1

List of Subsidiaries of the Registrant.

Exhibit 21.1 List of Subsidiaries of Registrant BioLargo Life Technologies, Inc., a California corporation ONM Environmental, Inc., a California corporation Clyra Medical Technologies, Inc., a California corporation* BioLargo Water Investment Group, Inc., a California corporation BioLargo Water, Inc., a Canadian corporation** BioLargo Development Corp., a California corporation BioLargo Engineerin

March 24, 2022 8-K

Financial Statements and Exhibits

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): March 22, 2022 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Numb

March 24, 2022 EX-10.3

2022 Engagement Extension Agreement with CFO

Exhibit 10.3 BioLargo, Inc. 2022 Engagement Extension Agreement This Engagement Extension Agreement (the ?Extension?) references the Engagement Agreement and Scope Letter dated February 1, 2008 (?2008 Agreement?) by and between CFO 911 (Charles K. Dargan II) (the ?Advisor)? and BioLargo, Inc. (the ?Company?), and written extensions to the Agreement (the ?Prior Extensions?), pursuant to which Charl

March 8, 2022 EX-10.5

Agreement dated March 1, 2022, by and between Scion Solutions, LLC, Clyra Medical Technologies, Inc., and BioLargo, Inc

Exhibit 10.5 AGREEMENT THIS AGREEMENT (?Agreement?) is made and entered into as of this 1st day of March, 2022 (the ?Effective Date?), by and between Clyra Medical Technologies, Inc., a California corporation (?Clyra?), BioLargo, Inc., a Delaware corporation (?BioLargo?), Scion Solutions, LLC, an Indiana limited liability company (?Scion?), the undersigned members of Scion (?Scion Members?), and f

March 8, 2022 EX-10.6

Agreement dated March 1, 2022, by and between Clyra Medical Technologies, Inc., and BioLargo, Inc.

Exhibit 10.6 AGREEMENT THIS AGREEMENT (?Agreement?) is made and entered into as of this 3rd day of March, 2022, by and between Clyra Medical Technologies, Inc., a California corporation (?Clyra?), and BioLargo, Inc., a Delaware corporation (?BioLargo?), with respect to the following: R E C I T A L S : A. Clyra, BioLargo, and Scion Solutions, LLC (?Scion?), are parties to a series of agreements (th

March 8, 2022 8-K

Financial Statements and Exhibits

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): March 3, 2022 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Numbe

November 15, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021. or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-1970

August 16, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021. or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-19709 BIO

June 17, 2021 8-K

Submission of Matters to a Vote of Security Holders

8-K 1 blgo202106168k.htm FORM 8-K 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): June 15, 2021 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of inc

June 15, 2021 EX-99.1

Presentation slides

Exhibit 99.1

June 15, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): June 15, 2021 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Numbe

May 19, 2021 8-K

Financial Statements and Exhibits

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): May 17, 2021 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Number

May 19, 2021 EX-4.11

Final Payoff Agreement dated May 17, 2021 to Promissory Note issued to Vernal Bay Investments, LLC on September 19, 2018

Exhibit 4.11 FINAL PAYOFF AGREEMENT TO THE PROMISSORY NOTE DATED SEPTEMBER 19, 2018 THIS FINAL PAYOFF AGREEMENT TO THE PROMISSORY NOTE DATED SEPTEMBER 19, 2018 (?Agreement?) is made and entered into as of this May 17, 2021, by and between BIOLARGO, INC., a Delaware corporation (?Issuer?), and VERNAL BAY INVESTMENTS, LLC (the ?Holder?), with respect to the following: WHEREAS, Issuer issued to Holde

May 19, 2021 EX-4.07

Second Amendment dated August 12, 2019, to Promissory Note issued to Chappy Bean, LLC dated September 19, 2018

Exhibit 4.07 SECOND AMENDMENT TO THE PROMISSORY NOTE DATED SEPTEMBER 19, 2018 THIS SECOND AMENDMENT TO THE PROMISSORY NOTE DATED SEPTEMBER 19, 2018 (?Amendment?) is made and entered into as of this August 16, 2019 by and between BIOLARGO, INC., a Delaware corporation (?Issuer?), and Chappy Bean, LLC (the ?Holder?), with respect to the following: WHEREAS, Issuer issued to Holder a 12% Promissory No

May 19, 2021 EX-4.09

Third Amendment dated August 10, 2020 to Promissory Note issued to Vernal Bay Investments, LLC on September 19, 2018

Exhibit 4.09 THIRD AMENDMENT TO THE PROMISSORY NOTE DATED SEPTEMBER 19, 2018 THIS THIRD AMENDMENT TO THE PROMISSORY NOTE DATED SEPTEMBER 19, 2018 (?Amendment?) is made and entered into as of this August 10, 2020, by and between BIOLARGO, INC., a Delaware corporation (?Issuer?), and VERNAL BAY INVESTMENTS, LLC (the ?Holder?), with respect to the following: WHEREAS, Issuer issued to Holder a 12% Pro

May 19, 2021 EX-4.12

Final Payoff Agreement dated May 18, 2021 to Promissory Note issued to Chappy Bean, LLC dated September 19, 2018

Exhibit 4.12 FINAL PAYOFF AGREEMENT TO THE PROMISSORY NOTE DATED SEPTEMBER 19, 2018 THIS FINAL PAYOFF AGREEMENT TO THE PROMISSORY NOTE DATED SEPTEMBER 19, 2018 (?Agreement?) is made and entered into as of this May 18, 2021, by and between BIOLARGO, INC., a Delaware corporation (?Issuer?), and CHAPPY BEAN, LLC (the ?Holder?), with respect to the following: WHEREAS, Issuer issued to Holder a 12% Pro

May 19, 2021 EX-4.10

Third Amendment dated August 10, 2020, to Promissory Note issued to Chappy Bean, LLC dated September 19, 2018

EX-4.10 5 ex251823.htm EXHIBIT 4.10 Exhibit 4.10 THIRD AMENDMENT TO THE PROMISSORY NOTE DATED SEPTEMBER 19, 2018 THIS THIRD AMENDMENT TO THE PROMISSORY NOTE DATED SEPTEMBER 19, 2018 (“Amendment”) is made and entered into as of this August 10, 2020, by and between BIOLARGO, INC., a Delaware corporation (“Issuer”), and Chappy Bean, LLC (the “Holder”), with respect to the following: WHEREAS, Issuer i

May 19, 2021 EX-4.08

Amended and restated note issued to Chappy Bean on August 12, 2019

Exhibit 4.08 CONVERTIBLE PROMISSORY NOTE THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?) OR APPLICABLE STATE SECURITIES LAWS, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT FOR SUCH SECURITIES UNDER THE SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS

May 17, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021. or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-19709 BI

April 22, 2021 DEF 14A

- FORM DEF 14A

Table of Contents SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy S

April 13, 2021 424B4

PROSPECTUS 18,290,084 shares of common stock

April 12 Filed pursuant to Rule 424(b)(4) Registration No. 333-237651 PROSPECTUS 18,290,084 shares of common stock This prospectus relates to the offer and sale of up to 18,290,084shares of common stock, par value $0.00067, of Biolargo, Inc., a Delaware corporation, by Lincoln Park Capital Fund, LLC, whom we refer to in this prospectus as “Lincoln Park” or the “selling stockholder.” The shares of

April 12, 2021 424B4

PROSPECTUS 36,090,857 shares of common stock

April 12 Filed pursuant to Rule 424(b)(4) Registration No. 333-215730 PROSPECTUS 36,090,857 shares of common stock This prospectus relates to the sale of up to 36,090,857 shares of our common stock by persons who have purchased shares in a series of private placements. The aforementioned persons are sometimes referred to in this prospectus as the selling stockholders. The shares offered under this

April 12, 2021 424B4

PROSPECTUS 26,669,650 shares of common stock

April 12 Filed pursuant to Rule 424(b)(4) Registration No. 333-233534 PROSPECTUS 26,669,650 shares of common stock This prospectus relates to the offer and sale of up to 26,669,650 shares of common stock, par value $0.00067, of BioLargo, Inc., a Delaware corporation, by the selling stockholders identified herein (referred to collectively herein as the ?selling stockholders,? or individually as a ?

April 12, 2021 424B4

PROSPECTUS 13,801,119 shares of common stock

Filed pursuant to Rule 424(b)(4) Registration No. 333-222572 PROSPECTUS 13,801,119 shares of common stock This prospectus relates to the offer and sale of up to 13,801,119 shares of common stock, par value $0.00067, of BioLargo, Inc., a Delaware corporation, by (i) Vista Capital Investments, LLC (?Vista Capital?), (ii) FirstFire Global Opportunities Fund, LLC (?FirstFire?), (iii) Black Mountain Eq

April 8, 2021 POS AM

- FORM POS AM

POS AM 1 blgo20210406dposam.htm FORM POS AM Table of Contents As filed with the Securities and Exchange Commission on April 7, 2021 Registration No. 333-237651 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Post-Effective Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BIOLARGO, INC. (Exact name of registrant as specified in its charter) D

April 7, 2021 POS AM

- FORM POS AM

POS AM 1 blgo20210406bposam.htm FORM POS AM Table of Contents As filed with the Securities and Exchange Commission on April 7, 2021 Registration No. 333-233534 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Post-Effective Amendment No. 2 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BIOLARGO, INC. (Exact name of registrant as specified in its charter) D

April 7, 2021 POS AM

- FORM POS AM

POS AM 1 blgo20210406posam.htm FORM POS AM Table of Contents As filed with the Securities and Exchange Commission on April 7, 2021 Registration No. 333-215730 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Post-Effective Amendment No. 4 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BIOLARGO, INC. (Exact name of registrant as specified in its charter) De

April 7, 2021 POS AM

- FORM POS AM

POS AM 1 blgo20210406cposam.htm FORM POS AM Table of Contents As filed with the Securities and Exchange Commission on April 7, 2021 Registration No. 333-222572 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Post-Effective Amendment No. 4 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BIOLARGO, INC. (Exact name of registrant as specified in its charter) D

April 2, 2021 PRE 14A

- FORM PRE 14A

PRE 14A 1 blgo20210325pre14a.htm FORM PRE 14A Table of Contents SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permi

March 31, 2021 EX-99.2

BioLargo 2020 Annual Report Highlights Expanding Commercial Traction for its Cleantech Technologies, Record Revenue Growth and Improved Balance Sheet

EX-99.2 3 ex238397.htm EXHIBIT 99.2 Exhibit 99.2 BioLargo 2020 Annual Report Highlights Expanding Commercial Traction for its Cleantech Technologies, Record Revenue Growth and Improved Balance Sheet Westminster, CA – March 31, 2021 – BioLargo, Inc. (OTCQB:BLGO), a developer of sustainable cleantech technologies and full-service environmental engineering company, filed its Annual Report on Form 10-

March 31, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): March 30, 2021 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Numb

March 31, 2021 EX-99.3

Presentation slides

EX-99.3 4 ex238398.htm EXHIBIT 99.3 Exhibit 99.3

March 31, 2021 EX-99.1

BioLargo Year End 2020 Earnings Results Webcast and Conference Call Wednesday, March 31, 2021 - 5:00 PM Eastern Time

EX-99.1 2 ex238396.htm EXHIBIT 99.1 Exhibit 99.1 BioLargo Year End 2020 Earnings Results Webcast and Conference Call Wednesday, March 31, 2021 - 5:00 PM Eastern Time Westminster, CA – March 30, 2021 – BioLargo, Inc. (OTCQB:BLGO), a developer of sustainable clean- technologies and full-service environmental engineering company to host investor webcast and conference call on Wednesday March 31, 2021

March 30, 2021 EX-21.1

List of Subsidiaries of the Registrant.

Exhibit 21.1 List of Subsidiaries of Registrant BioLargo Life Technologies, Inc., a California Corporation ONM Environmental, Inc., a California Corporation Clyra Medical Technologies, Inc., a California Corporation* BioLargo Water Investment Group, Inc., a California Corporation BioLargo Water, Inc., a Canadian Corporation** BioLargo Development Corp., a California Corporation BioLargo Engineerin

March 30, 2021 EX-4.49

Amendment to $50,000 Convertible Note dated March 8, 2018

EX-4.49 2 ex237877.htm EXHIBIT 4.49 Exhibit 4.49 Amendment to Promissory Note THIS AMENDMENT TO PROMISSORY NOTE (the “Amendment”) is entered into as of March 1, 2021 (the “Effective Date”), by and among BioLargo, Inc., a Delaware corporation (“BioLargo”), and Bruce Kelber (“Kelber”), with reference to the following described “Note”: Issuance Date: March 8, 2018 Maturity Date: none – demand note No

March 30, 2021 EX-4.50

Warrant issued to $50,000 Convertible Noteholder on March 1, 2020

Exhibit 4.50 BIOLARGO, INC. WARRANT TO PURCHASE COMMON STOCK THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) OR APPLICABLE STATE SECURITIES LAWS, AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT FOR SUCH SECURITIES UNDER THE SECURITIES ACT AND APPLICABLE ST

March 30, 2021 10-K

Annual Report - FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 000-19

March 19, 2021 8-K

Financial Statements and Exhibits

8-K 1 blgo202103188k.htm FORM 8-K 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): March 18, 2021 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of in

March 19, 2021 EX-10.3

2021 Engagement Extension Agreement with CFO

Exhibit 10.3 BioLargo, Inc. 2021 Engagement Extension Agreement This Engagement Extension Agreement (the ?Extension?) references the Engagement Agreement and Scope Letter dated February 1, 2008 (?2008 Agreement?) by and between CFO 911 (Charles K. Dargan II) (the ?Advisor)? and BioLargo, Inc. (the ?Company?), and written extensions to the Agreement (the ?Prior Extensions?), pursuant to which Charl

March 5, 2021 8-K

Financial Statements and Exhibits

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): March 1, 2021 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Numbe

January 25, 2021 EX-99.1

Record Revenue in 2020

EX-99.1 2 ex222245.htm EXHIBIT 99.1 Exhibit 99.1 BioLargo Generates Record Revenue in 2020 President and CEO Dennis P. Calvert to highlight significant growth opportunities at upcoming investor conference this Tuesday, January 26th, 2021. Westminster, CA – January 25, 2021 – BioLargo, Inc. (OTCQB:BLGO), a developer of sustainable technologies and a full-service environmental engineering company, t

January 25, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): January 25, 2021 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Nu

December 21, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K

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): December 21, 2020 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File N

December 21, 2020 EX-99.1

Report Record

EX-99.1 2 ex218597.htm EXHIBIT 99.1 Exhibit 99.1 BioLargo to Report Record Revenues in Fourth Quarter of 2020 Westminster, CA – December 21, 2020 – BioLargo, Inc. (OTCQB:BLGO), a developer of sustainable technologies and a full-service environmental engineering company, today announced that its current fourth quarter revenues of approximately $750,000 will result in new quarterly and annual record

November 16, 2020 10-Q

Quarterly Report - FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020. or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-1970

August 14, 2020 10-Q

Quarterly Report - FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020. or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-19709 BIO

August 14, 2020 EX-4.22

Warrant issued in 2020 Unit Offering

EX-4.22 2 ex199467.htm EXHIBIT 4.22 Exhibit 4.22 [FORM OF UNIT OFFERING WARRANT] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNE

August 4, 2020 EX-99.1

BioLargo sales climb as balance sheet improves

EX-99.1 2 ex196865.htm EXHIBIT 99.1 Exhibit 99.1 BioLargo sales climb as balance sheet improves Westminster, CA – August 4, 2020 – BioLargo, Inc. (OTCQB:BLGO), developer of sustainable technologies and a full-service environmental engineering company, announced today that company-wide sales in July had more than doubled its historical monthly average. Led by subsidiary Clyra Medical’s introduction

August 4, 2020 8-K

Regulation FD Disclosure, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

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): August 4, 2020 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Numb

July 28, 2020 8-K

Submission of Matters to a Vote of Security Holders - FORM 8-K

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): July 23, 2020 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Numbe

July 20, 2020 DEFA14A

- FORM DEFA14A

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☒ Definit

July 7, 2020 EX-10.8

Revolving Line of Credit Note issued by Clyra Medical to Vernal Bay on June 30, 2020

EX-10.8 6 ex193297.htm EXHIBIT 10.8 Exhibit 10.8 REVOLVING LINE OF CREDIT NOTE FOR VALUE RECEIVED, Clyra Medical Technologies, Inc., a California corporation (“Borrower”) promises to pay to Vernal Bay Capital Group, LLC, a California limited liability company (the “Lender”), or to order, the principal sum of One Million Dollars ($1,000,000) or the aggregate unpaid principal amount of all Advances

July 7, 2020 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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): June 30, 2020 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Numbe

July 7, 2020 EX-10.3

Amendment dated June 30, 2020 to License Agreement with Clyra Medical Technologies, Inc.

EX-10.3 2 ex193293.htm EXHIBIT 10.3 Exhibit 10.3 SECOND AMENDMENT TO LICENSE AGREEMENT THIS SECOND AMENDMENT TO LICENSE AGREEMENT (“Amendment”) is made and entered into as of this June 30, 2020, by and between BIOLARGO, INC., a Delaware corporation, and its wholly owned subsidiary BioLargo Life Technologies, Inc., a California corporation (collectively, “Licensor”), and CLYRA MEDICAL TECHNOLOGIES,

July 7, 2020 EX-10.6

Revolving Line of Credit Agreement dated June 30, 2020, between Clyra Medical and Vernal Bay

Exhibit 10.6 REVOLVING LINE OF CREDIT AGREEMENT This Revolving Line of Credit Agreement is made and entered into this 30th day of June, 2020 (the “Effective Date”), by and between Vernal Bay Capital Group, LLC, a California limited liability company (the “Lender”), and Clyra Medical Technologies, Inc., a California corporation (“Borrower”). In consideration of the mutual covenants and agreements c

July 7, 2020 EX-10.5

Amendment dated June 30, 2020 to Consulting Agreement dated December 30, 2015 between Clyra Medical and Beach House Consulting LLC

Exhibit 10.5 SECOND AMENDMENT TO CONSULTING AGREEMENT THIS SECOND AMENDMENT TO CONSULTING AGREEMENT (“Amendment”) is made and entered into as of this June 30, 2020, by and between Beach House Consulting, LLC, a Minnesota limited liability company (“Consultant”) and Clyra Medical Technologies, Inc., a California corporation (“Client”), with respect to the following: r e c i t a l s : A. Consultant

July 7, 2020 EX-10.7

Security Agreement dated June 30, 2020, between Clyra Medical and Vernal Bay

Exhibit 10.7 SECURITY AGREEMENT This SECURITY AGREEMENT is dated as of June 30, 2020, and made by and between Clyra Medical Technologies, Inc., a California corporation, with offices at 4830 West Kennedy Blvd., Ste. 600, Tampa, FL 33069 (“Debtor”), and Vernal Bay Capital Group, LLC, a California limited liability company, with offices at 1601 Dove Street, Suite 250, Newport Beach CA 92660 (“Secure

July 2, 2020 EX-24

LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS

roberts poa.htm Exhibit 24 LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby constitutes and appoints John R. Browning acting singly and with full power of substitution, the undersigned’s true and lawful attorney-in-fact to: 1. execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer or director o

May 27, 2020 DEF 14A

- FORM DEF 14A

DEF 14A 1 blgo20200526def14a.htm FORM DEF 14A Table of Contents SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permi

May 19, 2020 10-Q

Quarterly Report - FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020. or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-19709 BI

May 18, 2020 NT 10-Q/A

- FORM NT 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25/A NOTIFICATION OF LATE FILING Amendment No. 1 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2020 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition

May 15, 2020 NT 10-K

- FORM NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2020 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period Ended: ===

May 7, 2020 PRER14A

- FORM PRER14A

Table of Contents SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Amendment No. 1 PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ De

April 30, 2020 424B4

PROSPECTUS 26,669,650 shares of common stock

Table of Contents Filed pursuant to Rule 424(b)(4) Registration No. 333-233534 PROSPECTUS 26,669,650 shares of common stock This prospectus relates to the offer and sale of up to 26,669,650 shares of common stock, par value $0.00067, of BioLargo, Inc., a Delaware corporation, by the selling stockholders identified herein (referred to collectively herein as the “selling stockholders,” or individual

April 30, 2020 424B4

PROSPECTUS 13,801,119 shares of common stock

Table of Contents Filed pursuant to Rule 424(b)(4) Registration No. 333-222572 PROSPECTUS 13,801,119 shares of common stock This prospectus relates to the offer and sale of up to 13,801,119 shares of common stock, par value $0.00067, of BioLargo, Inc., a Delaware corporation, by (i) Vista Capital Investments, LLC (“Vista Capital”), (ii) FirstFire Global Opportunities Fund, LLC (“FirstFire”), (iii)

April 30, 2020 424B4

PROSPECTUS 36,090,857 shares of common stock

Table of Contents Filed pursuant to Rule 424(b)(4) Registration No. 333-215730 PROSPECTUS 36,090,857 shares of common stock This prospectus relates to the sale of up to 36,090,857 shares of our common stock by persons who have purchased shares in a series of private placements. The aforementioned persons are sometimes referred to in this prospectus as the selling stockholders. The shares offered u

April 28, 2020 POS AM

- FORM POS AM

Table of Contents As filed with the Securities and Exchange Commission on April 27, 2020 Registration No.

April 28, 2020 POS AM

- FORM POS AM

Table of Contents As filed with the Securities and Exchange Commission on April 27, 2020 Registration No.

April 28, 2020 PRE 14A

- FORM PRE 14A

Table of Contents SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy S

April 27, 2020 POS AM

- FORM POS AM

Table of Contents As filed with the Securities and Exchange Commission on April 27, 2020 Registration No.

April 21, 2020 424B4

44,714,286 shares of common stock

Filed pursuant to Rule 424(b)(4) Registration Number 333-237651 PROSPECTUS 44,714,286 shares of common stock This prospectus relates to the offer and sale of up to 44,714,286 shares of common stock, par value $0.

April 16, 2020 DEL AM

BLGO / BioLargo, Inc. DEL AM - - FORM DEL AM

BioLargo, Inc. 14921 Chestnut St. Westminster, CA 92683 April 16, 2020 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: BioLargo, Inc. Registration Statement on Form S-1 Filed April 10, 2020 File No. 333-237651 Ladies and Gentlemen: This letter follows your conversation with our outside counsel regarding the above-referenced

April 10, 2020 EX-21.1

List of Subsidiaries of the Registrant

Exhibit 21.1 List of Subsidiaries of Registrant BioLargo Life Technologies, Inc., a California Corporation Odor-No-More, Inc., a California Corporation Clyra Medical Technologies, Inc., a California Corporation* BioLargo Water Investment Group, Inc., a California Corporation BioLargo Water, Inc., a Canadian Corporation** BioLargo Development Corp., a California Corporation BioLargo Engineering, Sc

April 10, 2020 S-1

BLGO / BioLargo, Inc. S-1 - Registration Statement - FORM S-1

As filed with the Securities and Exchange Commission on April 10, 2020 Registration No.

April 7, 2020 EX-24

LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS

roberts poa.htm Exhibit 24 LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these presents, that the undersigned hereby constitutes and appoints John R. Browning acting singly and with full power of substitution, the undersigned’s true and lawful attorney-in-fact to: 1. execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer or director o

March 31, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): March 31, 2020 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Numb

March 31, 2020 EX-10.1

Purchase Agreement, dated as of March 30, 2020 by and between BioLargo, Inc. and Lincoln Park Capital Fund, LLC.

Exhibit 10.1 Execution Version PURCHASE AGREEMENT PURCHASE AGREEMENT (the “Agreement”), dated as of March 30, 2020, by and between BIOLARGO, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”). WHEREAS: Subject to the terms and conditions set forth in this Agreement, the Company wishes to sell to the Investor, and

March 31, 2020 EX-4.1

Registration Rights Agreement, dated as of March 30, 2020, by and between BioLargo, Inc. and Lincoln Park Capital Fund, LLC

Exhibit 4.1 Execution Version REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of March 30, 2020, by and between BIOLARGO, INC., a Delaware corporation (the "Company"), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with it permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein sha

March 31, 2020 EX-99.1

BioLargo 2019 Annual Report Highlights Record Revenues,

Exhibit 99.1 BioLargo 2019 Annual Report Highlights Record Revenues, New Channel Partnerships, and Commercialization Milestones Iodine Solutions in the Works to Help Combat COVID-19 Crisis Westminster, CA – March 31, 2020 – BioLargo, Inc. (OTCQB:BLGO), an innovator of technology-based products and environmental engineering solutions provider, filed with the SEC its 2019 Annual Report on Form 10-K

March 31, 2020 EX-21.1

List of Subsidiaries of the Registrant

Exhibit 21.1 List of Subsidiaries of Registrant BioLargo Life Technologies, Inc., a California Corporation Odor-No-More, Inc., a California Corporation Clyra Medical Technologies, Inc., a California Corporation* BioLargo Water Investment Group, Inc., a California Corporation BioLargo Water, Inc., a Canadian Corporation** BioLargo Development Corp., a California Corporation BioLargo Engineering, Sc

March 31, 2020 10-K

BLGO / BioLargo, Inc. 10-K - Annual Report - FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year ended December 31, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 000-19

March 31, 2020 8-K

Financial Statements and Exhibits

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): March 30, 2020 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Numb

March 30, 2020 NT 10-K

BLGO / BioLargo, Inc. NT 10-K - - FORM NT 10-K

NT 10-K 1 blgo20200330nt10k.htm FORM NT 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2019 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report o

March 23, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): March 20, 2020 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Numb

March 23, 2020 EX-99.1

Continuing Operations

Exhibit 99.1 BioLargo Continuing Operations Through the COVID-19 Crisis Answering the call for hand sanitizer production Westminster, CA – March 23, 2020 – BioLargo, Inc. (OTCQB:BLGO), developer of sustainable technologies and a full-service environmental engineering company, today released a statement from its President & CEO, Dennis P. Calvert about how it and its subsidiaries are handling the o

March 3, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): March 3, 2020 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File Numbe

March 3, 2020 EX-99.1

Slide presentation

Exhibit 99.1

February 27, 2020 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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 25, 2020 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File N

February 27, 2020 EX-10.3

2020 Engagement Extension Agreement with CFO

Exhibit 10.3 BioLargo, Inc. 2020 Engagement Extension Agreement This Engagement Extension Agreement (the “Extension”) references the Engagement Agreement and Scope Letter dated February 1, 2008 (“2008 Agreement”) by and between CFO 911 (Charles K. Dargan II) (the “Advisor)” and BioLargo, Inc. (the “Company”), and written extensions to the Agreement (the “Prior Extensions”), pursuant to which Charl

February 12, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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 12, 2020 BioLargo, Inc. (Exact name of registrant as specified in its charter) Delaware 000-19709 65-0159115 (State or other jurisdiction of incorporation) (Commission File N

February 12, 2020 EX-99.1

Expands Global

Exhibit 99.1 Draft Press Release for BKT Review BioLargo Expands Global Reach, Signs Joint Venture Agreement with BKT & Tomorrow Water featuring CupriDyne Clean Based Products Westminster, CA – February 12, 2020 – BioLargo, Inc. (OTCQB:BLGO), developer of sustainable technologies and a full-service environmental engineering company announced that it had executed a “Joint Venture Framework Agreemen

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