Other Information
−Removed: On December 13, 2022, we entered into a purchase agreement (the “Purchase Agreement”) and a registration rights agreement (the “Registration Rights Agreement”), with Lincoln Park Capital Fund, LLC (“Lincoln Park”), pursuant to which Lincoln Park has committed to purchase up to $10.0 million of the Company’s common stock, par value $0.00067 per share (the “Common Stock”), subject to certain limitations and the satisfaction of the conditions set forth in the Purchase Agreement.
−Removed: (See Item 9B titled “Other Information”, and the subheading “Lincoln Park”, for additional information.)
−Removed: During the three months ended March 31, 2024 , we sold 766,175 shares of our common stock to Lincoln Park, and received $260,000 in gross and net proceeds.
+Added: Extension of Agreement with Chief Financial Officer
+Added: On August 13, 2024, we and our Chief Financial Officer Charles K.
+Added: Dargan, II agreed to extend the term of his engagement agreement dated February 1, 2008 ( the “Engagement Agreement”, which had been previously extended multiple times), pursuant to which Mr.
+Added: Dargan has been and continues to serve as our Chief Financial Officer.
+Added: The Engagement Extension Agreement dated as August 13, 2024 ( the “Engagement Extension Agreement”) expires January 31, 2025 ( the “Extended Term”), at which time the agreement will automatically renew for subsequent one -year periods.
+Added: As the sole compensation for the Extended Term, Mr.
+Added: Dargan was issued an option (“Option”) to purchase 300,000 shares of the Company’s common stock.
+Added: The Option vests over the period of the Extended Term in monthly installments of 25,000 shares, so long as the agreement is in full force and effect.
+Added: The Option is exercisable at $0.24 per share, the closing price of BioLargo’s common stock on the August 13, 2024 grant date, expires ten years from the grant date, and was issued pursuant to the Company’s 2024 Equity Incentive Plan.
+Added: The Option is Mr.
+Added: Dargan’s sole compensation for the Extended Term.
+Added: As was the case in all prior terms of his engagement, there is no cash component of his compensation for the Extended Term.
+Added: Dargan is eligible to be reimbursed for business expenses he incurs in connection with the performance of his services as the Company’s Chief Financial Officer (although he has made no such requests for reimbursement in the past).
+Added: All other provisions of the Engagement Agreement not expressly amended pursuant to the Engagement Extension Agreement remain the same, including provisions regarding indemnification and arbitration of disputes.
+Added: Upon each renewal of the agreement, Mr.
+Added: Dargan will be issued an option to purchase 300,000 shares, at an exercise price equal to the closing price of the Company's common stock on the prior business day, vesting over one year.
See the Exhibit Index for a list of exhibits filed as part of this report and incorporated herein by reference.
49 unchanged sentences
Form of Share Exchange Agreement between BioLargo, Inc., and purchasers of BioLargo Energy Technologies, Inc.
+Added: 2024 Engagement Extension Agreement with CFO
+Added: filed herewith
Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 and Rules 13(a)-14 and 15(d)-14 under the Securities Exchange Act of 1934
15 unchanged sentences
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
+Added: August 14, 2024
BIOLARGO, INC.
1 unchanged sentence
Chief Executive Officer
+Added: August 14, 2024
/s/ CHARLES K.
1 unchanged sentence
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.