-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GOtwOXw45hbZDde8dSdks4R5DPGzpJYkun2LPaxNDvcahMCgDTRuQTBJlCMwW2de BVg15yHLrUSbRXNaSjU4Lg== 0001437749-10-002556.txt : 20100810 0001437749-10-002556.hdr.sgml : 20100810 20100810172931 ACCESSION NUMBER: 0001437749-10-002556 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20100804 ITEM INFORMATION: Other Events FILED AS OF DATE: 20100810 DATE AS OF CHANGE: 20100810 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BIOLARGO, INC. CENTRAL INDEX KEY: 0000880242 STANDARD INDUSTRIAL CLASSIFICATION: CHEMICALS & ALLIED PRODUCTS [2800] IRS NUMBER: 650159115 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-19709 FILM NUMBER: 101005930 BUSINESS ADDRESS: STREET 1: 2603 MAIN ST. STREET 2: SUITE 1155 CITY: IRVINE STATE: CA ZIP: 92614 BUSINESS PHONE: 949-643-9540 MAIL ADDRESS: STREET 1: 2603 MAIN ST. STREET 2: SUITE 1155 CITY: IRVINE STATE: CA ZIP: 92614 FORMER COMPANY: FORMER CONFORMED NAME: NUWAY MEDICAL INC DATE OF NAME CHANGE: 20030205 FORMER COMPANY: FORMER CONFORMED NAME: NUWAY ENERGY INC DATE OF NAME CHANGE: 20010815 FORMER COMPANY: FORMER CONFORMED NAME: LATIN AMERICAN CASINOS INC DATE OF NAME CHANGE: 19960520 8-K 1 biolargo_8k-081010.htm FORM 8-K biolargo_8k-081010.htm
 
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, 2010
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)
  
(IRS Employer
Identification No.)
 
16333 Phoebe Avenue
La Mirada, CA 90638
  
90638
(Address of principal executive offices)
  
(Zip Code)
 
Registrant’s telephone number, including area code: (949) 643-9540
 
(Former name or former address, if changed since last report)
 
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17CFR 240.14d-2(b))
 
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17CFR 240.13e-4(c))
 
 
 
 
Item 8.01        Other Information
 
Reduction of Payables
 
On August 4, 2010, in an effort to preserve the Company’s cash and reduce outstanding payables, the Board offered to third parties, officers and board members the opportunity to convert outstanding payable amounts into common stock (“Stock”) or an option (“Option”) to purchase common stock in lieu of cash payment. The Stock would be issued at $0.30 per share, or $0.33 per share for either of Dennis P. Calvert or Kenneth R. Code.  Options may be exercised at $0.30 cents a share, would be issued pursuant to the Company’s 2007 Equity Incentive Plan, and would expire five years from the date of issuance. The Company’s common stock closed trading at $0.23 a share on August 4, 2010.
 
As of the date of this Report, the Company has reduced its outstanding payables by an aggregate $875,013 by issuing an aggregate 1,554,604 shares of Stock, and issuing Options to purchase an aggregate 1,818,831 shares of common stock.

 
SIGNATURES
 
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 hereunto duly authorized.
 
               
Date: August 10, 2010
      
BIOLARGO, INC.
         
           
By:
/s/ Dennis P. Calvert
             
Dennis P. Calvert
             
President and Chief Executive Officer


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