Note

12.

Subsequent Events.

Management has evaluated subsequent events through the date of the filing of this Quarterly Report and management noted the following for disclosure.

Conversion of Unit Notes

May 7, 2018,

we (BioLargo, Inc., the “Company”) issued

15,747,482

shares of our common stock in satisfaction of

$4,133,738

of convertible promissory notes issued in our “unit” offerings at varying conversion prices, maturing on the following dates:

Note Description	Principal Outstanding March 31, 2018		Amount Converted to Stock			Principal Amount Remaining
Convertible notes, mature June 1, 2018	$	4,468,847	$	(3,154,467	)	$	1,314,380
Convertible notes, mature June 17, 2019	$	283,571	$	(283,571	)		---
Convertible notes, mature December 31, 2019	$	292,000	$	(217,000	)	$	75,000
Convertible notes, mature June 20, 2020	$	603,700	$	(478,700	)	$	125,000

These conversions were voluntary on the part of the noteholders and prior to the various maturity dates on notes that were issued in prior “unit” offerings conducted by the Company (

2015

Unit Offering, Winter

2016

Unit Offering, and Summer

2017

Unit Offering). We offered these noteholders incentives to convert their notes early. Noteholders with conversion prices of

$0.25

and

$0.30

were offered incentive shares equal to

one

and

one

-half times the number of shares issuable for the payment of interest that would accrue from the last interest payment date of

March 20, 2018,

through the maturity of the note, at a fixed price of

$0.25

per share (for example, a note that would have yielded

$1,000

in interest, would receive

1,000

times

1.5

divided by

0.25

equals

6,000

incentive shares). We offered holders of notes with conversion prices higher than

$0.30

the ability to reduce their conversion price to

$0.30

by paying additional funds equal to

six

twenty

percent of their original investment (

for notes with original conversion prices of

$0.35,

and

20%

for notes with original conversion prices of

$0.55

and

$0.57

). The additional funds did

not

increase the amount of the note payable, nor did the reduced conversion price affect the number of shares purchasable under the warrant issued with their “unit” investment. Holders of

notes elected to pay an aggregate

$261,781

to reduce the conversion prices of their notes to

$0.30.