Statement of Changes in Beneficial Ownership (4)
May 05 2020 - 4:40PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
DARGAN CHARLES K |
2. Issuer Name and Ticker or Trading Symbol
BIOLARGO, INC.
[
BLGO
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Financial Officer |
(Last)
(First)
(Middle)
18851 NE 29TH AVENUE, SUITE 700 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/1/2020 |
(Street)
AVENTURA, FL 3318
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Option to purchase common stock | $0.14 | 5/1/2020 | | A | | 7500 | | 5/1/2020 | 5/1/2030 | Common stock | 7500 | $0 (1) | 3434000 (2) | D | |
Option to purchase common stock | $0.14 | 5/1/2020 | | A | | 214286 | | 8/1/2020 (3) | 5/1/2030 | Common stock | 214286 | $0 (4) | 3648286 | D | |
Explanation of Responses: |
(1) | This Option was granted to Reporting Person to replace an option to purchase 30,000 shares that had been issued approximately 10 years ago to compensate Reporting Person for services to the Issuer and had recently expired unexercised due to a discrepancy between the original exercise price and current Issuer stock price, pursuant to plan adopted by the Issuer's Compensation Committee. |
(2) | This amount reflects, in addition to the reported option, grant, the expiration on April 30, 2020, of an option to purchase 30,000 shares of common stock. |
(3) | This option vests in four equal installments every three months beginning August 1, 2020. |
(4) | On May 1, 2020, in recognition of recent accomplishments in response to the COVID-19 pandemic, the Issuer's Compensation Committee granted options to the Issuer's employees under the 2018 Equity Incentive Plan, including the option reported herein. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
DARGAN CHARLES K 18851 NE 29TH AVENUE SUITE 700 AVENTURA, FL 3318 |
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| Chief Financial Officer |
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Signatures
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/s/ John R. Browning, Attorney-in-fact | | 5/5/2020 |
**Signature of Reporting Person | Date |
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