Form 10-Q - Quarterly report [Sections 13 or 15(d)]

Date: August 14, 2023

/s/ DENNIS P. CALVERT

Dennis P. Calvert

Chief Executive Officer

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.

☐	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

BIOLARGO, INC.

(Exact name of registrant as specified in its charter)

Delaware

65-0159115

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification No.)

14921 Chestnut St.

Westminster, CA 92683

(Address of principal executive offices)

(888) 400-2863

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading symbol(s)	Name of each exchange on which registered
Common stock	BLGO	OTC Markets (OTCQB)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Table of Contents

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐	Accelerated filer ☐

Non-accelerated filer ☒	Smaller reporting company ☒

	Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

The number of shares of the Registrant’s Common Stock outstanding as of August 11, 2023 was 288,073,533 shares.

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BIOLARGO, INC.

FORM 10-Q

INDEX

PART I

Item 1	Financial Statements	1

Item 2	Management's Discussion and Analysis and Financial Condition and Results of Operations	26

Item 4	Controls and Procedures	36

PART II

Item 2	Unregistered Sales of Equity Securities and Use of Proceeds	38

Item 5	Other Information	39

Item 6	Exhibits	39

	Signatures	41

Table of Contents

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

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BIOLARGO, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

AS OF JUNE 30, 2023 AND DECEMBER 31, 2022

(in thousands, except for share and per share data)

	JUNE 30,			DECEMBER 31,
	2023 (unaudited)			2022

*Assets*
Current assets:
Cash and cash equivalents	$	3,575		$	1,851
Accounts receivable, net of allowance		1,037			1,064
Inventories, net of allowance		127			120
Prepaid expenses and other current assets		108			118
Total current assets		4,847			3,153

Property and equipment, net of depreciation		542			287
Other non-current assets		69			124
Investment in South Korean joint venture		21			33
Right of use, operating lease, net of amortization		807			867
Clyra Medical prepaid marketing		394			394
Total assets	$	6,680		$	4,858

Liabilities and stockholders’ equity
Current liabilities:
Accounts payable and accrued expenses	$	720		$	940
Clyra Medical accounts payable and accrued expenses		288			238
Debt obligations		66			100
Deferred revenue		10			17
Lease liability		97			97
Customer deposits		113			184
Total current liabilities		1,294			1,576

Long-term liabilities:
Debt obligations, net of current		299			237
Lease liability, net of current		721			773
Clyra Medical debt obligations		243			261
Total long-term liabilities		1,263			1,271
Total liabilities		2,557			2,847

COMMITMENTS AND CONTINGENCIES (Note 12)

STOCKHOLDERS’ EQUITY:
Preferred Series A, $0.00067 Par Value, 50,000,000 Shares Authorized, -0- Shares Issued and Outstanding, at June 30, 2023 and December 31, 2022		—			—
Common stock, $0.00067 Par Value, 550,000,000 Shares Authorized, 287,220,661 and 278,462,706 Shares Issued, at June 30, 2023 and December 31, 2022, respectively		192			186
Additional paid-in capital		152,507			148,435
Accumulated deficit		(145,169	)		(143,594	)
Accumulated other comprehensive loss		(162	)		(149	)
Total BioLargo Inc. and subsidiaries stockholders’ equity		7,368			4,878
Non-controlling interest		(3,245	)		(2,867	)
Total stockholders’ equity		4,123			2,011
Total liabilities and stockholders’ equity	$	6,680		$	4,858

The accompanying notes are an integral part of these unaudited consolidated financial statements.

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BIOLARGO, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2023 AND 2022

(in thousands, except for share and per share data)

(unaudited)

	THREE MONTHS						SIX MONTHS
	JUNE 30, 2023			JUNE 30, 2022			JUNE 30, 2023			JUNE 30, 2022


Revenues
Product revenue	$	1,315		$	707		$	4,864		$	1,317
Service revenue		131			616			324			970
Total revenue		1,446			1,323			5,188			2,287

Cost of revenue
Cost of goods sold		(567	)		(364	)		(2,364	)		(659	)
Cost of service		(60	)		(336	)		(194	)		(487	)
Gross profit		819			623			2,630			1,141

Selling, general and administrative expenses		1,791			1,589			3,515			3,425
Research and development		587			355			1,152			747
Operating loss:		(1,559	)		(1,321	)		(2,037	)		(3,031	)
Other (expense) income:
Interest expense		(12	)		(15	)		(60	)		(28	)
PPP loan forgiveness		—			—			—			174
Tax credit reversal		(55	)		—			(55	)		—
Grant income		—			3			32			8
Total other expense:		(67	)		(12	)		(83	)		154
Net loss		(1,626	)		(1,333	)		(2,120	)		(2,877	)

Net loss attributable to noncontrolling interest		(298	)		(105	)		(545	)		3
Net loss attributable to common shareholders	$	(1,328	)	$	(1,228	)	$	(1,575	)	$	(2,880	)

Net loss per share attributable to common shareholders:
Loss per share attributable to shareholders – basic and diluted	$	(0.01	)	$	(0.01	)	$	(0.01	)	$	(0.01	)
Weighted average number of common shares outstanding:		284,944,366			265,856,970			282,839,515			263,345,148

Comprehensive loss:
Net loss	$	(1,626	)	$	(1,333	)	$	(2,120	)	$	(2,877	)
Foreign currency translation		(7	)		(3	)		(13	)		(11	)
Comprehensive loss		(1,633	)		(1,336	)		(2,133	)		(2,888	)
Comprehensive loss attributable to noncontrolling interest		(298	)		(105	)		(545	)		3
Comprehensive loss attributable to common stockholders	$	(1,335	)	$	(1,231	)	$	(1,588	)	$	(2,891	)

The accompanying notes are an integral part of these unaudited consolidated financial statements.

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BIOLARGO, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT)

FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2023 AND 2022

(in thousands, except for share and per share data)

(unaudited)

	Common stock				Additional paid-in		Accumulated			Accumulated other comprehensive			Non- controlling			Total stockholders’
	Shares		Amount		capital		deficit			Loss			interest			equity (deficit)

Balance, December 31, 2022		278,462,706	$	186	$	148,435	$	(143,594	)	$	(149	)	$	(2,867	)	$	2,011
Sale of stock for cash		4,201,402		3		797		—			—			—			800
Issuance of common stock for services		930,490		1		206		—			—			—			207
Issuance of common stock in exchange for Clyra shares		527,983		—		—		—			—			—			—
Stock option compensation expense		—		—		195		—			—			—			195
Clyra Medical Technologies, Inc. (Clyra) stock options issued for services		—		—		61		—			—			—			61
Warrant issued for interest		—		—		30		—			—			—			30
Clyra – sales of Series A Preferred Stock		—		—		—		—			—			225			225
Clyra – Series A Preferred Stock – dividend		—		—		—		—			—			(27	)		(27	)
Biolargo Energy Technology Inc. (BETI) offering		—		—		—		—			—			550			550
Noncontrolling interest allocation		—		—		467		—			—			(467	)		—
Net loss		—		—		—		(247	)		—			(247	)		(494	)
Foreign currency translation		—		—		—		—			(6	)		—			(6	)
Balance, March 31, 2023		284,122,581	$	190	$	150,191	$	(143,841	)	$	(155	)	$	(2,833	)	$	3,552
Sale of stock for cash		2,677,169		2		492		—			—			—			494
Issuance of common stock for services		420,911		—		75		—			—			—			75
Stock option compensation expense		—		—		222		—			—			—			222
Clyra Medical Technologies, Inc. (Clyra) stock options issued for services		—		—		66		—			—			—			66
Clyra – sales of Series A Preferred Stock		—		—		—		—			—			1,062			1,062
Clyra – Series A Preferred Stock – dividend		—		—		—		—			—			(45	)		(45	)
Biolargo Energy Technology Inc. (BETI) offering		—		—		—		—			—			330			330
Noncontrolling interest allocation		—		—		1,461		—			—			(1,461	)		—
Net loss		—		—		—		(1,328	)		—			(298	)		(1,626	)
Foreign currency translation		—		—		—		—			(7	)		—			(7	)
Balance, June 30, 2023		287,220,661	$	192	$	152,507	$	(145,169	)	$	(162	)	$	(3,245	)	$	4,123

	Common stock				Additional paid-in			Accumulated			Accumulated other comprehensive			Non- controlling			Total stockholders’
	Shares		Amount		capital			deficit			Loss			interest			equity (deficit)

Balance, December 31, 2021		255,893,726	$	171	$	143,718		$	(139,121	)	$	(115	)	$	(3,720	)	$	933
Sale of stock for cash		6,703,789		4		1,198			—			—			—			1,202
Issuance of common stock for services		86,752		—		17			—			—			—			17
Stock option compensation expense		—		—		660			—			—			—			660
Clyra Medical Technologies, Inc. (Clyra) stock options issued for services		—		—		141			—			—			—			141
Noncontrolling interest allocation		—		—		(528	)		—			—			528			—
Net loss		—		—		—			(1,652	)		—			108			(1,544	)
Foreign currency translation		—		—		—			—			(8	)		—			(8	)
Balance, March 31, 2022		262,684,267	$	175	$	145,206		$	(140,773	)	$	(123	)	$	(3,084	)	$	1,401
Sale of stock for cash		5,011,570		4		944			—			—			—			948
Issuance of common stock for services		340,891		—		59			—			—			—			59
Stock option compensation expense		—		—		234			—			—			—			234
Clyra Medical Technologies, Inc. (Clyra) stock options issued for services		—		—		82			—			—			—			82
Noncontrolling interest allocation		—		—		(103	)		—			—			103			—
Net loss		—		—		—			(1,228	)		—			(105	)		(1,333	)
Foreign currency translation		—		—		—			—			(3	)		—			(3	)
Balance, June 30, 2022		268,036,728	$	179	$	146,422		$	(142,001	)	$	(126	)	$	(3,086	)	$	1,388

The accompanying notes are an integral part of these unaudited consolidated financial statements.

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BIOLARGO, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE SIX MONTHS ENDED JUNE 30, 2023 AND 2022

(in thousands, except for share and per share data)

(unaudited)

	JUNE 30, 2023			JUNE 30, 2022
Cash flows from operating activities
Net loss	$	(2,120	)	$	(2,877	)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock option compensation expense		544			1,117
Common stock issued for services		282			76
Bad debt expense		46			—
Excess and obsolete inventory		54			—
Amortization of right-of-use operating lease assets		60			—
Interest expense related to amortization of the discount on note payable		3			8
Fair value of warrant issued for interest		30			—
PPP loan forgiveness		—			(174	)
Loss on investment in South Korean joint venture		12			15
Depreciation expense		48			6
Changes in assets and liabilities:
Accounts receivable		(19	)		(66	)
Inventories		(63	)		(15	)
Prepaid expenses and other assets		66			4
Accounts payable and accrued expenses		(391	)		105
Clyra accounts payable and accrued expenses		51			(32	)
Deferred revenue		(7	)		(89	)
Lease liability, net		(52	)		—
Customer deposits		(71	)		58
Net cash used in operating activities		(1,527	)		(1,864	)
Cash flows from investing activities
Equipment purchases		(127	)		(101	)
Net cash used in investing activities		(127	)		(101	)
Cash flows from financing activities
Proceeds from sale of common stock		1,294			2,150
Proceeds from sale of BETI common stock		880			—
Repayment of note payable and vehicle loan		(52	)		—
Repayment by Clyra on inventory line of credit		(18	)		(10	)
Proceeds from sale of Clyra Medical preferred stock		1,287			—
Proceeds from Clyra Medical convertible note		—			100
Net cash provided by financing activities		3,391			2,240
Net effect of foreign currency translation		(13	)		(11	)
Net change in cash		1,724			264
Cash at beginning of year		1,851			962
Cash at end of period	$	3,575		$	1,226
Supplemental disclosures of cash flow information
Cash paid during the year for:
Interest	$	27		$	7
Income taxes	$	5		$	—
Short-term lease payments not included in lease liability	$	24		$	78
Non-cash investing and financing activities
Equipment added via vehicle loan	$	80		$	—
Leasehold improvements included in accounts payable	$	102		$	—
Allocation of noncontrolling interest	$	1,927		$	631
Conversion of Clyra common stock to BioLargo common stock	$	100		$	—

The accompanying notes are an integral part of these unaudited consolidated financial statements.

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BIOLARGO, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Note 1. Business and Organization

Description of Business

BioLargo, Inc. (“BioLargo”, or the “Company”) invents, develops, and commercializes innovative platform technologies to solve challenging environmental problems like PFAS contamination (per- and polyfluoroalkyl substances), advanced water and wastewater treatment, industrial odor control, air quality control, infection control, and myriad environmental remediation challenges. Our business strategy is straightforward: we invent or acquire technologies that we believe have the potential to be disruptive in large commercial markets; we develop and validate these technologies to advance and promote their commercial success as we leverage our considerable scientific, engineering, and entrepreneurial talent; we then monetize these technical assets through a variety of business structures that may include licensure, joint venture, sale, spin off, or by deploying direct to market strategies.

Organization

We are a Delaware corporation formed in 1991. We have six wholly-owned subsidiaries: BioLargo Life Technologies, Inc., organized under the laws of the State of California in 2006; ONM Environmental, Inc., organized under the laws of the State of California in 2009; BioLargo Equipment and Technologies, Inc., organized under the laws of the State of California in 2022; BioLargo Water, Inc. (“Water”), organized under the laws of Canada in 2014; BioLargo Equipment and Solutions Technologies, Inc., organized under the laws of the State of California in 2022; and BioLargo Development Corp., organized under the laws of the State of California in 2016. Additionally, we own 82% (see Note 9) of BioLargo Engineering Science and Technologies, LLC (“BLEST”), organized under the laws of the State of Tennessee in 2017, 56% of Clyra Medical Technologies, Inc. (“Clyra” or “Clyra Medical”), organized under the laws of the State of California in 2012, and 96% of BioLargo Energy Technologies, Inc. (“BETI”) organized under the laws of the State of California in 2022. We consolidate the financial statements of our partially owned subsidiaries (see Note 2, subheading “Principles of Consolidation,” and Note 8).

Liquidity / Going Concern

The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of our business. For the six months ended June 30, 2023, we generated revenues of $5,188,000 through our business segments (see Note 11), had a net loss of $2,120,000, used $1,527,000 cash in operations, and at June 30, 2023, we had working capital of $3,553,000, and current assets of $4,847,000.

During the six months ended June 30, 2023, we (i) sold $299,000 of our common stock to Lincoln Park Capital Fund, LLC (“Lincoln Park”) (see Note 3), (ii) sold $995,000 of our common stock and warrants to accredited investors (see Notes 3 and 6), (iii) sold $1,287,000 of Clyra Medical Series A Preferred Stock (see Note 8), and (iv) sold $880,000 of BETI common stock (see Note 10). Subsequent to June 30, 2023, we continued these financing activities (see Note 13). As of June 30, 2023, our cash and cash equivalents totaled $3,575,000. Our total liabilities included a $75,000 vehicle loan, $140,000 due in U.S. Small Business Administration (SBA) loans issued pursuant to the Paycheck Protection Program (see Note 4), $150,000 due to the SBA issued pursuant to the Economic Injury Disaster program (see Note 4), and $243,000 owed by Clyra Medical due in 2024 (see Note 8). We have been, and anticipate that we will continue to be, limited in terms of our capital resources, and expect to continue to need further investment capital to fund operations. Such activities have continued subsequent to June 30, 2023.

If we are unable to rely on our current arrangement with Lincoln Park to fund our working capital requirements, we will have to rely on other forms of financing, and there is no assurance that we will be able to do so, or if we do so, it will be on favorable terms.

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BIOLARGO, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

The foregoing factors raise substantial doubt about our ability to continue as a going concern, unless we are able to continue to raise funds through stock sales to Lincoln Park or other private financings, and in the long term, our ability to attain a reasonable threshold of operating efficiencies and achieve profitable operations by licensing or otherwise commercializing products incorporating our technologies. The consolidated financial statements do not include any adjustments that might be necessary if we are unable to continue as a going concern.

Note 2. Summary of Significant Accounting Policies

Principles of Consolidation

The consolidated financial statements include the accounts of the Company, its wholly owned subsidiaries, and partially owned subsidiaries BETI, BLEST and Clyra Medical. All intercompany accounts and transactions have been eliminated.

Foreign Currency

The Company has designated the functional currency of BioLargo Water, Inc., our Canadian subsidiary, to be the Canadian dollar. Therefore, translation gains and losses resulting from differences in exchange rates are recorded in accumulated other comprehensive income.

Cash and Cash Equivalents

The Company considers all highly liquid investments with maturities of three months or less when acquired to be cash equivalents. Substantially all cash equivalents are held in short-term money market accounts at one of the largest financial institutions in the United States, Bank of America. From time to time, our cash account balances are greater than the Federal Deposit Insurance Corporation insurance limit of $250,000 per owner per bank, and during such times, we are exposed to credit loss for amounts in excess of insured limits in the event of non-performance by the financial institution. We do not anticipate non-performance by our financial institution.

As of June 30, 2023, and December 31, 2022, our cash balances were made up of the following (in thousands):

	June 30, 2023		December 31, 2022
BioLargo, Inc. and subsidiaries	$	2,762	$	1,681
Clyra Medical Technologies, Inc.		813		170
Total	$	3,575	$	1,851

Accounts Receivable

In June 2016, the FASB issued ASU 2016-13, which sets out the principles for the recognition of measurement of credit losses on financial instruments, including trade receivables. The standard eliminates the probable initial recognition threshold and requires an entity to reflect its current estimate of all expected credit losses. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of the financial assets to present the net amount expected to be collected. The new standard was effective for the Company beginning January 1, 2023 and primarily impacted trade accounts receivable.

Accounts receivable are customer obligations that are unconditional. Accounts receivable are presented net of an allowance for doubtful accounts for expected credit losses, which represents an estimate of amounts that may not be collectible. The Company performs ongoing credit evaluations of its customers and, if necessary, provides an allowance for doubtful accounts and expected credit losses. A provision to the allowances for doubtful accounts for expected credit losses is recorded based on factors including the length of time the receivables are past due, the current business environment, and the Company’s historical experience. Provisions to the allowances for doubtful accounts for expected credit losses are recorded to general and administrative expenses. The Company writes off accounts receivable against the allowance when it determines a balance is uncollectible and no longer actively pursues collection of the receivable. The Company does not have any off-balance-sheet credit exposure related to customers. As of June 30, 2023, and December 31, 2022, the allowance for doubtful accounts for expected credit losses was $58,000 and $12,000.

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BIOLARGO, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Credit Concentration

We have a limited number of customers that account for significant portions of our revenue. During the three and six months ended June 30, 2023, and 2022, the following customers accounted for more than 10% of consolidated revenues:

	Three Months						Six Months
	June 30, 2023			June 30, 2022			June 30, 2023			June 30, 2022

Customer A		55	%		39	%		77	%		35	%
Customer B	<10		%		27	%	<10		%		17	%
Customer C	<10		%	<10		%	<10		%		10	%

At June 30, 2023, one customer accounted for more than 10% of consolidated accounts receivable, and at December 31, 2022, three customers accounted for more than 10% of consolidated accounts receivable:

	June 30, 2023			December 31, 2022
Customer A		49	%		11	%
Customer B	<10		%		31	%
Customer D	<10		%		15	%

Inventory

Inventories are stated at the lower of cost or net realizable value using the average cost method. The allowance for obsolete inventory as of June 30, 2023, and December 31, 2022, was $212,000 and $158,000. Inventories consisted of (in thousands):

	June 30, 2023		December 31, 2022
Raw material	$	83	$	46
Finished goods		44		74
Total	$	127	$	120

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BIOLARGO, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Other Non-Current Assets

Other non-current assets consisted of (i) security deposits related to our business offices, (ii) three patents acquired on October 22, 2021, for $34,000, and (iii) tax credit receivables from the Canadian government related to a research and development credit from our Canadian subsidiary for which we’ve applied for and received in prior periods.

	June 30, 2023		December 31, 2022
Patents	$	34	$	34
Security deposits		35		35
Tax credit receivable		--		55
Total	$	69	$	124

Equity Method of Accounting

On March 20, 2020, we invested $100,000 into a South Korean entity (Odin Co. Ltd., “Odin”) pursuant to a Joint Venture agreement we had entered into with BKT Co. Ltd. and its U.S. based subsidiary, Tomorrow Water. We received a 40% non-dilutive equity interest, and BKT and Tomorrow Water each received 30% equity interests for an aggregate $150,000 investment.

We account for our investment in the joint venture under the equity method of accounting. We have determined that while we have significant influence over the joint venture through our technology license and our position on the Board of Directors, we do not control the joint venture or are otherwise involved in managing the entity and we own less than a majority of the equity. Therefore, we record the asset on our consolidated balance sheet and record an increase or decrease of the recorded balance by our percentage ownership of the profits or losses in the joint venture. The joint venture has incurred a loss since inception and our 40% ownership share reduced our investment interest. For the three and six months ended June 30, 2023, the reduction of our investment interest totaled $6,000 and $12,000, respectively, and for the same periods in 2022, reduced our investment interest $8,000 and $15,000, respectively.

Impairment

Long-lived and definite lived intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If the sum of the expected future undiscounted cash flows from the use of the asset and its eventual disposition is less than the carrying amount of the asset, then an impairment loss is recognized. The impairment loss is measured based on the fair value of the asset. Any resulting impairment is recorded as a reduction in the carrying value of the related asset in excess of fair value and a charge to operating results. There were no impairment losses related to intangible assets during the three or six months ended June 30, 2023 or 2022.

Earnings (Loss) Per Share

We report basic and diluted earnings (loss) per share (“EPS”) for common and common share equivalents. Basic EPS is computed by dividing reported earnings by the weighted average shares outstanding. Diluted EPS is computed by adding to the weighted average shares the dilutive effect if convertible notes payable, stock options and warrants were exercised into common stock. For the three and six months ended June 30, 2023, and 2022, the denominator in the diluted EPS computation is the same as the denominator for basic EPS due to the Company’s net loss which creates an anti-dilutive effect of the convertible notes payable, warrants and stock options.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and revenues and expenses during the period reported. Actual results could differ from those estimates. Estimates are used when accounting for stock-based transactions, debt transactions, derivative liabilities, allowance for bad debt, asset depreciation and amortization, impairment expense, among others.

The methods, estimates and judgments we use in applying these most critical accounting policies have a significant impact on the results of our financial statements.

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BIOLARGO, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Share-Based Compensation Expense

We recognize compensation expense for stock option awards on a straight-line basis over the applicable service period of the award, which is the vesting period. Fair value is determined on the grant date. Share-based compensation expense is based on the grant date fair value estimated using the Black-Scholes Option Pricing Model.

For stock and stock options issued to consultants and other non-employees for services, the Company measures and records an expense as of the earlier of the date at which either: a commitment for performance by the non-employee has been reached or the non-employee’s performance is complete. The equity instruments are measured at the current fair value, and for stock options, the instruments are measured at fair value using the Black Scholes option model.

The following methodology and assumptions were used to calculate share-based compensation for the six months ended June 30, 2023, and 2022:

	2023						2022
	Non Plan			2018 Plan			Non Plan			2018 Plan
Risk free interest rate	3.48	–	3.58%	3.48	–	3.58%	2.32	–	3.83%	2.32	–	2.98%
Expected volatility	113	-	114%	113	-	114%	114	–	117%	116	–	117%
Expected dividend yield	—			—			—			—
Forfeiture rate	—			—			—			—
Life in years	10			10			10			10

Expected price volatility is the measure by which our stock price is expected to fluctuate during the expected term of an option. The expected volatility is derived from the historical daily change in the market price of our common stock, as we believe that historical volatility is the best indicator of future volatility.

The risk-free interest rate used in the Black-Scholes calculation is based on the prevailing U.S. Treasury yield as determined by the U.S. Federal Reserve. We have never paid any cash dividends on our common stock and do not anticipate paying cash dividends on our common stock in the foreseeable future.

Warrants

Warrants issued with our convertible and non-convertible debt instruments are accounted for under the fair value and relative fair value method. The warrant is first analyzed per its terms as to whether it has derivative features or not. If the warrant is determined to be a derivative and not qualify for equity treatment, then it is measured at fair value using the Black Scholes option model and recorded as a liability on the balance sheet. The warrant is re-measured at its then current fair value at each subsequent reporting date (it is “marked-to-market”). If the warrant is determined to not have derivative features, it is recorded into equity at its fair value using the Black Scholes option model, however, limited to a relative fair value based upon the percentage of its fair value to the total fair value including the fair value of the convertible note. Convertible debt instruments are recorded at fair value, limited to a relative fair value based upon the percentage of its fair value to the total fair value including the fair value of the warrant. The warrant relative fair values are also recorded as a discount to the convertible promissory notes.

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BIOLARGO, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Non-Cash Transactions

We determine the value assigned to each intangible we acquire, and/or services or products received for non-cash consideration of our common stock based on the market price of our common stock issued as consideration, at the date of the agreement of each transaction or when the service is rendered or product is received.

Revenue Recognition

We account for revenue in accordance with ASC 606, “Revenue from Contacts with Customers”. The guidance focuses on the core principle for revenue recognition, which is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve that core principle, the guidance provides that an entity should apply the following steps:

Step 1: Identify the contract(s) with a customer.

Step 2: Identify the performance obligations in the contract.

Step 3: Determine the transaction price.

Step 4: Allocate the transaction price to the performance obligations in the contract.

Step 5: Recognize revenue when (or as) the entity satisfies a performance obligation.

The Company’s products are sold through a contract with the customer and a written purchase order, in which the details of the contract are defined including the transaction price and method of shipment. The only performance obligation is to create and ship the product, and each product has separate pricing. Revenue is recognized at a point in time when the goods are shipped if the agreement is FOB manufacturer, and when goods are delivered if FOB destination. Revenue is recognized with a reduction for sales discounts, as appropriate and negotiated in the customer’s purchase order.

Service contracts are performed through a written contract, which specifies the performance obligations and the rate at which the services will be billed, typically by time and materials. Each service is separately negotiated and priced. Revenue is recognized as services are performed and completed, or, for services related to product installations, at the completion of the installation. A few contracts have called for milestone or fixed cost payments, where we invoice an agreed-to amount per month for the life of the contract. In these instances, completed work, billed hourly, is recognized as revenue. If the billing amount is greater or lesser than the completed work, a receivable or payable is created. These accounts are adjusted upon additional billings as the work is completed. To date, there have been no discounts or other financing terms for the contracts.

The Company has outstanding contract liability obligations of $10,000 as of June 30, 2023, recorded as deferred revenue. We recognized $7,000 in revenue and reduced the deferred revenue balance by the same amount as performance obligations were satisfied in the six months ended June 30, 2023. The outstanding balance will be recognized over the remaining life of the contracts. Our Canadian subsidiary had a customer deposit outstanding at June 30, 2023, totaling $113,000, that was awarded as part of a grant for a particular project that has been delayed.

As we generate revenues from royalties or license fees from our intellectual property, a licensee will pay a license fee in one or more installments and ongoing royalties based on their sales of products incorporating or using our licensed intellectual property. We have entered into a licensing agreement for the CupriDyne Clean product, and we recognize royalty and license fees on a quarterly basis as the product is sold through to third parties and reported to us.

Government Grants

We have been awarded multiple research grants from the private and public Canadian research programs. The income we receive directly from grants is recorded as other income. We have been awarded over 80 grants since our first in 2015. Some of the funds from these grants are given directly to third parties (such as the University of Alberta or a third-party research scientist) to support research on our technology. The grants have terms generally ranging between six and eighteen months and support a majority, but not all, of the related research budget costs. This cooperative research allows us to utilize (i) a depth of resources and talent to accomplish highly skilled work, (ii) financial aid to support research and development costs, (iii) independent and credible validation of our technical claims.

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BIOLARGO, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

The grants typically provide for (i) recurring monthly amounts, (ii) reimbursement of costs for research talent for which we invoice to request payment, and (iii) ancillary cost reimbursement for research talent travel related costs. All awarded grants have specific requirements on how the money is spent, typically to employ researchers. None of the funds may be used for general administrative expenses or overhead in the United States. These grants have substantially increased our level of research and development activities in Canada. We continue to apply for Canadian government and agency grants to fund research and development activities. Not all of our grant applications have been awarded, and no assurance can be made that any pending grant application, or any future grant applications, will be awarded.

Income Taxes

The asset and liability approach is used to recognize deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts and the tax bases of asset and liabilities. Deferred tax assets and liabilities are determined based on the differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The effect on deferred tax asset and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

We account for uncertainties in income tax law under a comprehensive model for the financial statement recognition, measurement, presentation, and disclosure of uncertain tax positions taken or expected to be taken in income tax returns as prescribed by generally accepted accounting principles (“GAAP”). Under GAAP, the tax effects of a position are recognized only if it is “more-likely-than-not” to be sustained by the taxing authority as of the reporting date. If the tax position is not considered “more-likely-than-not” to be sustained, then no benefits of the position are recognized. Management believes there are no unrecognized tax benefits or uncertain tax positions as of June 30, 2023, and December 31, 2022.

The Company assessed its earnings history, trends and estimates of future earnings and determined that the deferred tax asset could not be realized as of June 30, 2023, and December 31, 2022. Accordingly, a 100% valuation allowance was recorded against the net deferred tax asset.

The Company recognizes interest and penalties on income taxes as a component of income tax expense, should such an expense be realized.

Fair Value of Financial Instruments

Management believes the carrying amounts of the Company’s financial instruments as of June 30, 2023, and December 31, 2022 approximate their respective fair values because of the short-term nature of these instruments. Such instruments consist of cash, accounts receivable, prepaid assets, accounts payable, line of credit, and other assets and liabilities. The carrying amount of debt instruments are believed to approximate fair value as the stated interest rates are reflective of the prevailing market rates.

Tax Credits

Our research and development activities in Canada may entitle our Canadian subsidiary to claim benefits under the “Scientific Research and Experimental Development Program”, a Canadian federal tax incentive program designed to encourage Canadian businesses of all sizes and in all sectors to conduct research and development in Canada. Benefits under the program include credits to taxable income. If our Canadian subsidiary does not have taxable income in a reporting period, we instead receive a tax refund from the Canadian Revenue Authority. Those refunds are classified in Other Income on our Consolidated Statement of Operations and Comprehensive Loss.

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BIOLARGO, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Leases

At inception of a lease contract, we assess whether the contract is, or contains, a lease. Our assessment is based on: (1) whether the contract involves the use of a distinct identified asset, (2) whether we obtain the right to substantially all the economic benefit from the use of the asset throughout the period of the contract, and (3) whether we have the right to direct the use of the asset during such time period. At inception of a lease, we allocate the consideration in the contract to each lease component based on its relative stand-alone price to determine the lease payments. Leases are classified as either finance leases or operating leases. A lease must be classified as a finance lease if any of the following criteria are met: the lease transfers ownership of the asset by the end of the lease term, the lease contains an option to purchase the asset that is reasonably certain to be exercised, the lease term is for a major part of the remaining useful life of the asset or the present value of the lease payments equals or exceeds substantially all of the fair value of the asset. A lease is classified as an operating lease if it does not meet any of these criteria. We have no leases classified as finance leases. As of June 30, 2023, the weighted average remaining lease term for our operating leases was nine years. The weighted average discount rate for our operating leases was 18%. For all leases at the lease commencement date, a right-of-use asset and a lease liability are recognized. The right-of-use asset represents the right to use the leased asset for the lease term. The lease liability represents the present value of the lease payments under the lease. The right-of-use asset is initially measured at cost, which primarily comprises the initial amount of the lease liability, plus any initial direct costs incurred, consisting mainly of brokerage commissions, less any lease incentives received. All right-of-use assets are reviewed for impairment. The lease liability is initially measured at the present value of the lease payments, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, management estimates the incremental borrowing rate, which currently is estimated to be 18%. Lease payments included in the measurement of the lease liability comprise the following: the fixed noncancelable lease payments, payments for optional renewal periods where it is reasonably certain the renewal period will be exercised, and payments for early termination options unless it is reasonably certain the lease will not be terminated early. Lease components are included in the measurement of the initial lease liability. Additional payments based on a change in our portion of the operating expenses, including real estate taxes and insurance, are recorded as a period expense when incurred. Lease modifications result in remeasurement of the lease liability. Lease expense for operating leases consists of the lease payments plus any initial direct costs, primarily brokerage commissions, and is recognized on a straight-line basis over the lease term. We have elected not to recognize right-of-use assets and lease liabilities for short-term leases that have a term of 12 months or less. The effect of short-term leases on our right-of-use asset and lease liability was not material.

As of June 30, 2023, the right-of-use assets totaled $807,000 and the lease liability totaled $818,000 on our balance sheet related to our operating leases.

Property and Equipment

Property and equipment includes machinery and leasehold improvements and is stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, which range from 3 - 5 years or the remaining lease term. Newly built leaseholds, additions, renewals, and betterments that significantly extend the life of the asset are capitalized. The Company is currently constructing a facility and purchasing equipment for producing sodium sulfur batteries. Expenditures for repairs and maintenance are charged to expense as incurred. For assets sold or otherwise disposed of, the cost and related accumulated depreciation and amortization are removed from the accounts, and any related gain or loss is reflected in income for the period.

Recent Accounting Pronouncements

Currently there are no recently released pronouncements that are considered applicable to the Company’s financial statements.

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BIOLARGO, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Note 3. Sale of Stock for Cash

Lincoln Park Financing

On December 13, 2022, we entered into a stock purchase agreement (the “2022 LPC Purchase Agreement”) with Lincoln Park, pursuant to which Lincoln Park agreed to purchase from us at our request up to an aggregate of $10,000,000 of our common stock (subject to certain limitations) from time to time over a period of three years. The agreement allows us, at our sole discretion, to direct Lincoln Park to purchase shares of our common stock, subject to limitations in both volume and dollar amount. The purchase price of the shares that may be sold to Lincoln Park under the agreement is the lower of (i) the lowest sale price on the date of purchase, or (ii) the average of the three lowest closing prices in the prior 12 business days. There are no restrictions on future financings, rights of first refusal, participation rights, penalties, or liquidated damages other than a prohibition on entering into a “Variable Rate Transaction,” as defined in the agreement. Concurrently with the 2022 LPC Purchase Agreement, we entered into a Registration Rights Agreement, pursuant to which we filed a registration statement on Form S-1 with the SEC on December 23, 2022. This registration statement was declared effective on January 19, 2023.

During the three and six months ended June 30, 2023, we sold 1,098,221 and 1,643,623 shares of our common stock to Lincoln Park, and received $194,000 and $299,000, respectively, in gross and net proceeds.

During the three and six months ended June 30, 2022, pursuant to a prior (similar) arrangement, we sold 406,140 and 1,912,961 shares of our common stock to Lincoln Park, and received $72,000 and $418,000, respectively, in gross and net proceeds.

Unit Offerings

During the three and six months ended June 30, 2023, we sold 1,578,948 and 5,234,948 shares of our common stock and received $300,000 and $995,000 in gross and net proceeds from accredited investors. In addition to the shares, we issued each investor a six-month and a five-year warrant to purchase additional shares. (See Note 6, “Warrants Issued in Unit Offering”.)

Note 4. Debt Obligations

The following table summarizes our debt obligations outstanding as of June 30, 2023, and December 31, 2022 (in thousands). The table does not include debt obligations of our partially owned subsidiary Clyra Medical (see Note 8, “Debt Obligations of Clyra Medical”).

	June 30, 2023		December 31, 2022
Current portion of debt:
SBA Paycheck Protection Program loan	$	43	$	43
Vehicle loan, current portion		13		—
Convertible note payable, matures March 1, 2023		—		50
SBA EIDL Loan, matures July 2053, current portion		10		10
Debt discount, net of amortization		—		(3	)
Total current portion of debt	$	66	$	100

Long-term debt:
SBA Paycheck Protection Program loans, matures May 2025	$	97	$	97
Vehicle loan, matures March 2029		62		—
SBA EIDL Loan, matures July 2050		140		140
Total long-term debt, net of current	$	299	$	237

Total	$	365	$	337

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BIOLARGO, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

For the three and six months ended June 30, 2023, we recorded $12,000 and $60,000 of interest expense related to the amortization of discounts on convertible notes payable and coupon interest from our convertible notes and lines of credit.

For the three and six months ended June 30, 2022, we recorded $15,000 and $28,000 of interest expense related to the amortization of discounts on convertible notes payable and coupon interest from our convertible notes and lines of credit.

Vehicle loan

On February 7, 2023, we entered a loan agreement with Bank of America for the purchase of a vehicle used in operations totaling $80,000, at 5.29% annual interest which matures March 7, 2029. The loan agreement requires monthly payments of $1,000.

Convertible note payable, matures March 1, 2023

On March 6, 2023, we entered into an agreement with the holder of a $50,000 note to convert that note into common stock of BETI (see note 10). As payment for interest, a warrant to purchase 200,000 shares of BioLargo common stock at $0.21 was issued to the investor, expiring five years from the grant date. (See Note 6).

SBA Program Loans

On February 7, 2022, we received notice that the SBA had forgiven $174,000 of ONM Environmental's $217,000 Paycheck Protection Program (PPP) loan. As of June 30, 2023, the outstanding balance on this loan totals $43,000. The partial forgiveness decision has been appealed, and during such time, loan payments are deferred.

On May 12, 2022, we received notice that the SBA had denied the forgiveness application of BLEST’s $97,000 PPP loan. We have appealed that decision. During the period upon which a forgiveness decision is on appeal, loan payments are deferred. The maturity date of the BLEST PPP loan was officially extended on our request to May 2025.

In July 2020, ONM Environmental received an Economic Injury Disaster Loan from the SBA in the amount of $150,000. The note has a 3.75% annual interest rate, requires monthly payments of $731, and matures July 2050.

Note 5. Share-Based Compensation

Issuance of Common Stock in exchange for Services

Payment of Officer Salaries

On June 30, 2023, an officer agreed to convert an aggregate $12,000 of accrued and unpaid salary into 68,541 shares of our common stock at $0.18 per share. On March 31, 2023, an officer agreed to convert an aggregate $6,000 of accrued and unpaid salary into 30,747 shares of our common stock at $0.20 per share.

On June 30, 2022, we issued 263,895 shares of our common stock at $0.18 per share in lieu of $47,000 of accrued and unpaid salary to our officers.

Shares issued to Officers are unvested at the date of grant and subject to a lock-up agreement restricting vesting and sale until the earlier of (i) the consummation of a sale (in a single transaction or in a series of related transactions) of BioLargo by means of a sale of (a) a majority of the then outstanding common stock of BioLargo (whether by merger, consolidation, sale or transfer of common stock, reorganization, recapitalization or otherwise) or (b) all or substantially all of the assets of BioLargo; and (ii) the successful commercialization of BioLargo’s products or technologies as demonstrated by its receipt of at least $3,000,000 in cash, or the recognition of $3,000,000 in revenue, over a 12-month period from the sale of products and/or the license of technology; and (iii) the Company’s breach of the employment agreement between the Company and Officer and resulting in Officer’s termination.

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BIOLARGO, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Payment of Consultant and Vendor Fees

On June 30, 2023, we issued 352,370 shares of our common stock at $0.18 per share in lieu of $63,000 of accrued and unpaid obligations to consultants and vendors. On March 31, 2023, we issued 899,743 shares of our common stock at $0.20 per share in lieu of $201,000 of accrued and unpaid obligations to consultants and vendors.

On June 30, 2022, we issued 76,996 shares of our common stock at $0.18 per share in lieu of $12,000 of accrued and unpaid obligations to consultants and vendors. On March 31, 2022, we issued 86,752 shares of our common stock at $0.23 per share in lieu of $17,000 of accrued and unpaid obligations to consultants and vendors.

All of these offerings and sales were made in reliance on the exemption from registration contained in Section 4(2) of the Securities Exchange Act and/or Regulation D promulgated thereunder as not involving a public offering of securities.

Stock Option Expense

During the three and six months ended June 30, 2023, we recorded an aggregate $288,000 and $544,000, and during the three and six months ended June 30, 2022, we recorded an aggregate $316,000 and $1,117,000, in selling general and administrative expense related to the issuance of stock options. We issued options through our 2018 Equity Incentive Plan, and outside of this plan. Included in these totals is option expense related to issuances by our subsidiary, Clyra Medical, totaling $66,000 and $127,000 in the three and six months ended June 30, 2023, and $82,000 and $223,000 in the three and six months ended June 30, 2022. (See Note 8.)

2018 Equity Incentive Plan

On June 22, 2018, our stockholders adopted the BioLargo 2018 Equity Incentive Plan (“2018 Plan”) as a means of providing our directors, key employees, and consultants additional incentive to provide services. Both stock options and stock grants may be made under this plan for a period of 10 years. It is set to expire on its terms on June 22, 2028. Our Board of Director’s Compensation Committee administers this plan. As plan administrator, the Compensation Committee has sole discretion to set the price of the options. The plan authorizes the following types of awards: (i) incentive and non-qualified stock options, (ii) restricted stock awards, (iii) stock bonus awards, (iv) stock appreciation rights, (v) restricted stock units, and (vi) performance awards. The total number of shares reserved and available for awards pursuant to this Plan as of the date of adoption of this 2018 Plan by the Board is 40 million shares. The number of shares available to be issued under the 2018 Plan increases automatically each January 1^st by the lesser of (a) 2 million shares, or (b) such number of shares determined by our Board. As of June 30, 2023, 50,000,000 shares are authorized under the plan.

Activity for our stock options under the 2018 Plan during the six months ended June 30, 2023, and 2022, is as follows:

							Weighted
							Average		Aggregate
	*Options*			*Exercise*			*Price per*		*intrinsic*
	*Outstanding*			*Price per share*			*share*		Value⁽¹⁾
Balance, December 31, 2022		28,484,549		$0.12	–	0.43	$	0.19
Granted		2,636,712		$0.18	–	0.20	$	0.19
Balance, June 30, 2023		31,121,261		$0.12	–	0.43	$	0.19
Unvested		(4,121,892	)	$0.12	–	0.32	$	0.19
Vested, June 30, 2023		26,999,369		0.12	–	0.43	$	0.19	$	402,000
Balance, December 31, 2021		23,186,142		$0.16	–	0.43	$	0.19
Granted		3,782,923		$0.18	–	0.24	$	0.22
Balance, June 30, 2022		26,969,065		$0.12	–	0.43	$	0.19

(1) – Aggregate intrinsic value based on closing common stock price of $0.18 at June 30, 2023.

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BIOLARGO, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

The options granted to purchase 2,636,712 shares during the six months ended June 30, 2023 with an aggregate fair value of $474,000 were issued to an officer, board of directors, employees and a consultant. The exercise price for all options were issued on their respective grant date of March 31, 2023 ($0.20 per share) and June 30, 2023 ($0.18 per share): (i) we issued options to purchase 864,290 shares of our common stock to members of our board of directors for services performed, in lieu of cash; the fair value of these options totaled $154,000; (ii) we issued options to purchase 1,137,301 shares of our common stock to employees as part of an employee retention plan; the fair value of employee retention plan options totaled $203,000 and will vest quarterly over four years as long as they are retained as employees; (iii) we issued options to purchase 335,121 shares of our common stock to consultants in lieu of cash and for expiring options at $0.20 per share totaling $61,000, and (iv) we issued 300,000 options to our Chief Financial Officer with a fair value of $56,000 (see “Chief Financial Officer Contract Extension” immediately below). All stock option expense is recorded on our consolidated statement of operations as selling, general and administrative expense.

Chief Financial Officer Contract Extension

On March 21, 2023, we and our Chief Financial Officer Charles K. Dargan, II formally agreed to extend the engagement agreement dated February 1, 2008 (the “Engagement Agreement”, which had been previously extended multiple times), pursuant to which Mr. Dargan has been and continues to serve as the Company’s Chief Financial Officer. The Engagement Extension Agreement dated as of March 21, 2023 (the “Engagement Extension Agreement”) provides for an additional one-year term to expire January 31, 2024 (the “Extended Term”), at which time Mr. Dargan will continue to serve as CFO, unless and until either party terminates the agreement.

As the sole compensation for the Extended Term, Mr. Dargan was issued an option (“Option”) to purchase 25,000 shares of the Company’s common stock for each month during the Extended Term (thus, an option to purchase 300,000 shares reflecting an extended term of 12 months). The Option vests over the period of the Extended Term, with 25,000 shares having vested as of March 21, 2023, and the remaining shares to vest 25,000 shares monthly beginning March 31, 2023, and each month thereafter, so long as the agreement is in full force and effect. The Option is exercisable at $0.20 per share, the closing price of BioLargo’s common stock on the March 21, 2023, grant date, expires ten years from the grant date, and was issued pursuant to the Company’s 2018 Equity Incentive Plan.

The Option is Mr. Dargan’s sole compensation for the Extended Term. As was the case in all prior terms of his engagement, there is no cash component of his compensation for the Extended Term. Mr. 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). 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.

The options granted to purchase 3,782,923 shares during the six months ended June 30, 2022 were issued to officers, board of directors, employees and consultants: (i) we issued options to purchase 251,551 shares of our common stock at an exercise price on the respective grant date of $0.23 per share to our CFO and President to replace options that had expired and we issued an option to purchase 300,000 shares of our common stock at an exercise price on the respective grant date of $0.24 per share to our CFO (details below); (ii) we issued options to purchase 884,356 shares of our common stock at an exercise price on the respective grant date ranging between $0.18 – $0.23 per share to members of our board of directors for services performed, in lieu of cash; the fair value of these options totaled $178,000; (iii) we issued options to purchase 1,764,025 shares of our common stock to employees as part of an employee retention plan at an exercise price on the respective date ranging between $0.18 – $0.23 per share; the fair value of employee retention plan options totaled $360,000 and will vest quarterly over four years as long as they are retained as employees; and (iv) we issued options to purchase 582,991 shares of our common stock to consultants in lieu of cash for expiring options and per agreement totaling $127,000. All stock option expense is recorded on our consolidated statement of operations as selling, general and administrative expense.

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BIOLARGO, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

2007 Equity Incentive Plan

On September 7, 2007, and as amended April 29, 2011, the BioLargo, Inc. 2007 Equity Incentive Plan (“2007 Plan”) was adopted as a means of providing our directors, key employees and consultants additional incentive to provide services. Both stock options and stock grants may be made under this plan for a period of 10 years, which expired on September 7, 2017. The Board’s Compensation Committee administers this plan. As plan administrator, the Compensation Committee has sole discretion to set the price of the options. As of September 2017, the Plan was closed to further stock option grants.

Activity for our stock options under the 2007 Plan for the six months ended June 30, 2023, and 2022 is as follows:

								Weighted
								Average		Aggregate
	*Options*			*Exercise*				*Price per*		*intrinsic*
	*Outstanding*			*price per share*				*share*		Value⁽¹⁾
Balance, December 31, 2022		1,904,085			$0.28	–	0.69	$	0.56
Expired		(40,000	)		0.28				0.28
Balance, June 30, 2023		1,864,085			$0.28	–	0.69	$	0.56	$	—

Balance, December 31, 2021		2,879,246			$0.23	–	0.94	$	0.49
Expired		(300,000	)		0.35				0.35
Balance, June 30, 2022		2,579,246			$0.23	–	0.94	$	0.49

⁽¹⁾ – Aggregate intrinsic value based on closing common stock price of $0.18 at June 30, 2023.

Non-Plan Options

Activity of our non-plan stock options issued for the six months ended June 30, 2023 and 2022 is as follows:

								Weighted
	*Non-plan*							*average*		*Aggregate*
	*Options*			*Exercise*				*price per*		*intrinsic*
	*outstanding*			*price per share*				*share*		value⁽¹⁾
Balance, December 31, 2022		19,023,829			$0.12	–	0.83	$	0.39
Granted		60,040			0.18	–	0.20		0.20
Balance, June 30, 2023		19,083,869			$0.12	–	0.83	$	0.39
Unvested		(507,500	)		0.45				0.45
Vested, June 30, 2023		18,576,369			$0.12	–	0.83	$	0.38	$	46,000

Balance, December 31, 2021		20,119,207			$0.12	–	0.83	$	0.39
Granted		39,130			0.23				0.23
Balance, June 30, 2022		20,158,337			$0.12	–	0.83	$	0.39

(1) – Aggregate intrinsic value based on closing common stock price of $0.18 at June 30, 2023.

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BIOLARGO, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

During the six months ended June 30, 2023, we issued options to purchase an aggregate 60,040 shares of our common stock at $0.18 and $0.20 per share to vendors for fees for services. The fair value of the options issued totaled an aggregate $11,000 and is recorded in our selling, general and administrative expense.

During the six months ended June 30, 2022, we issued options to purchase an aggregate 39,130 shares of our common stock at $0.23 per share to vendors for fees for services. The fair value of the options issued totaled an aggregate $8,000 and is recorded in our selling, general and administrative expense.

Note 6. Warrants

We have certain warrants outstanding to purchase our common stock, at various prices, as described in the following table:

								Weighted
								average		Aggregate
	*Warrants*			*Exercise*				*price per*		*intrinsic*
	*outstanding*			*price per share*				*share*		value⁽¹⁾
Balance, December 31, 2022		49,023,398			$0.13	–	1.00	$	0.26
Granted		10,669,896			0.21	–	0.29		0.25
Expired		(5,173,209	)		0.19	–	0.35		0.21
Balance, June 30, 2023		54,520,085			$0.13	–	1.00	$	0.26	$	47,000

Balance, December 31, 2021		36,765,502			$0.16	–	1.00	$	0.27
Granted		19,604,796			0.20	–	0.29		0.24
Expired		(4,016,754	)		0.19	–	0.48		0.35
Balance, June 30, 2022		52,353,544			$0.14	–	1.00	$	0.25

(1) – Aggregate intrinsic value based on closing common stock price of $0.18 at June 30, 2023.

Warrants issued in Unit Offerings

During the six months ended June 30, 2023, pursuant to our Unit Offerings (see Note 3), we issued six-month stock purchase warrants to purchase an aggregate 5,234,948 shares of our common stock at $0.23 per share, and five-year stock purchase warrants to purchase an aggregate 5,234,948 shares of our common stock at $0.29 per share. The fair value of these warrants totaled $913,000.

During the six months ended June 30, 2022, pursuant to our Unit Offering (see Note 3), we issued six-month stock purchase warrants to purchase an aggregate 9,802,398 shares of our common stock at $0.20 - $0.23 per share, and five-year stock purchase warrants to purchase an aggregate 9,802,398 shares of our common stock at $0.25 - $0.29 per share. The fair value of these warrants totaled $2,134,000.

Warrant issued in conjunction with amendment to note payable

On March 6, 2023, we entered into an agreement with the holder of a $50,000 note (see Note 4, “Convertible note payable, matures March 1, 2023”) to convert that note into common stock of BETI. As payment for interest, a warrant to purchase 200,000 shares of BioLargo common stock at $0.21 was issued to the investor, expiring five years from the grant date. The fair value of this warrant totaled $30,000 and was recorded as interest expense on our statement of operations.

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BIOLARGO, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Fair Value – Interest Expense

To determine interest expense related to our outstanding warrants issued in conjunction with debt offerings, the fair value of each award grant is estimated on the date of grant using the Black-Scholes option pricing model and the relative fair values are amortized over the life of the warrant. For the determination of expense of warrants issued for services, extinguishment of debt and settlement management also uses the option-pricing model. The principal assumptions we used in applying this model were as follows:

	2023			2022
Risk free interest rate	3.88	–	4.27%	3.69	–	3.88%
Expected volatility	40	–	95%	40%
Expected dividend yield	—			—
Forfeiture rate	—			—
Expected life in years	3	-	5	3

The risk-free interest rate is based on U.S. Treasury yields in effect at the time of grant. Expected volatilities are based on historical volatility of our common stock. The expected life in years is based on the contract term of the warrant.

Note 7. Accounts Payable and Accrued Expenses

As of June 30, 2023, accounts payable and accrued expenses included the following (in thousands):

Category	BioLargo		ONM		BLEST		Water		BETI		Intercompany amounts			Totals
Accounts payable	$	142	$	168	$	119	$	106	$	29	$	(82	)	$	482
Accrued payroll		50		92		71		—		—		—			213
Accrued interest		25		—		—		—		—		—			25
Total														$	720

As of December 31, 2022, accounts payable and accrued expenses included the following (in thousands):

Category	BioLargo		ONM		BLEST		Water		Intercompany amounts			Totals
Accounts payable	$	187	$	486	$	7	$	119	$	(82	)	$	717
Accrued payroll		20		58		120		—		—			198
Accrued interest		25		—		—		—		—			25
Total												$	940

See Note 8, “Accounts Payable and Accrued Expenses”, for the accounts payable and accrued expenses of Clyra Medical.

Note 8. Noncontrolling Interest – Clyra Medical

As discussed in Note 2 above, we consolidate the operations of our partially owned subsidiary Clyra Medical, of which we owned 56% of its outstanding shares as of June 30, 2023.

Debt Obligations of Clyra Medical

Promissory Note

On April 8, 2022, Clyra Medical issued a promissory note in the principal amount of $100,000 to an individual investor, payable April 8, 2024, and bearing 8% annual interest. The note may be converted by its holder at any time prior to the maturity date, and automatically converts to stock upon (i) Clyra’s sale of $5,000,000 or more of its common or preferred stock, or (ii) the maturity date, at a conversion price equal to 70% of the lowest price-per-share of shares sold to a future investor prior to the maturity date.

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BIOLARGO, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Line of Credit

On June 30, 2020, Clyra Medical entered into a Revolving Line of Credit Agreement whereby Vernal Bay Capital Group, LLC committed to provide a $1,000,000 inventory line of credit. Clyra Medical received $260,000 in draws and made repayments totaling $117,000. Clyra issued Vernal Bay 322 shares of its common stock as a commitment fee for the line of credit, valued at $70,000. A security agreement of the same date grants Vernal Bay a security interest in Clyra’s inventory, as that term is defined in the Uniform Commercial Code. Clyra may prepay the note at any time.

On December 13, 2022, we entered into an amendment of the Revolving Line of Credit Agreement whereby the maturity date of the line of credit was extended to September 30, 2024, and the payment terms were modified such that amounts of principal due in each month are capped at a maximum of 15% of the principal amount then due under the note. Additionally, BioLargo agreed to allow Vernal Bay to elect to convert, any time prior to the note’s maturity date, the 322 shares of Clyra common stock it received as consideration for the line of credit into shares of Biolargo common stock at the then market price of BioLargo’s common stock. On January 9, 2023, Vernal Bay elected to convert Clyra shares to 527,983 BioLargo shares of common stock.

As of June 30, 2023, the balance outstanding on this line of credit totals $143,000. As of December 31, 2022, the balance outstanding on this line of credit totaled $161,000.

Equity Transactions

As of June 30, 2023, Clyra had 95,301 shares issued and outstanding, of which 89,070 were common shares, and 6,231 were preferred shares. As of December 31, 2022, Clyra had 91,145 shares issued and outstanding, of which 89,070 were common shares, and 2075 were preferred shares. As of June 30, 2023 and December 31, 2022, of the outstanding amount, BioLargo owned 51,571 common shares and 1,352 Series A Preferred shares.

BioLargo Conversion of Intercompany Balances

On March 2, 2022, BioLargo converted $633,000 owed to it by Clyra into 2,042 shares of Clyra common stock.

Sales of Series A Preferred Stock

During the three months ended June 30, 2023, Clyra sold 3,427 shares of its Series A Preferred Stock, and in exchange received $1,062,000 in gross and net proceeds from 26 accredited investors. During the six months ended June 30, 2023, Clyra sold 4,879 shares of its Series A Preferred Stock, and in exchange received $1,287,000 in gross and net proceeds from 28 accredited investors. Purchasers of the Series A Preferred Stock also received a 3-year warrant to purchase the same number of additional shares of common stock for $372 per share. The fair value of the warrants issued totaled $324,000, and is limited to a relative fair value based upon the percentage of its fair value to the total fair value including the fair value of the Series A Preferred Stock. Shares of Series A Preferred Stock earn a dividend of 15% each year, compounding annually; the company is under no obligation to pay such dividends in cash, and such dividends automatically convert to common stock upon conversion of the Series A Preferred Stock to common stock. Each share of Series A Preferred stock can be converted by the holder at any time for one share of common stock, and automatically convert upon the completion of a public offering of shares in which at least $5,000,000 of gross proceeds is received by the company. Accrued dividends may be converted to common stock at a conversion rate of $310 per share.

Each investor also entered into an agreement with BioLargo whereby the investor may exchange some or all of its Series A Preferred stock, plus accrued dividends, into shares of BioLargo common stock, at a price equal to a 20% discount of the volume weighted average price over the 30 prior trading days. Elections must be made during the 18-month period that begins 18 months after the closing of the Series A Preferred offering (which has not yet taken place), or June 30, 2023, whichever is earlier.

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BIOLARGO, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Clyra Stock Options

							Weighted
	*Clyra*						*average*
	*Options*		*Exercise*				*price per*
	*Outstanding*		*price per share*				*share*

Balance, December 31, 2022		15,833		$1.00	-	310	$	5.53
Granted		858		1.00	-	271		146.06
Balance, June 30, 2023		16,691		$1.00	-	310	$	12.76

Balance, December 31, 2021		14,004		$1.00			$	1.00
Granted		1,026		1.00				1.00
Balance, June 30, 2022		15,030		$1.00			$	1.00

Clyra issues options to its employees and consultants in lieu of compensation owed on a regular basis. The fair value of the options issued totaled $66,000 and $127,000 in the three and six months ended June 30, 2023, and $82,000 and $223,000 in the three and six months ended June 30, 2022. We used the Black-Scholes model to calculate the initial fair value, assuming a stock price on date of grant of $310 per share. Because Clyra is a private company with no secondary market for its common stock, the resulting fair value was discounted by 30%.

	June 30, 2023			December 31, 2022
Risk free interest rate	3.48	–	3.58%		2.32	%
Expected volatility	40	-	48%		40	%
Expected dividend yield	—				—
Forfeiture rate	—				—
Expected life in years	10				10

Accounts Payable and Accrued Expenses

At June 30, 2023, and December 31, 2022, Clyra had the following accounts payable and accrued expenses (in thousands):

Category	2023		2022
Accounts payable	$	199	$	186
Accrued payroll		10		45
Accrued interest		5		7
Accrued dividend		74		---
Total	$	288	$	238

Note 9. BioLargo Engineering, Science and Technologies, LLC

In September 2017, we commenced a full-service environmental engineering firm and formed a Tennessee entity named BioLargo Engineering, Science & Technologies, LLC (“BLEST”). In conjunction with the start of this subsidiary we entered into employment agreements with six scientists and engineers. (See Note 11 “Business Segment Information”.) BLEST was capitalized with two classes of membership units: Class A, 100% owned by BioLargo, and Class B, held by management of BLEST, and which initially have no “profit interest,” as that term is defined in Tennessee law. However, over the succeeding five years, the Class B members can earn up to a 30% profit interest. They also have been granted options to purchase up to an aggregate 1,750,000 shares of BioLargo, Inc. common stock. The profit interest and option shares are subject to a five year vesting schedule tied to the performance of the subsidiary, including gross revenue targets that increase over time, obtaining positive cash flow by March 31, 2018 (which was not met), collecting 90% of its account receivables, obtaining a profit of 10% in its first year (and increasing in subsequent years) (which was not met), making progress in the scale-up and commercialization of our AOS system, and using BioLargo research scientists (such as our Canadian team) for billable work on client projects. These criteria are to be evaluated annually by BLEST’s compensation committee (which includes BioLargo’s president, CFO, and BLEST’s president), beginning September 2018. Given the significant performance criteria, the Class B units and the stock options will only be recognized in compensation expense if or when the criteria are satisfied.

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BIOLARGO, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

The BLEST Compensation Committee has met regularly since the subsidiary commenced operations. In 2018, it reviewed the operating performance and determined that the performance metrics were not met and as a result, did not award any Class B units or stock options. As of December 31, 2021, BLEST employees had earned 13% in profits interests and had earned (vested) 455,000 option shares. In January 2022, the committee again reviewed the operating performance and determined that a portion of the performance metrics were met. It was agreed that an additional one-half and one-quarter of the eligible profits interests would be vested (11% in the aggregate), and therefore an additional half of the option interests would be vested (525,000 options shares in the aggregate). The vesting of option shares resulted in a fair value totaling $65,000, recorded on our consolidated statement of operations as selling, general and administrative expense for the year ended December 31, 2021. In December 2022, the committee again reviewed the operating performance and determined that a portion of the performance metrics were met. It was agreed that an additional one-half and one-quarter of the eligible profits interests would be vested (18% in the aggregate), and therefore an additional half of the option interests would be vested (1,242,500 options shares in the aggregate). The vesting of option shares resulted in a fair value totaling $135,000 and is recorded on our consolidated statement of operations as selling, general and administrative expense for the year ended December 31, 2022.

At June 30, 2023, BioLargo owns 82% of BLEST.

Note 10. BioLargo Energy Technologies, Inc.

Subsidiary BioLargo Energy Technologies, Inc. (“BETI”) was formed for the purpose of commercializing a sodium-sulfur battery technology. BioLargo purchased 9,000,000 shares of its common stock upon its formation.

During the three months ended June 30, 2023, BETI sold 132,000 shares of its common stock to nine accredited investors and received $330,000 in gross and net proceeds. During the six months ended June 30, 2023, BETI sold 450,000 shares of its common stock to 15 accredited investors, and in exchange received gross and net proceeds totaling $980,000. Of that amount, $100,000 in shares were purchased by BioLargo.

Each investor also entered into an agreement with BioLargo whereby the investor may exchange some or all of its shares of BETI common stock into shares of BioLargo common stock, at a price equal to a 20% discount of the volume weighted average price over the 20 trading days prior to the election to exchange. Elections must be made during calendar year 2024.

As of June 30, 2023, there are 9,457,000 shares outstanding, of which BioLargo holds 9,050,000 (96%).

Note 11. Business Segment Information

BioLargo has five operating business segments, plus its corporate entity which is responsible for general corporate operations, including administrative functions, finance, human resources, marketing, legal, etc. The operational business segments are:

ONM Environmental -- which sells odor and volatile organic control products and services (located in Westminster, California);

Clyra Medical Technologies (“Clyra Medical”) -- which develops and sells medical products based on our technologies;

BLEST -- which provides professional engineering services on a time and materials basis for outside clients and supports our internal operations as needed (located in Oak Ridge, Tennessee);

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BIOLARGO, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

BioLargo Water (“Water”) – our research, development and innovation group operating out of the University of Alberta, Edmonton, Canada; and

BioLargo Energy Technologies, Inc. (“BETI”) – formed to commercialize our sodium-sulfur battery technology.

Other than ONM Environmental, during the last three quarterly periods none of our operating business units have operated at a profit, and therefore each required additional cash to meet its monthly expenses, funded through BioLargo’s sales of debt or equity, research grants, and tax credits. BETI and Clyra Medical have also been funded by third party investors who invest directly in exchange for equity ownership in that entity.

The segment information for the three and six months ended June 30, 2023, and 2022, is as follows (in thousands):

	Three months ended June 30,						Six months ended June 30,
	2023			2022			2023			2022
Revenue
BioLargo corporate	$	—		$	—		$	—		$	2
ONM Environmental		1,316			700			4,859			1,300
BLEST		538			670			901			1,213
BETI		—			—			—			—
Water		9			—			—			—
Clyra Medical		—			6			6			17
Intersegment revenue		(417	)		(53	)		(587	)		(245	)
Total	$	1,446		$	1,323		$	5,188		$	2,287

Research and development expense
BioLargo corporate	$	(243	)	$	(165	)	$	(432	)	$	(430	)
BLEST		(292	)		(80	)		(537	)		(188	)
BETI		(271	)		—			(303	)		—
Water		(138	)		(130	)		(273	)		(327	)
Clyra Medical		(60	)		(26	)		(194	)		(42	)
Intersegment R&D		417			46			587			240
Total	$	(587	)	$	(355	)	$	(1,152	)	$	(747	)

Operating income (loss)
BioLargo corporate	$	(635	)	$	(923	)	$	(1,434	)	$	(2,143	)
ONM Environmental		428			11			1,815			18
BLEST		(450	)		56			(818	)		21
BETI		(297	)		—			(384	)		—
Water		(209	)		(209	)		(393	)		(431	)
Clyra Medical		(396	)		(256	)		(823	)		(496	)
Total	$	(1,559	)	$	(1,321	)	$	(2,037	)	$	(3,031	)

Interest expense
BioLargo corporate	$	(4	)	$	(6	)	$	(40	)	$	(12	)
ONM Environmental		(2	)		—			(4	)		—
Clyra Medical		(6	)		(9	)		(16	)		(16	)
Total	$	(12	)	$	(15	)	$	(60	)	$	(28	)

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BIOLARGO, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

As of June 30, 2023	BioLargo		ONM		Clyra		BLEST		Water		BETI		Elimination			Total
Tangible assets	$	731	$	2,705	$	1,265	$	414	$	92	$	686	$	(41	)	$	5,852
Right of use leased asset		93		—		—		714		—		—		—			807
Investment in South Korean joint venture		21		—		—		—		—		—		—			21
Total	$	845	$	2,705	$	1,265	$	1,128	$	92	$	686	$	(41	)	$	6,680

As of December 31, 2022	BioLargo		ONM		Clyra		BLEST		Water		Elimination			Total
Tangible assets	$	669	$	2,064	$	631	$	441	$	194	$	(41	)	$	3,958
Right of use		136		—		—		731		—		—			867
Investment in South Korean joint venture		33		—		—		—		—		—			33
Total	$	838	$	2,064	$	631	$	1,172	$	194	$	(41	)	$	4,858

Note 12. Commitments and Contingencies

Office Leases

We have long-term operating leases for office, industrial and laboratory space in Westminster, California, Oak Ridge, Tennessee, and Alberta, Canada. Payments made under operating leases are charged to the Consolidated Statement of Operations and Comprehensive Loss on a straight-line basis over the term of the operating lease agreement. Short-term leases less than one-year are not included in our analysis. For the three and six months ended June 30, 2023, rental expense was $83,000 and $166,000 and for the three and six months ended June 30, 2022, rental expense was $106,000 and $169,000. The lease of our Westminster facility expires August 2024. Management has not yet determined whether it will exercise its option to extend the lease four years; therefore the four-year extension is not included in the analysis. In September 2022, the lease of our Oak Ridge, Tennessee facility was extended for ten years. The lease of our Canadian facility is less than one year. None of our leases have additional terms related to the payments or mechanics of the lease. The leases have no additional payment terms such as common area maintenance payments, tax sharing payments or other allocable expenses. Likewise, the leases do not contain other terms and conditions of use, such as variable lease payments, residual value guaranties or other restrictive financial terms. Since there is no explicit interest rate in our leases, management used its incremental borrowing rate, which is estimated to be 18% to determine lease liability.

Note 13. Subsequent Events.

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

Lincoln Park Capital Purchase of Shares

From July 1, 2023, through August 10, 2023, we sold 782,553 shares of common stock to Lincoln Park pursuant to the 2022 LPC Purchase Agreement (see Note 3) and received $136,000 in gross and net proceeds. These sales were registered with the SEC on Form S-1 (file number 333-268973).

Clyra Medical – Sales of Series A Preferred Stock Units

From July 1, 2023, through August 10, 2023, Clyra Medical sold 81 shares of its Series A Preferred Stock, and in exchange received $25,000 in gross and net proceeds. Purchasers of the Series A Preferred Stock also received a 3-year warrant to purchase the same number of additional shares of common stock for $372 per share. (See Note 8, “Sales of Series A Preferred Stock”.)

BETI – Sales of Common Stock

From July 1, 2023, through August 10, 2023, BETI sold 10,000 shares of its common stock, and in exchange received $25,000 in gross and net proceeds. (See Note 10.)

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

This quarterly report on Form 10-Q contains forward-looking statements. These forward-looking statements involve risks and uncertainties, including statements regarding BioLargo’s capital needs, business plans and expectations. Such forward-looking statements involve risks and uncertainties regarding BioLargo’s ability to carry out its planned development and production of products. Forward-looking statements are made, without limitation, in relation to BioLargo’s operating plans, BioLargo’s liquidity and financial condition, availability of funds, operating and exploration costs and the market in which BioLargo competes. Any statements contained herein that are not statements of historical facts may be deemed to be forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may”, “will”, “should”, “expect”, “plan”, “intend”, “anticipate”, “believe”, “estimate”, “predict”, “potential” or “continue”, the negative of such terms or other comparable terminology. Actual events or results may differ materially. In evaluating these statements, you should consider various factors, including the risks outlined in our Form most recent annual report on Form 10-K, and, from time to time, in other reports BioLargo files with the SEC. These factors may cause BioLargo’s actual results to differ materially from any forward-looking statement. BioLargo disclaims any obligation to publicly update these statements, or disclose any difference between its actual results and those reflected in these statements. The information constitutes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Given these uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements.

Unless otherwise expressly stated herein, all statements, including forward-looking statements, set forth in this Form 10-Q are as of June 30, 2023, unless expressly stated otherwise, and we undertake no duty to update this information.

As used in this report, “we” and “Company” refers to (i) BioLargo, Inc., a Delaware corporation; and (ii) its partially or wholly-owned subsidiaries BioLargo Life Technologies, Inc., a California corporation which holds our registered patents, ONM Environmental, Inc., a California corporation which manufactures, markets, sells and distributes our odor and volatile organic compound control products, BioLargo Water Investment Group, Inc., a California corporation (which wholly owns BioLargo Water, Inc., a Canadian corporation), BioLargo Development Corp., a California corporation which employs and provides benefits to our employees, BioLargo Engineering, Science & Technologies, LLC, a Tennessee limited liability company (“BLEST”) that provides professional engineering services out of Oak Ridge Tennessee, BioLargo Energy Technologies, Inc., a California corporation (“BETI”) formed to commercialize our proprietary battery technology, BioLargo Equipment Solutions & Technologies, Inc., a California corporation, and Clyra Medical Technologies, Inc., a California corporation (“Clyra Medical”) which commercializes our technologies in the medical and dental fields. All subsidiaries are wholly owned, except for BETI, BLEST and Clyra Medical.

The following discussion and analysis should be read in conjunction with our unaudited consolidated financial statements and the related notes to the consolidated financial statements included elsewhere in this report.

Our Business - Innovator and Solution Provider

BioLargo is in the business of creating new cleantech technologies to solve tough problems. We invent, develop, then commercialize disruptive technologies to tackle global challenges in air quality, water, environmental engineering, long duration energy storage, and advanced antimicrobial medical device platforms. Our model is to invent new technologies that solve specific problems, prove them out and develop them, then commercialize them with purpose-suited subsidiaries, identify and secure the right partnerships to increase their commercial reach, and potentially sell them or spin them out later.

Why do we do this work? Every member of our team – including PhD scientists, engineers, and entrepreneurs – has a passion for seeking new, never-before-seen innovations that can make life better around the world. We care about safeguarding the environment and human health for future generations. We care about making technologies that are affordable and flexible enough to be accessed around the world. And we care about being the best at what we do – creating best-in-class technologies to solve big, tough cleantech challenges.

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Some of our areas of focus include environmental problems like PFAS contamination (per- and polyfluoroalkyl substances), water pollution by pharmaceuticals and micropollutants, air pollution by VOCs, hard-to-treat odors from landfills and sewage plants, and infection and wound healing.

Below you’ll read about the cleantech ventures and projects we are most excited about. Behind those, however, is a pipeline of other cleantech innovations in various stages of development associated with our expansive array of issued and pending patents, and having been funded in part by over 90 government grants.

We operate our business in distinct business segments:

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Odor and VOC control products, including consumer products, such as the Pooph branded pet-odor control product, and our flagship industrial odor control product, CupriDyne Clean, sold by our subsidiary ONM Environmental, Inc.;

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Water treatment equipment and solutions, including our PFAS removal system the AEC, our co-developed minimal liquid discharge water treatment system the AROS, and our micro-pollutant treatment solution, the AOS, all sold by our subsidiary BioLargo Equipment Solutions & Technologies, Inc.;

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Long-term battery storage solutions, being developed by our subsidiary BioLargo Energy Technologies, Inc. (97% owned by BioLargo, Inc.);

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Medical products based on our technologies, including the FDA-cleared Bioclynse surgical wound irrigation solution sold by our partially owned subsidiary Clyra Medical Technologies, Inc.; and

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Our professional engineering services division, which, in addition to serving outside clients on a fee for service basis, supports our internal business units, through our partially owned subsidiary BioLargo Engineering, Science & Technologies, LLC ("BLEST").

In addition to the foregoing, we have scientists working in a research and support facility on campus at the University of Alberta, Edmonton, Canada, and corporate offices in Westminster, California that support the operating segments with legal, accounting, human resources, and other services.

Odor Control (Consumer and Industrial)

Pooph - Consumer Private-Label Products

We sell the Pooph branded pet odor-control product to Ikigai Marketing Works, LLC, pursuant to license and manufacturing agreements. Ikigai advertises and sells Pooph to consumers and major retailers, including Walmart, Amazon, and Chewy.com, and is currently expanding to more than a dozen large retailers. Our agreement with Ikigai grants them an exclusive license to sell the Pooph pet odor-control product, and requires, in addition to purchasing product from us at an agreed-upon manufacturing margin, they are required to pay us an additional six percent of their sales.

As Ikigai has expanded their national television advertising, their sales have increased, and correspondingly, their purchase of product from us has increased, such that for the six months ended June 30, 2023, it comprised 77% of our company-wide revenue. However, in the three months ended June 30, 2023, revenues from sales of Pooph to Ikigai were down significantly compared to the first quarter of 2023, as Ikigai managed inventory purchased for initial stocking orders at retailers (primarily Walmart).

Ikigai management informs us that, over the coming months, there will be some shift of focus in their advertising from direct-to-consumer to driving sales to national retailers, and that they expect to secure contracts for more than 20,000 retail stores by the end of 2023, representing an approximately ten times increase in the number of stores carrying the product as were at June 30, 2023.

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Industrial Odor and VOC Solutions

ONM Environmental, Inc. is BioLargo’s subsidiary that delivers robust and comprehensive products and services to control and mitigate odor and volatile organic compounds (“VOCs”) emitted from a variety of industrial activities, including landfills and other waste handling facilities. Its flagship product – CupriDyne® Clean – is delivered through misting systems, sprayers, water trucks and similar water delivery systems designed, manufactured and installed by ONM. We believe the product is the number-one performing odor-control product in the market, and that it offers substantial savings to our customers compared with competing products. ONM Environmental holds General, Electrical, Plumbing and Low Voltage contractor licenses issued by the California Contractors State License Board, and offers a menu of services to landfills, transfer stations, wastewater treatment facilities as well as facilities in non-waste related industries. These services include engineering design, construction, installation, ongoing maintenance and on-site support services to assist our clients in the implementation and continued use of the various systems that deliver our liquid products in the field (such as misting systems).

We have been and expect to continue selling product to the largest solid waste handling companies in the country, with a portion of chemistry product sales resulting from national purchasing agreements (NPAs), and are also serving municipalities. In the past quarter, ONM Environmental focused on securing more contracts with municipal customers like sanitation agencies, securing new construction projects for municipal customers that will be completed over the coming months. ONM also onboarded two new wastewater treatment plant customers, as well as one more manufacturing facility customer, representing encouraging advancements in expanding into non-solid-waste markets.

In addition to its goal to keep growing its revenues organically through the sale of odor and VOC control chemistry and air quality control systems to its primary market segment (municipal solid waste handling in California), ONM Environmental aims to accelerate its growth through development of new sales and distribution channels without being limited by our own sales and distribution infrastructure, such as through our partnership with Ikigai Marketing Works, LLC (see “Consumer Packaged Goods Products” below).

South Korean Joint Venture

We are partners with a leading wastewater treatment solution provider based in South Korea in a joint venture to commercialize our CupriDyne® Clean products in South Korea. We own 40% of the joint venture. Although the joint venture established manufacturing and is marketing the product, the COVID-19 pandemic significantly impacted the expected growth of the company. While the local management team continues to market the product to industrial clients, their efforts have struggled to gain a foothold. We are not obligated to contribute additional funds to the venture, and cannot predict its future success.

Innovative Water Treatment Solutions

Over the years, we have developed multiple innovative technologies and equipment platforms that focus on challenging issues in the water treatment industry, including the AOS developed to remove micro-pollutants, the AEC developed to remove per- and polyfluoroalkyl substances (PFAS), and along with Garratt-Callahan, the AROS to allow for minimal water discharge. As a result of increase in interest from potential customers for our PFAS solutions, we believe we will be better able to serve this market with a uniform identity and operating unit called BioLargo Equipment Solutions & Technologies, Inc. (“BEST”), which will manage the sales and distribution of our water treatment products and related services. As we transition this venture from incubation to commercialization, we are focusing staff and resources we believe necessary for success. Ultimately, BEST will be reflected as a new operating segment in our consolidated financial statements. Although BEST is primarily focused on AEC, AROS and AOS, discussed below, it will offer comprehensive water treatment solutions, related equipment, and services.

AEC, a solution for the PFAS “Forever-Chemicals” crisis – and more

One of the most significant and timely innovations in our portfolio is our per- and polyfluoroalkyl substances (PFAS) removal and collection/disposal solution we call the Aqueous Electrostatic Concentrator (AEC), a novel water treatment system that removes PFAS from water at a lower operating cost and while generating only a fraction of the PFAS-laden waste of the most common currently used solutions (carbon filtration, ion exchange, and reverse osmosis). PFAS chemicals have been linked to cancer, immune disorders, liver dysfunction, and many other human health problems, and are contained in a vast range of manufactured goods, common household products (e.g., cleaning products, cookware), and electronics, and contaminate drinking water in unsafe levels all over the globe.

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PFAS is often referred to as the “contaminant of the decade.” The EPA proposed new drinking water standards on March 14, 2023, limiting certain PFAS chemicals to four parts per trillion – a standard our AEC can meet. We believe these proposed rules will continue to push the market to find and adopt commercially viable solutions to remove PFAS chemicals from water. Additionally, some emerging regulations on PFAS in the U.S. are expected to skew the market toward seeking treatment technologies that produce as little PFAS-laden solid waste as possible, a favorable trend for our AEC that generates very little PFAS-laden waste. Detection of unsafe levels of PFAS around the world has given rise to a number of market opportunities, including in drinking water, industrial wastewater, municipal wastewater, solid waste, organic foods and more.

We have successfully validated the AEC as an effective system to selectively extract and collect PFAS chemicals from contaminated water including performance testing that shows “non-detect” levels of removal, which meets new EPA standards. We have demonstrated more than 10,000 hours of continuous operation showing no materially significant degradation of the AEC system’s components or performance over time. As a modular system, we believe the AEC is scalable to small portable commercial units as well as very large commercial operations, and we believe that our engineering team has the experience to deliver systems to meet the needs of any sized commercial installation. In order to provide a full turn-key solution for our customers, we have developed an expanded offering whereby we can bundle a service package with each customer project that includes a membrane exchange program, the collection of PFAS, and transport and destruction of the PFAS.

Our strategy to market our PFAS treatment technology and related engineering services is as follows: 1) focus on demonstrating our technology’s efficacy in first demonstration projects, trials, and early customer deployments with the understanding that this early success can be leveraged to secure larger and more numerous subsequent projects, 2) market our PFAS expertise and our technology by presenting at industry events and conferences around the country, cultivating our status as “thought leaders” in the space (we are taking part in seven such events over the next three months), 3) use our network of manufacturer’s representatives and channel selling partners to maximize the number of potential opportunities with early adopters, and 4) engage in discussions with credible distribution partners at established water treatment technology companies.

The AEC’s commercial roll-out will be executed with the help of a network of sales representative organizations whose role will be to market and sell the treatment system, related equipment, and the Company’s engineering services to municipal and industrial customers across the country. We have secured channel partner agreements with several sales representative organizations ensuring coverage for most of the continental United States. In August 2022, we began engineering a comprehensive PFAS mitigation plan for client operating an industrial site. Having completed initial preliminary engineering and project budgeting, in early 2023 we delivered a proposal for a mobile commercial pilot, as well as scoping, preliminary design and budget for the building of the full-scale system. We are awaiting client feedback and engagement on the proposal. We are currently in negotiations with multiple prospective industrial and municipal customers to treat PFAS contaminated water. These opportunities include small to medium sized municipalities, waste facilities, Air Force bases, remediation sites, and industrial sites.

AROS Minimal Liquid Discharge Water Treatment

In association with Garratt-Callahan, a national industrial water treatment company, BLEST developed a “minimal liquid discharge” wastewater treatment system, called AROS, based on Garratt-Callahan’s patented technology that is able to reduce industrial wastewater discharge and therefore reduce wastewater discharge fees for customers. Garratt-Callahan is currently marketing the AROS system to its customers. BLEST will serve as the manufacturing partner and Garratt-Callahan will serve as the selling distributor to leverage their national sales force and over one hundred years of providing services and products to customers. Garratt-Callahan has identified multiple customer prospects, as has BioLargo, through its own marketing efforts. We remain confident that this innovation and partnership will find commercial success.

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Advanced Oxidation System (AOS)

The Advanced Oxidation water treatment system (AOS) is our patented water treatment device that generates highly oxidative and energetic species of iodine and other molecules which allow it to eliminate pathogenic organisms and organic contaminants rapidly and effectively as water passes through the device. The key value proposition of the AOS is its ability to reduce or eliminate a wide variety of waterborne contaminants with high performance, including the normally hard-to-treat class of recalcitrant water contaminants called “micropollutants”, while using very little electricity and input chemicals.

Our proof-of-concept studies and on-site pilot projects have generated results that project the AOS will be more cost- and energy-efficient than commonly used advanced water treatment technologies such as UV, electro-chlorination, and ozonation. Furthermore, our technology has been proven capable of removing hard-to-treat organic micropollutants such as pharmaceuticals from water more quickly and energy-efficiently than other technologies. Together, these characteristics make the AOS an economical and versatile tool to enable wastewater treatment and reuse in the face of emerging water contaminants and increasing regulatory scrutiny on industrial wastewater discharge.

Our current sales and marketing efforts for the AOS focus on: 1) domestic water and wastewater treatment markets in agriculture, pharmaceutical, and small municipal where the technology’s claims of low energy usage and proven pharmaceutical/micropollutant removal is especially valuable, and 2) opportunities to treat drinking water in Europe, where pharmaceuticals/micropollutants in water and wastewater are currently regulated in many countries. To achieve goal 2, we are focusing on cultivating partnerships with established European organizations.

The AOS has been included as a component of treatment train (comprehensive system) for a number of projects being scoped and budgeted through our engineering subsidiary. In addition, it has been included in the catalog of offerings being sold through our independent representatives as well as channel partners.

BioLargo Energy Technologies, Inc.

BioLargo acquired a proprietary sodium-sulfur battery technology and has formed and secured initial seed capital for a subsidiary – BioLargo Energy Technologies, Inc. (“BETI”) – designed to address the ongoing shift toward renewable energy production and the growth in global electricity demand, and the consequent drastic expansion in energy storage capacity in the US and world-wide that will be needed to accommodate increased demand and the intermittent nature of renewable energy sources like wind and solar.

The capital raised – $980,000 during the six months ended June 30, 2023 – is being used to build a pilot-scale production facility located in our building in Oak Ridge Tennessee in order to construct prototype batteries. These batteries will be tested to confirm energy efficiency, useful life expectancy, energy density, safety profile, number of charge/discharge cycles, and other technical claims that differentiate the battery from incumbent technologies. Batteries built based on the underlying technology a decade ago demonstrated features that far surpass comparable lithium-ion batteries, the dominant incumbent technology in the market:

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This sodium-sulfur battery technology demonstrates increased safety, no runaway fire risks, and a more sustainable design – with no rare-earth elements – that is capable of being manufactured completely from the domestic supply chain.

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Unlike lithium-ion batteries, BioLargo’s battery can charge and discharge completely, with no degradation of performance, ensuring virtually unlimited charge/discharge cycles, without self-discharge.

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BioLargo’s battery technology also demonstrates increased energy efficiency and energy density in comparison to lithium-ion batteries, and a longer useful life expectancy of at least 10 years.

BioLargo’s battery uses common, inexpensive, domestically available materials, and through its unique design and manufacturing process, creates an energy storage solution that has higher energy density than lithium virtually unlimited charge/discharge cycles, stable and secure supply chain management, and which is far safer than lithium-ion batteries, the current dominant energy storage technology. While the concept of sodium-sulfur salt batteries is not new (a concept conceived more than 80 years ago), we are not aware of any known ‘salt’ battery that can match the performance metrics of our battery.

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Our battery technology operates at higher temperatures, and its casing and materials when combined, are heavier than lithium-ion, making it more suitable for stationary energy storage applications like grid-scale energy storage, electric vehicle charging stations, and commercial and residential energy storage, and believed to be less suitable for placement into electric vehicles or portable electronics.

Clyra Medical Technologies, Inc. - Bioclynse Wound Irrigation Solution

Clyra Medical Technologies, Inc. is our partially owned subsidiary creating medical products based on our technologies. It is launching a product, called Bioclynse, to be used as a surgical wound irrigation solution and to help manage patient care and outcomes. The first target market for this product is orthopedics, including for hip and knee replacements. Management believes Bioclynse outperforms competing products as it has proven performance in biofilm disruption and inhibition, is non-toxic and non-cytotoxic, is non-sensitizing to tissue, and unlike competing products, does not require it to be rinsed and/or removed from a surgical cavity.

Clyra has secured manufacturing with independent third parties, a a robust quality control system for FDA compliance, recruited a national director of sales, secured independent manufacturer’s representatives and is actively expanding these efforts to build out a national rep network. Simultaneously, Clyra is focused on developing partnerships with large, well-established distributors who can help rapidly accelerate the product’s access to clinicians and surgeons in hospitals around the country.

During the six months ended June 30, 2023, Clyra sold $1,287,000 in preferred stock to support these efforts.

Full Service Environmental Engineering

BioLargo Engineering, Science & Technologies, LLC (“BLEST”) offers full service environmental engineering to third parties and provides engineering support services to our internal teams to accelerate the commercialization of our technologies.

BLEST focuses its efforts in three areas:

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providing engineering services to third-party clients as well as affiliated BioLargo entities;

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supporting internal product development; and

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advancing their own technical innovations such as the AEC PFAS treatment technology and the battery energy storage system.

BLEST operates out of an engineering facility in Oak Ridge (a suburb of Knoxville), Tennessee), and employs a group of scientists and engineers, many of whom are owners of the entity (BioLargo owns 82%). The team is led by Randall Moore, who served as Manager of Operations for Consulting and Engineering for the Knoxville office of CB&I Environmental & Infrastructure and was formerly a leader at The Shaw Group, Inc., a Fortune 500 global engineering firm. Many of the other team members are also former employees of CB&I and Shaw, with the exception of more recent staff hires. The team is highly experienced across multiple industries and we believe are considered experts in their respective fields, including: chemical engineering, wastewater treatment (including design, operations, data gathering and data evaluation), process safety, energy efficiency, air pollution, design and control, technology evaluation, technology integration, air quality management & testing, engineering management, permitting, industrial hygiene, applied research and development, air testing, environmental permitting, HAZOP review, chemical processing, thermal design, computational fluid dynamics, mechanical engineering, mechanical design, NEPDES permitting, RCRA/TSCA compliance and permitting, project management, storm water design & permitting, computer assisted design (CAD), bench chemistry, continuous emission monitoring system operator, data handling and evaluation and decommissioning and decontamination of radiological and chemical contaminated facilities. The team has decades of high-level experience in the energy industry. The engineering team has also developed an extended network of trusted engineering subcontractors that assist in serving specific client projects as needed.

BLEST engineers generate revenue through services to third party clients, as well as for internal BioLargo projects such as the AEC and battery (revenues from internal projects are eliminated in the consolidation of our financial statements and are designed “intersegment revenue”). Third party contracts include ongoing work at U.S. Air Force bases for air quality control. Efforts to expand this work as well as with other clients are consistently ongoing.

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Results of Operations

Our revenues increased 9% and 127% in the three and six months ended June 30, 2023, as compared with the same period in 2022. Revenues from the sale of products for the six months ended June 30, 2023, were $4,864,000, a 269% increase over the same period of 2022, primarily due to sales of the pet odor product (under the brand name “Pooph”) to our consumer-packaged goods partners at Ikigai Marketing Works, which comprised 77% of our total revenues in the six months ended June 30, 2023.

ONM Environmental

Our wholly-owned subsidiary ONM Environmental generates revenues through (i) sales of our flagship product CupriDyne Clean, including related design, installation, and maintenance services on the systems that deliver CupriDyne Clean at its clients’ facilities, and (ii) sale of private-label products to third parties, including the Pooph branded pet product.

Revenue (ONM Environmental)

ONM Environmental’s revenues increased 88% (to $1,316,000) and 274% (to $4,859,000) in the three and six months ended June 30, 2023, compared with the same periods in the prior year. The increase in revenues was almost entirely due to an increase in the volume of sales of private label odor-control products, specifically the Pooph branded pet-odor product, sold to Ikigai, which comprised 65% and 77% of ONM Environmental’s total revenues for the three and six months ended June 30, 2023. On a quarter-to-quarter basis, revenues from sales to Ikigai decreased from $3,143,385 in the first quarter of 2023 to $797,640 in the second quarter of 2023. The second quarter decrease was due to Ikigai’s purchase of initial stocking inventory in the first quarter to ready for a national rollout of Pooph at Walmart, and the resulting lack of need for product during the second quarter as that inventory was distributed. As Ikigai shifts its business model from primarily direct-to-consumer (primarily through their website and Amazon), to retailers like Walmart, we expect both continued overall growth in sales and similar fluctuations in the amount of product ordered from quarter-to-quarter. Although Ikigai management has expressed confidence in the increase of the number of retail stores nationwide, we have no control over those efforts and cannot predict their ultimate success. Any downturn in purchases of the Pooph product from Ikigai will affect our results of operations, as it did so for this quarter. (See also our risk factor titled “A significant portion of our revenue is concentrated with one customer” set forth in our Form 10-Q filed May 16, 2023.)

Cost of Goods Sold (ONM Environmental)

ONM Environmental’s cost of goods sold includes costs of raw materials, contract manufacturing, and portions of depreciation, salaries and expenses related to the manufacturing and installation of its products. As a percentage of revenue, ONM Environmental’s costs of goods decreased 7% and 0% for the three and six months ended June 30, 2023, to 39% and 47%, compared to the same periods in 2022, due to increased sales. The fluctuation in cost of goods is due to our efforts to improve margins in our private-label products, and increases in raw material costs.

Selling, General and Administrative Expense (ONM Environmental)

ONM Environmental’s selling, general and administrative expenses increased by 2% and 11% during the three and six months ended June 30, 2023, as compared with the same period in 2022. These expenses increased due to an increase of sales and support staff. We expect these expenses to increase to add support if revenue continues to increase in the year ending December 31, 2023.

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Operating Income (ONM Environmental)

ONM Environmental generated operating income of $428,000 and $1,815,000 in the three and six months ended June 30, 2023, compared to operating income of $11,000 and $18,000 for the three and six months ended June 30, 2022. The generation of operating income for the three and six months ended June 30, 2023, was entirely dependent on sale of Pooph branded products to Ikigai.

BLEST (engineering division)

Revenue (BLEST)

Our engineering segment (BLEST) generated $131,000 and $324,000 of revenue, net of intersegment revenue, in the three and six months ended June 30, 2023, compared to $616,000 and $970,000 in the three and six months ended June 30, 2022. In addition to providing engineering services to third party clients, BLEST supports BioLargo’s internal projects such as the AEC PFAS treatment system and the buildout of manufacturing facilities for the battery prototype. These services are billed internally, are considered intersegment revenue, and are eliminated in the consolidation of our financial statements. In the three and six months ended June 30, 2023, intersegment revenue for BLEST totaled $408,000 and $578,000 and for the three and six months ended June 30, 2022, intersegment revenue for BLEST totaled $53,000 and $241,000. The decrease in BLEST’s revenue net of intersegment revenue is due to a decrease in the number of client contracts, and its focus on supporting internal projects.

Cost of Services Sold (BLEST)

BLEST’s cost of services includes employee labor as well as subcontracted costs. In the three and six months ended June 30, 2023, cost of services were 56% and 64% of its revenues, versus 61% and 46% in the same period in 2022. These fluctuations are due to changes in the number of flat-fee monthly service accounts, as well as the recognition of deferred revenue in the three and six months ended June 30, 2022, which did not occur in the same period in 2023.

Selling, General and Administrative Expense (BLEST)

BLEST's SG&A expenses were $214,000 and $399,000, in the three and six months ended June 30, 2023, compared to $105,000 and $239,000, in the three and six months ended June 30, 2022, primarily due to increased rental costs and staff.

Operating Loss (BLEST)

BLEST incurred an operating loss of $450,000 and $818,000, in the three and six months ended June 30, 2023, compared to an operating income of $56,000 and $21,000 in the three and six months ended June 30, 2022. The increase in operating loss was due to lower third party-revenues.

Because the subsidiary had an operating loss, we invested cash during the year to allow it to maintain operations. BLEST’s need for a cash subsidy to support its operations has decreased over time. Our goal for this operation is that it produces a profit and contributes to corporate overhead in a significant way, although predicting when that will happen and other uncertainties in the market, and our limited resources, is difficult.

Clyra Medical

In the three and six months ended June 30, 2023, Clyra Medical generated zero and $6,000 in revenues, had $393,000 and $825,000 in total costs and expenses which included $60,000 and $194,000 in research and development expenses, and an operating loss of $396,000 and $823,000, respectively. In the same periods in 2022, it generated zero and $17,000 in revenue, had $257,000 and $508,000 in total costs and expenses, including $26,000 and $42,000 in research and development expenses, and an operating loss of $256,000 and $496,000. We expect these losses to continue until Clyra can increase its sales of its Bioclynse wound irrigation solution.

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BETI

Formed to develop and commercialize a sodium-sulfur battery technology, BETI raised $330,000 and $880,000 in investment capital in the three and six months ended June 30, 2023, respectively, did not generate revenue, and incurred $297,000 and $384,000 in expenses, respectively, primarily related to the development of battery prototypes.

Selling, General and Administrative Expense – consolidated

Our Selling, General and Administrative expense (“SG&A”) include both cash (for example, salaries to employees) and non-cash expenses (for example, stock option compensation expense). Our consolidated SG&A increased in the aggregate by 3% and 13% in the three and six months ended June 30, 2023, to $1,791,000 and $3,515,000, respectively. The largest components of our SG&A expenses included (in thousands):

	Three months ended:				Six months ended:
	June 30, 2023		June 30, 2022		June 30, 2023		June 30, 2022
Salaries and payroll related	$	574	$	633	$	1,180	$	1,442
Professional fees		203		198		414		344
Consulting		186		133		384		450
Office expense		494		420		952		730
Sales and marketing		118		75		211		134
Investor relations		86		62		179		147
Board of director expense		130		68		195		178

In the three and six months ended June 30, 2023, our non-cash expenses from stock for service, stock options and warrant expense total $363,000 and $859,000, respectively, and $375,000 and $809,000 in the same periods in the prior year. Office expense included $163,000 and $307,000 of insurance expenses in the three and six months ended June 30, 2023, and $124,000 and $243,000 in the same periods in the prior year. Insurance expenses increased due to market conditions unrelated to the Company’s activities.

Research and Development

In the three and six months ended June 30, 2023, we spent $587,000 and $1,152,000, respectively, in the research and development of our technologies and products. This was an increase of 63% and 54% compared to the three and six months ended June 30, 2022. The increase is related to increased headcount and the work at BETI.

Interest expense

Our interest expense for the three and six months ended June 30, 2023, was $12,000 and $60,000, respectively, compared with $15,000 and $28,000, respectively, in the same periods in 2022. Of our total interest expense in 2023, $27,000 was paid in cash, and the remainder was comprised primarily of non-cash debt discounts related to warrants issued in conjunction with debt instruments being amortized over the life of the debt instrument; for the six months ended June 30, 2023, non-cash interest expense totaled $33,000.

Other Income and Expense

The amount of grant income increased $24,000 in the six months ended June 30, 2023, to $32,000. For the three months ended June 30, 2023, grant income was zero, compared with $3,000 in the prior year period. Grant income is primarily generated through our wholly owned Canadian subsidiary, we have been awarded more than 80 research grants over the years from various public and private agencies, including the Canadian National Research Institute – Industrial Research Assistance Program (NRC-IRAP), the National Science and Engineering Research Council of Canada (NSERC), and the Metropolitan Water District of Southern California’s Innovative Conservation Program “ICP”. The research grants received are considered reimbursement grants related to costs we incur and therefore are included as Other Income. Grant funds paid directly to third parties are not included as income in our financial statements.

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During the three and six months ended June 30, 2022, we recorded $174,000 in income related to the forgiveness of Paycheck Protection Act loan to ONM Environmental.

Net Loss

Net loss for the three and six months ended June 30, 2023, was $1,626,000 and $2,120,000 a loss of $0.01 per share, compared to a net loss for the three and six months ended June 30, 2022, of $1,333,000 and $2,897,000, a loss of $0.01 per share, an increase of 22% and decrease of 33%, respectively. Our net loss for the three months ended June 30, 2023, increased because of the decrease in engineering service revenue and an increase in total costs and expenses, offset by the increase in product revenue. Our net loss decreased during the six months ended June 30, 2023, primarily due to the increase of product revenue, offset by a decrease of engineering service revenue and increase in total costs and expenses.

The net income (loss) per business segment is as follows (in thousands):

	Three months ended						Six months ended
	June 30, 2023			June 30, 2022			June 30, 2023			June 30, 2022
BioLargo corporate	$	(639	)	$	(929	)	$	(1,474	)	$	(2,155	)
ONM		426			11			1,811			192
Clyra Medical		(404	)		(265	)		(840	)		(512	)
BLEST		(450	)		56			(818	)		21
BETI		(297	)		--			(384	)		--
BioLargo Water		(262	)		(206	)		(415	)		(423	)
Net loss		(1,626	)		(1,333	)		(2,120	)		(2,877	)

Liquidity and Capital Resources

The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of our business. For the six months ended June 30, 2023, we generated revenues of $5,188,000 through our business segments (see Note 11), had a net loss of $2,120,000, used $1,527,000 cash in operations, and at June 30, 2023, we had working capital of $3,553,000, and current assets of $4,847,000.

During the six months ended June 30, 2023, we (i) sold $299,000 of our common stock to Lincoln Park Capital Fund, LLC (“Lincoln Park”) (see Note 3), (ii) sold $995,000 of our common stock and warrants to accredited investors (see Notes 3 and 6), (iii) sold $1,287,000 of Clyra Medical Series A Preferred Stock (see Note 8), and (iv) sold $880,000 of BETI common stock (see Note 10). Subsequent to June 30, 2023, we continued these financing activities (see Note 13). As of June 30, 2023, our cash and cash equivalents totaled $3,575,000. Our total liabilities included a $75,000 vehicle loan, $140,000 due in U.S. Small Business Administration (SBA) loans issued pursuant to the Paycheck Protection Program (see Note 4), $150,000 due to the SBA issued pursuant to the Economic Injury Disaster program (see Note 4), and $243,000 owed by Clyra Medical due in 2024 (see Note 8). We have been, and anticipate that we will continue to be, limited in terms of our capital resources, and expect to continue to need further investment capital to fund operations. Such activities have continued subsequent to June 30, 2023.

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The foregoing factors raise substantial doubt about our ability to continue as a going concern, unless we are able to continue to raise funds through stock sales to Lincoln Park or other private financings, and in the long term, our ability to attain a reasonable threshold of operating efficiencies and achieve profitable operations by licensing or otherwise commercializing products incorporating our technologies. The consolidated financial statements do not include any adjustments that might be necessary if we are unable to continue as a going concern.

Critical Accounting Policies

Our discussion and analysis of our results of operations and liquidity and capital resources are based on our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and disclosure of contingent assets and liabilities. On an ongoing basis, we evaluate our estimates and judgments, including those related to revenue recognition, valuation of offerings of debt with equity or derivative features which include the valuation of the warrant component, any beneficial conversion feature and potential derivative treatment, and share-based payments. We base our estimates on anticipated results and trends and on various other assumptions that we believe are reasonable under the circumstances, including assumptions as to future events. These estimates form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. By their nature, estimates are subject to an inherent degree of uncertainty. Actual results that differ from our estimates could have a significant adverse effect on our operating results and financial position.

Our significant accounting policies and methods used in the preparation of the Company’s consolidated financial statements are described in (i) in Part I, Item 1 of this Form 10-Q, Note 2, “Summary of Significant Accounting Policies” and (ii) in the Form 10-K for the year ended December 31, 2022, filed with the SEC on March 31, 2023, in the Notes to Consolidated Financial Statements in Part II, Item 8, and “Critical Accounting Policies and Estimates” in Part II, Item 7. There have been no material changes to the Company’s critical accounting policies and estimates since the filing of its Form 10-K.

Item 4. Controls and Procedures

We conducted an evaluation, under the supervision and with the participation of management, including our chief executive officer and chief financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended – the “Exchange Act”) as of the end of the period covered by this Report. There were no changes in our internal control over financial reporting during the quarter ended June 30, 2023, which were identified in connection with management’s evaluation required by paragraph (d) of Rules 13a-15 and 15d-15 under the Exchange Act, that have materially affected or are reasonably likely to materially affect our internal control over financial reporting.

Our procedures have been designed to ensure that the information relating to our company, including our consolidated subsidiaries, required to be disclosed in our SEC reports is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms, and is accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate to allow for timely decisions regarding required disclosure. However, our Company is continuing to grow and evolve, as our product and services sales continues to grow, and as we diversify our clients to include municipalities, increasing strain on our accounting systems. These activities put stress on our overall controls and procedures. As our operations do not yet generate enough cash to fund operations, and we rely on financing activities to maintain our level of operations and fund our anticipated growth, we do not yet have the ability to implement the more sophisticated control systems used by larger companies. Although we have made some improvements, our chief executive officer and chief financial officer have concluded that, as of the evaluation date, our disclosure controls and procedures were not effective, due to the material weakness identified below.

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It should be noted that the design of any system of controls is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote.

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f) and 15d-15(f). Our internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures are being made only in accordance with authorizations of management and directors; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of our assets that could have a material effect on the financial statements.

Under the supervision and with the participation of our management, including our chief executive officer and the chief financial officer, we have established internal control procedures in accordance with the guidelines established in the 2013 Framework —Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). Management evaluated the effectiveness of our internal controls, and concluded that due to our limited financial and personnel resources, the fact that we operate our business in three distinct locations in the U.S. and Canada, and the lack of sophisticated reporting systems, we continue to have a material weakness in our internal controls with respect to the closing our financial statements. Until the Company has the financial resources to implement more robust automated systems, or to hire additional dedicated accounting personnel, we expect this material weakness to continue.

Our management, including our chief executive officer and chief financial officer, does not expect that our disclosure controls or our internal control over financial reporting, or any system we design or implement in the future, will prevent or detect all errors and all fraud. A control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the control system’s objectives will be met. The design of any system of controls is based in part on certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.

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PART II

OTHER INFORMATION

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

The following is a report of sales of unregistered securities during the period covered by this report not previously reported in an annual report on Form 10-K, a Quarterly Report on Form 10-Q, or a Current Report on Form 8-K.

Unit Offering

During the three months ended June 30, 2023, we sold 1,578,948 shares of our common stock and received $300,000 in gross and net proceeds from eleven accredited investors. In addition to the shares, we issued the investors six-month warrants to purchase an aggregate 1,578,948 additional shares at $0.23 per share, and five-year warrants to purchase an aggregate 1,578,948 additional shares at $0.29 per share.

Clyra Medical

During the three months ended June 30, 2023, Clyra sold 3,427 shares of its Series A Preferred Stock, and in exchange received $1,062,000 in gross and net proceeds. Purchasers of the Series A Preferred Stock also received a 3-year warrant to purchase the same number of additional shares of common stock for $372 per share. Shares of Series A Preferred Stock earn a dividend of 15% each year. Each share of Series A Preferred stock can be converted by the holder at any time for one share of common stock. Accrued dividends may be converted to common stock at a conversion rate of $310 per share.

Each investor also entered into an agreement with BioLargo whereby the investor may exchange some or all of its Series A Preferred stock, plus accrued dividends, into shares of BioLargo common stock, at a price equal to a 20% discount of the volume weighted average price over the 30 prior trading days. Elections must be made during the 18-month period that begins 18 months after the closing of the Series A Preferred offering (which has not yet taken place), or June 30, 2023, whichever is earlier.

BETI

During the three months ended June 30, 2023, BETI sold 132,000 shares of its common stock to nine accredited investors and received $330,000 in gross and net proceeds. Each investor also entered into an agreement with BioLargo whereby the investor may exchange some or all of its shares of BETI common stock into shares of BioLargo common stock, at a price equal to a 20% discount of the volume weighted average price over the 20 trading days prior to the election to exchange. Elections must be made during calendar year 2024.

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Item 5. Other Information

Lincoln Park

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. (See Item 9B titled “Other Information”, and the subheading “Lincoln Park”, for additional information.)

During the three months ended June 30, 2023, we sold 1,098,221 shares of our common stock to Lincoln Park, and received $194,000 in gross and net proceeds.

Item 6. Exhibits

See the Exhibit Index for a list of exhibits filed as part of this report and incorporated herein by reference.

Exhibit Index

		Incorporated by Reference Herein
Exhibit Number	Exhibit Description	Form	File Date
3.1	Amended and Restated Bylaws	Form 10-KSB	5/23/2003
3.2	Amended and Restated Certificate of Incorporation for BioLargo, Inc. filed March 16, 2007	Form 10-KSB	5/4/2007
3.3	Certificate of Amendment to Certificate of Incorporation, filed May 25, 2018	Pos Am	6/22/2018
3.4	Certificate of Amendment to Certificate of Incorporation, filed August 30, 2022	Form 10-Q	11/14/2022
3.5	Amended and Restated Articles of Incorporation of Clyra Medical Technologies, Inc. (filed December 30, 2022)	Form 10-K	3/31/2023
4.1	BioLargo, Inc. 2007 Equity Incentive Plan	Form 10-QSB	11/19/2007
4.2	Amendment No. 1 to BioLargo 2007 Equity Incentive Plan	Def 14C (Exhibit A)	5/2/2011
4.3	Form of Stock Options issued in exchange for reduction in accounts payable.	Form 10-K	3/31/2015
4.4	$50,000 convertible note, matures March 8, 2020	Form 10-Q	5/14/2018
4.5	2018 Equity Incentive Plan	Form S-8	6/22/2018
4.6	Stock Option Award Agreement under 2018 Equity Incentive Plan	Form S-8	6/22/2018
4.7	Notice of Stock Option Grant under 2018 Equity Incentive Plan	Form S-8	6/22/2018
4.8	Restricted Stock Unit Award Agreement under 2018 Equity Incentive Plan	Form S-8	6/22/2018
4.9	Notice of Restricted Stock Unit Award under 2018 Equity Incentive Plan	Form S-8	6/22/2018

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4.10	Revolving Line of Credit Agreement dated June 30, 2020, between Clyra Medical and Vernal Bay	Form 8-K	7/7/2020
4.11	Security Agreement dated June 30, 2020, between Clyra Medical and Vernal Bay	Form 8-K	7/7/2020
4.12	Revolving Line of Credit Note issued by Clyra Medical to Vernal Bay on June 30, 2020	Form 8-K	7/7/2020
4.13	Warrant issued in 2020 Unit Offering	Form 10-Q	8/14/2020
4.14	Amendment to $50,000 Convertible Note dated March 8, 2018	Form 10-K	3/30/2021
4.15	Warrant issued to $50,000 Convertible Noteholder on March 1, 2020	Form 10-K	3/30/2021
4.16	Satisfaction of Convertible Note dated March 8, 2018	Form 10-K	3/31/2023
10.1	Form of indemnity agreement between the Company at its officers and directors	Form 10-K	3/31/2023
10.2	License Agreement to Clyra Medical Technologies, Inc., dated December 17, 2012	Form 8-K	1/6/2016
10.3	December 30, 2015 amendment to License Agreement with Clyra Medical Technologies, Inc.	Form 8-K	1/6/2016
10.4	Consulting Agreement dated December 30, 2015 with Beach House Consulting LLC	Form 8-K	1/6/2016
10.5	Commercial Office Lease Agreement for 14921 Chestnut St., Westminster, CA 92683	Form 8-K	8/24/2016
10.6†	Employment Agreement with Dennis P. Calvert dated May 2, 2017.	Form 8-K	5/4/2017
10.7†	Lock-Up Agreement with Dennis P. Calvert dated April 30, 2017	Form 8-K	5/4/2017
10.8	Commercial Office Lease Agreement for Oak Ridge Tennessee	Form 8-K	9/8/2017
10.9	Form of Employment Agreement for Engineering Subsidiary	Form 8-K	9/8/2017
10.10	Form of Option issued to founding employees of Engineering subsidiary (BLEST)	Form 8-K	9/8/2017
10.11†	Employment Agreement with Joseph L. Provenzano dated May 28, 2019	Form 8-K	6/24/2019
10.12†	Lock-Up Agreement dated May 28, 2019	Form 8-K	6/24/2019
10.13	Purchase Agreement, dated as of March 30, 2020 by and between BioLargo, Inc. and Lincoln Park Capital Fund, LLC.	Form 8-K	3/31/2020
10.14	Amendment dated June 30, 2020 to License Agreement with Clyra Medical Technologies, Inc.	Form 8-K	7/7/2020
10.15	Amendment dated June 30, 2020 to Consulting Agreement dated December 30, 2015 between Clyra Medical and Beach House Consulting LLC	Form 8-K	7/7/2020
10.16†	2022 Engagement Extension Agreement with CFO	Form 8-K	3/24/2022
10.17	Purchase Agreement, dated as of December 13, 2022, by and between BioLargo, Inc. and Lincoln Park Capital Fund, LLC.	Form 8-K	12/19/2022
10.18	Registration Rights Agreement, dated as of December 13, 2022, by and between BioLargo, Inc. and Lincoln Park Capital Fund, LLC	Form 8-K	12/19/2022
10.19†	2023 Engagement Extension Agreement with CFO	Form 8-K	3/27/2023
10.20	Form of Share Exchange Agreement between BioLargo, Inc., and purchasers of Clyra Medical Series A Preferred Stock	Form 10-Q	5/17/2023

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10.21	Form of Share Exchange Agreement between BioLargo, Inc., and purchasers of BioLargo Energy Technologies, Inc. common stock	Form 10-Q	5/17/2023
21.1	List of Subsidiaries of the Registrant	Form 10-Q	5/17/2023
31.1*	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		filed herewith
31.2*	Certification of Chief Financial 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		filed herewith
32*	Certification of Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350		filed herewith
101.INS**	Inline XBRL Instance
101.SCH**	Inline XBRL Taxonomy Extension Schema
101.CAL**	Inline XBRL Taxonomy Extension Calculation
101.DEF**	Inline XBRL Taxonomy Extension Definition
101.LAB**	Inline XBRL Taxonomy Extension Labels
101.PRE**	Inline XBRL Taxonomy Extension Presentation
104	Cover Page Interactive Data File (embedded within the Inline XBRL document and contained in Exhibit 101)

* Filed herewith

** Furnished herewith

† Management contract or compensatory plan, contract or arrangement

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 thereunto duly authorized.

Date: August 14, 2023		BIOLARGO, INC. By: /s/ DENNIS P. CALVERT
		Dennis P. Calvert Chief Executive Officer


Date: August 14, 2023		By: /s/ CHARLES K. DARGAN, II
		Chief Financial Officer

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EXHIBIT 31.1

Certification of Chief Executive Officer

Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, Dennis P. Calvert, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of BioLargo, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation;

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting;

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

EXHIBIT 31.2

Certification of Chief Financial Officer

Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, Charles K. Dargan II, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of BioLargo, Inc.;

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

EXHIBIT 32

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

AND CHIEF FINANCIAL OFFICER

PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I, Dennis P. Calvert, Chief Executive Officer of BioLargo, Inc., certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, to the best of my knowledge, that the Quarterly Report of BioLargo, Inc. on Form 10-Q for the quarter ended June 30, 2023, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that information contained in such Quarterly Report on Form 10-Q fairly presents in all material respects the financial condition and results of operations of BioLargo, Inc.

A signed original of this written statement required by Section 906 of the Sarbanes-Oxley Act of 2002 has been provided to BioLargo, Inc. and will be retained by BioLargo, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.

I, Charles K. Dargan II, Chief Financial Officer of BioLargo, Inc., certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, to the best of my knowledge that the Quarterly Report of BioLargo, Inc. on Form 10-Q for the quarter ended June 30, 2023, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that information contained in such Quarterly Report on Form 10-Q fairly presents in all material respects the financial condition and results of operations of BioLargo, Inc.

Document And Entity Information - shares	6 Months Ended
Document And Entity Information - shares	Jun. 30, 2023	Aug. 11, 2023
Document Information [Line Items]
Entity Central Index Key	0000880242
Entity Registrant Name	BIOLARGO, INC.
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2023
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2023
Document Transition Report	false
Entity File Number	000-19709
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	65-0159115
Entity Address, Address Line One	14921 Chestnut St.
Entity Address, City or Town	Westminster
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	92683
City Area Code	888
Local Phone Number	400-2863
Title of 12(b) Security	Common stock
Trading Symbol	BLGO
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		288,073,533

Consolidated Balance Sheets (Current Period Unaudited) - USD ($)	Jun. 30, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 3,575,000	$ 1,851,000
Accounts receivable, net of allowance	1,037,000	1,064,000
Inventories, net of allowance	127,000	120,000
Prepaid expenses and other current assets	108,000	118,000
Total current assets	4,847,000	3,153,000
Property and equipment, net of depreciation	542,000	287,000
Other non-current assets	69,000	124,000
Investment in South Korean joint venture	21,000	33,000
Right of use, operating lease, net of amortization	807,000	867,000
Clyra Medical prepaid marketing	394,000	394,000
Total assets	6,680,000	4,858,000
Current liabilities:
Accounts payable and accrued expenses	720,000	940,000
Debt obligations	66,000	100,000
Deferred revenue	10,000	17,000
Lease liability	97,000	97,000
Customer deposits	113,000	184,000
Total current liabilities	1,294,000	1,576,000
Long-term liabilities:
Debt obligations, net of current	299,000	237,000
Lease liability, net of current	721,000	773,000
Total long-term liabilities	1,263,000	1,271,000
Total liabilities	2,557,000	2,847,000
COMMITMENTS AND CONTINGENCIES (Note 12)
STOCKHOLDERS’ EQUITY:
Preferred Series A, $0.00067 Par Value, 50,000,000 Shares Authorized, -0- Shares Issued and Outstanding, at June 30, 2023 and December 31, 2022	0	0
Common stock, $0.00067 Par Value, 550,000,000 Shares Authorized, 287,220,661 and 278,462,706 Shares Issued, at June 30, 2023 and December 31, 2022, respectively	192,000	186,000
Additional paid-in capital	152,507,000	148,435,000
Accumulated deficit	(145,169,000)	(143,594,000)
Accumulated other comprehensive loss	(162,000)	(149,000)
Total BioLargo Inc. and subsidiaries stockholders’ equity	7,368,000	4,878,000
Non-controlling interest	(3,245,000)	(2,867,000)
Total stockholders’ equity	4,123,000	2,011,000
Total liabilities and stockholders’ equity	6,680,000	4,858,000
Entities, Excluding Partially Owned Subsidiary [Member]
Current liabilities:
Accounts payable and accrued expenses	720,000	940,000
Partially Owned Subsidiary [Member]
Current liabilities:
Accounts payable and accrued expenses	288,000	238,000
Long-term liabilities:
Debt obligations, net of current	$ 243,000	$ 261,000

Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares	Jun. 30, 2023	Dec. 31, 2022
Convertible Preferred Stock, Par Value (in dollars per share)	$ 0.00067	$ 0.00067
Convertible Preferred Stock, Shares Authorized (in shares)	50,000,000	50,000,000
Convertible Preferred Stock, Shares Issued (in shares)	0	0
Convertible Preferred Stock, Shares Outstanding (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.00067	$ 0.00067
Common stock, shares authorized (in shares)	550,000,000	550,000,000
Common stock, shares issued (in shares)	287,220,661	278,462,706

Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Revenue from Contract with Customer, Including Assessed Tax	$ 1,446,000	$ 1,323,000	$ 5,188,000	$ 2,287,000
Cost of revenue
Gross profit	819,000	623,000	2,630,000	1,141,000
Selling, general and administrative expenses	1,791,000	1,589,000	3,515,000	3,425,000
Research and development	587,000	355,000	1,152,000	747,000
Operating loss	(1,559,000)	(1,321,000)	(2,037,000)	(3,031,000)
Other (expense) income:
Interest expense	(12,000)	(15,000)	(60,000)	(28,000)
PPP loan forgiveness	0	0	0	174,000
Tax credit reversal	(55,000)	0	(55,000)	0
Grant income	0	3,000	32,000	8,000
Total other expense:	(67,000)	(12,000)	(83,000)	154,000
Net loss	(1,626,000)	(1,333,000)	(2,120,000)	(2,877,000)
Net loss attributable to noncontrolling interest	(298,000)	(105,000)	(545,000)	3,000
Net loss attributable to common shareholders	$ (1,328,000)	$ (1,228,000)	$ (1,575,000)	$ (2,880,000)
Net loss per share attributable to common shareholders:
Loss per share attributable to shareholders – basic and diluted (in dollars per share)	$ (0.01)	$ (0.01)	$ (0.01)	$ (0.01)
Weighted average number of common shares outstanding: (in shares)	284,944,366	265,856,970	282,839,515	263,345,148
Comprehensive loss:
Net loss	$ (1,626,000)	$ (1,333,000)	$ (2,120,000)	$ (2,877,000)
Foreign currency translation	(7,000)	(3,000)	(13,000)	(11,000)
Comprehensive loss	(1,633,000)	(1,336,000)	(2,133,000)	(2,888,000)
Comprehensive loss attributable to noncontrolling interest	(298,000)	(105,000)	(545,000)	3,000
Comprehensive loss attributable to common stockholders	(1,335,000)	(1,231,000)	(1,588,000)	(2,891,000)
Product [Member]
Revenue from Contract with Customer, Including Assessed Tax	1,315,000	707,000	4,864,000	1,317,000
Cost of revenue
Cost of Goods and Services Sold	(567,000)	(364,000)	(2,364,000)	(659,000)
Service [Member]
Revenue from Contract with Customer, Including Assessed Tax	131,000	616,000	324,000	970,000
Cost of revenue
Cost of Goods and Services Sold	$ (60,000)	$ (336,000)	$ (194,000)	$ (487,000)

Consolidated Statement of Stockholders' Equity (Deficit) (Unaudited) - USD ($)	Clyra Medical Technologies [Member] Common Stock [Member]	Clyra Medical Technologies [Member] Additional Paid-in Capital [Member]	Clyra Medical Technologies [Member] Retained Earnings [Member]	Clyra Medical Technologies [Member] AOCI Attributable to Parent [Member]	Clyra Medical Technologies [Member] Noncontrolling Interest [Member]	Clyra Medical Technologies [Member]	BioLargo Energy Technologies, Inc (BETI) [Member] Common Stock [Member]	BioLargo Energy Technologies, Inc (BETI) [Member] Additional Paid-in Capital [Member]	BioLargo Energy Technologies, Inc (BETI) [Member] Retained Earnings [Member]	BioLargo Energy Technologies, Inc (BETI) [Member] AOCI Attributable to Parent [Member]	BioLargo Energy Technologies, Inc (BETI) [Member] Noncontrolling Interest [Member]	BioLargo Energy Technologies, Inc (BETI) [Member]	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	AOCI Attributable to Parent [Member]	Noncontrolling Interest [Member]	Total
Balance (in shares) at Dec. 31, 2021													255,893,726
Balance at Dec. 31, 2021													$ 171,000	$ 143,718,000	$ (139,121,000)	$ (115,000)	$ (3,720,000)	$ 933,000
Sale of stock for cash (in shares)													6,703,789
Sale of stock for cash													$ 4,000	1,198,000	0	0	0	1,202,000
Issuance of common stock for services (in shares)													86,752
Issuance of common stock for services													$ 0	17,000	0	0	0	17,000
Stock option compensation expense													0	660,000	0	0	0	660,000
Clyra Medical Technologies, Inc. (Clyra) stock options issued for services	$ 0	$ 141,000	$ 0	$ 0	$ 0	$ 141,000
Noncontrolling interest allocation													0	(528,000)	0	0	528,000	0
Net loss													0	0	(1,652,000)	0	108,000	(1,544,000)
Foreign currency translation													$ 0	0	0	(8,000)	0	(8,000)
Balance (in shares) at Mar. 31, 2022													262,684,267
Balance at Mar. 31, 2022													$ 175,000	145,206,000	(140,773,000)	(123,000)	(3,084,000)	1,401,000
Balance (in shares) at Dec. 31, 2021													255,893,726
Balance at Dec. 31, 2021													$ 171,000	143,718,000	(139,121,000)	(115,000)	(3,720,000)	933,000
Net loss																		(2,877,000)
Foreign currency translation																		(11,000)
Balance (in shares) at Jun. 30, 2022													268,036,728
Balance at Jun. 30, 2022													$ 179,000	146,422,000	(142,001,000)	(126,000)	(3,086,000)	1,388,000
Balance (in shares) at Mar. 31, 2022													262,684,267
Balance at Mar. 31, 2022													$ 175,000	145,206,000	(140,773,000)	(123,000)	(3,084,000)	1,401,000
Sale of stock for cash (in shares)													5,011,570
Sale of stock for cash													$ 4,000	944,000	0	0	0	948,000
Issuance of common stock for services (in shares)													340,891
Issuance of common stock for services													$ 0	59,000	0	0	0	59,000
Stock option compensation expense													0	234,000	0	0	0	234,000
Clyra Medical Technologies, Inc. (Clyra) stock options issued for services													0	82,000	0	0	0	82,000
Noncontrolling interest allocation													0	(103,000)	0	0	103,000	0
Net loss													0	0	(1,228,000)	0	(105,000)	(1,333,000)
Foreign currency translation													$ 0	0	0	(3,000)	0	(3,000)
Balance (in shares) at Jun. 30, 2022													268,036,728
Balance at Jun. 30, 2022													$ 179,000	146,422,000	(142,001,000)	(126,000)	(3,086,000)	1,388,000
Balance (in shares) at Dec. 31, 2022													278,462,706
Balance at Dec. 31, 2022													$ 186,000	148,435,000	(143,594,000)	(149,000)	(2,867,000)	2,011,000
Sale of stock for cash (in shares)													4,201,402
Sale of stock for cash													$ 3,000	797,000	0	0	0	800,000
Issuance of common stock for services (in shares)													930,490
Issuance of common stock for services													$ 1,000	206,000	0	0	0	207,000
Issuance of common stock in exchange for Clyra shares (in shares)													527,983
Stock option compensation expense													$ 0	195,000	0	0	0	195,000
Clyra Medical Technologies, Inc. (Clyra) stock options issued for services	0	61,000	0	0	0	61,000
Warrant issued for interest													0	30,000	0	0	0	30,000
Clyra – sales of Series A Preferred Stock	0	0	0	0	225,000	225,000	$ 0	$ 0	$ 0	$ 0	$ 550,000	$ 550,000
Clyra – Series A Preferred Stock – dividend	$ 0	$ 0	$ 0	$ 0	$ (27,000)	(27,000)
Noncontrolling interest allocation													0	467,000	0	0	(467,000)	0
Net loss													0	0	(247,000)	0	(247,000)	(494,000)
Foreign currency translation													$ 0	0	0	(6,000)	0	(6,000)
Balance (in shares) at Mar. 31, 2023													284,122,581
Balance at Mar. 31, 2023													$ 190,000	150,191,000	(143,841,000)	(155,000)	(2,833,000)	3,552,000
Balance (in shares) at Dec. 31, 2022													278,462,706
Balance at Dec. 31, 2022													$ 186,000	148,435,000	(143,594,000)	(149,000)	(2,867,000)	2,011,000
Clyra – sales of Series A Preferred Stock						$ 1,287,000						$ 880,000
Net loss																		(2,120,000)
Foreign currency translation																		(13,000)
Balance (in shares) at Jun. 30, 2023													287,220,661
Balance at Jun. 30, 2023													$ 192,000	152,507,000	(145,169,000)	(162,000)	(3,245,000)	4,123,000
Balance (in shares) at Mar. 31, 2023													284,122,581
Balance at Mar. 31, 2023													$ 190,000	150,191,000	(143,841,000)	(155,000)	(2,833,000)	3,552,000
Sale of stock for cash (in shares)													2,677,169
Sale of stock for cash													$ 2,000	492,000	0	0	0	494,000
Issuance of common stock for services (in shares)													420,911
Issuance of common stock for services													$ 0	75,000	0	0	0	75,000
Stock option compensation expense													0	222,000	0	0	0	222,000
Clyra Medical Technologies, Inc. (Clyra) stock options issued for services													0	66,000	0	0	0	66,000
Clyra – sales of Series A Preferred Stock													0	0	0	0	1,062,000	1,062,000
Clyra – Series A Preferred Stock – dividend													0	0	0	0	(45,000)	(45,000)
Noncontrolling interest allocation													0	1,461,000	0	0	(1,461,000)	0
Net loss													0	0	(1,328,000)	0	(298,000)	(1,626,000)
Foreign currency translation													0	0	0	(7,000)	0	(7,000)
Biolargo Energy Technology Inc. (BETI) offering													$ 0	0	0	0	330,000	330,000
Balance (in shares) at Jun. 30, 2023													287,220,661
Balance at Jun. 30, 2023													$ 192,000	$ 152,507,000	$ (145,169,000)	$ (162,000)	$ (3,245,000)	$ 4,123,000

Consolidated Statements of Cash Flows (Unaudited) - USD ($)	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Cash flows from operating activities
Net loss	$ (2,120,000)	$ (2,877,000)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock option compensation expense	544,000	1,117,000
Common stock issued for services	282,000	76,000
Bad debt expense	46,000	0
Excess and obsolete inventory	54,000	0
Amortization of right-of-use operating lease assets	60,000	0
Interest expense related to amortization of the discount on note payable	3,000	8,000
Fair value of warrant issued for interest	30,000	0
PPP loan forgiveness	0	(174,000)
Loss on investment in South Korean joint venture	12,000	15,000
Depreciation expense	48,000	6,000
Changes in assets and liabilities:
Accounts receivable	(19,000)	(66,000)
Inventories	(63,000)	(15,000)
Prepaid expenses and other assets	66,000	4,000
Deferred revenue	(7,000)	(89,000)
Lease liability, net	(52,000)	0
Customer deposits	(71,000)	58,000
Net cash used in operating activities	(1,527,000)	(1,864,000)
Cash flows from investing activities
Equipment purchases	(127,000)	(101,000)
Net cash used in investing activities	(127,000)	(101,000)
Cash flows from financing activities
Proceeds from sale of common stock	1,294,000	2,150,000
Repayment of note payable and vehicle loan	(52,000)	0
Repayment by Clyra on inventory line of credit	(18,000)	(10,000)
Proceeds from sale of Clyra Medical preferred stock	1,287,000	0
Proceeds from Clyra Medical convertible note	0	100,000
Net cash provided by financing activities	3,391,000	2,240,000
Net effect of foreign currency translation	(13,000)	(11,000)
Net change in cash	1,724,000	264,000
Cash at beginning of year	1,851,000	962,000
Cash at end of period	3,575,000	1,226,000
Supplemental disclosures of cash flow information
Interest	27,000	7,000
Income taxes	5,000	0
Short-term lease payments not included in lease liability	24,000	78,000
Non-cash investing and financing activities
Equipment added via vehicle loan	80,000	0
Leasehold improvements included in accounts payable	102,000	0
Conversion of Clyra Common Stock to BioLargo Common Stock [Member]
Non-cash investing and financing activities
Conversion of Clyra common stock to BioLargo common stock	100,000	0
Conversion of Intercompany Receivable into Clyra Shares [Member]
Non-cash investing and financing activities
Allocation of noncontrolling interest	1,927,000	631,000
BETI Common Stock [Member]
Cash flows from financing activities
Proceeds from sale of common stock	880,000	0
Entities, Excluding Partially Owned Subsidiary [Member]
Changes in assets and liabilities:
Accounts payable and accrued expenses	(391,000)	105,000
Partially Owned Subsidiary [Member]
Changes in assets and liabilities:
Accounts payable and accrued expenses	$ 51,000	$ (32,000)

Note 1 - Business and Organization

6 Months Ended

Jun. 30, 2023

Notes to Financial Statements

Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block]

Note 1. Business and Organization

Description of Business

Organization

Liquidity / Going Concern

Note 2 - Summary of Significant Accounting Policies

6 Months Ended

Jun. 30, 2023

Notes to Financial Statements

Significant Accounting Policies [Text Block]

Note 2. Summary of Significant Accounting Policies

Principles of Consolidation

Foreign Currency

Cash and Cash Equivalents

As of June 30, 2023, and December 31, 2022, our cash balances were made up of the following (in thousands):

	June 30, 2023		December 31, 2022
BioLargo, Inc. and subsidiaries	$	2,762	$	1,681
Clyra Medical Technologies, Inc.		813		170
Total	$	3,575	$	1,851

Accounts Receivable

Credit Concentration

	Three Months						Six Months
	June 30, 2023			June 30, 2022			June 30, 2023			June 30, 2022

Customer A		55	%		39	%		77	%		35	%
Customer B	<10		%		27	%	<10		%		17	%
Customer C	<10		%	<10		%	<10		%		10	%

	June 30, 2023			December 31, 2022
Customer A		49	%		11	%
Customer B	<10		%		31	%
Customer D	<10		%		15	%

Inventory

	June 30, 2023		December 31, 2022
Raw material	$	83	$	46
Finished goods		44		74
Total	$	127	$	120

Other Non-Current Assets

	June 30, 2023		December 31, 2022
Patents	$	34	$	34
Security deposits		35		35
Tax credit receivable		--		55
Total	$	69	$	124

Equity Method of Accounting

Impairment

Earnings (Loss) Per Share

Use of Estimates

The methods, estimates and judgments we use in applying these most critical accounting policies have a significant impact on the results of our financial statements.

Share-Based Compensation Expense

The following methodology and assumptions were used to calculate share-based compensation for the six months ended June 30, 2023, and 2022:

	2023						2022
	Non Plan			2018 Plan			Non Plan			2018 Plan
Risk free interest rate	3.48	–	3.58%	3.48	–	3.58%	2.32	–	3.83%	2.32	–	2.98%
Expected volatility	113	-	114%	113	-	114%	114	–	117%	116	–	117%
Expected dividend yield	—			—			—			—
Forfeiture rate	—			—			—			—
Life in years	10			10			10			10

Warrants

Non-Cash Transactions

Revenue Recognition

Step 1: Identify the contract(s) with a customer.

Step 2: Identify the performance obligations in the contract.

Step 3: Determine the transaction price.

Step 4: Allocate the transaction price to the performance obligations in the contract.

Step 5: Recognize revenue when (or as) the entity satisfies a performance obligation.

Government Grants

Income Taxes

The Company recognizes interest and penalties on income taxes as a component of income tax expense, should such an expense be realized.

Fair Value of Financial Instruments

Tax Credits

Leases

As of June 30, 2023, the right-of-use assets totaled $807,000 and the lease liability totaled $818,000 on our balance sheet related to our operating leases.

Property and Equipment

Recent Accounting Pronouncements

Currently there are no recently released pronouncements that are considered applicable to the Company’s financial statements.

Note 3 - Sale of Stock for Cash

6 Months Ended

Jun. 30, 2023

Notes to Financial Statements

Stock Purchase Agreement [Text Block]

Note 3. Sale of Stock for Cash

Lincoln Park Financing

Unit Offerings

Note 4 - Debt Obligations

6 Months Ended

Jun. 30, 2023

Notes to Financial Statements

Debt Disclosure [Text Block]

Note 4. Debt Obligations

	June 30, 2023		December 31, 2022
Current portion of debt:
SBA Paycheck Protection Program loan	$	43	$	43
Vehicle loan, current portion		13		—
Convertible note payable, matures March 1, 2023		—		50
SBA EIDL Loan, matures July 2053, current portion		10		10
Debt discount, net of amortization		—		(3	)
Total current portion of debt	$	66	$	100

Long-term debt:
SBA Paycheck Protection Program loans, matures May 2025	$	97	$	97
Vehicle loan, matures March 2029		62		—
SBA EIDL Loan, matures July 2050		140		140
Total long-term debt, net of current	$	299	$	237

Total	$	365	$	337

Vehicle loan

Convertible note payable, matures March 1, 2023

SBA Program Loans

Note 5 - Share-based Compensation

6 Months Ended

Jun. 30, 2023

Notes to Financial Statements

Compensation and Employee Benefit Plans [Text Block]

Note 5. Share-Based Compensation

Issuance of Common Stock in exchange for Services

Payment of Officer Salaries

On June 30, 2022, we issued 263,895 shares of our common stock at $0.18 per share in lieu of $47,000 of accrued and unpaid salary to our officers.

Payment of Consultant and Vendor Fees

Stock Option Expense

2018 Equity Incentive Plan

Activity for our stock options under the 2018 Plan during the six months ended June 30, 2023, and 2022, is as follows:

							Weighted
							Average		Aggregate
	*Options*			*Exercise*			*Price per*		*intrinsic*
	*Outstanding*			*Price per share*			*share*		Value⁽¹⁾
Balance, December 31, 2022		28,484,549		$0.12	–	0.43	$	0.19
Granted		2,636,712		$0.18	–	0.20	$	0.19
Balance, June 30, 2023		31,121,261		$0.12	–	0.43	$	0.19
Unvested		(4,121,892	)	$0.12	–	0.32	$	0.19
Vested, June 30, 2023		26,999,369		0.12	–	0.43	$	0.19	$	402,000
Balance, December 31, 2021		23,186,142		$0.16	–	0.43	$	0.19
Granted		3,782,923		$0.18	–	0.24	$	0.22
Balance, June 30, 2022		26,969,065		$0.12	–	0.43	$	0.19

(1) – Aggregate intrinsic value based on closing common stock price of $0.18 at June 30, 2023.

Chief Financial Officer Contract Extension

2007 Equity Incentive Plan

Activity for our stock options under the 2007 Plan for the six months ended June 30, 2023, and 2022 is as follows:

								Weighted
								Average		Aggregate
	*Options*			*Exercise*				*Price per*		*intrinsic*
	*Outstanding*			*price per share*				*share*		Value⁽¹⁾
Balance, December 31, 2022		1,904,085			$0.28	–	0.69	$	0.56
Expired		(40,000	)		0.28				0.28
Balance, June 30, 2023		1,864,085			$0.28	–	0.69	$	0.56	$	—

Balance, December 31, 2021		2,879,246			$0.23	–	0.94	$	0.49
Expired		(300,000	)		0.35				0.35
Balance, June 30, 2022		2,579,246			$0.23	–	0.94	$	0.49

⁽¹⁾ – Aggregate intrinsic value based on closing common stock price of $0.18 at June 30, 2023.

Non-Plan Options

Activity of our non-plan stock options issued for the six months ended June 30, 2023 and 2022 is as follows:

								Weighted
	*Non-plan*							*average*		*Aggregate*
	*Options*			*Exercise*				*price per*		*intrinsic*
	*outstanding*			*price per share*				*share*		value⁽¹⁾
Balance, December 31, 2022		19,023,829			$0.12	–	0.83	$	0.39
Granted		60,040			0.18	–	0.20		0.20
Balance, June 30, 2023		19,083,869			$0.12	–	0.83	$	0.39
Unvested		(507,500	)		0.45				0.45
Vested, June 30, 2023		18,576,369			$0.12	–	0.83	$	0.38	$	46,000

Balance, December 31, 2021		20,119,207			$0.12	–	0.83	$	0.39
Granted		39,130			0.23				0.23
Balance, June 30, 2022		20,158,337			$0.12	–	0.83	$	0.39

(1) – Aggregate intrinsic value based on closing common stock price of $0.18 at June 30, 2023.

Note 6 - Warrants

6 Months Ended

Jun. 30, 2023

Notes to Financial Statements

Warrants [Text Block]

Note 6. Warrants

We have certain warrants outstanding to purchase our common stock, at various prices, as described in the following table:

								Weighted
								average		Aggregate
	*Warrants*			*Exercise*				*price per*		*intrinsic*
	*outstanding*			*price per share*				*share*		value⁽¹⁾
Balance, December 31, 2022		49,023,398			$0.13	–	1.00	$	0.26
Granted		10,669,896			0.21	–	0.29		0.25
Expired		(5,173,209	)		0.19	–	0.35		0.21
Balance, June 30, 2023		54,520,085			$0.13	–	1.00	$	0.26	$	47,000

Balance, December 31, 2021		36,765,502			$0.16	–	1.00	$	0.27
Granted		19,604,796			0.20	–	0.29		0.24
Expired		(4,016,754	)		0.19	–	0.48		0.35
Balance, June 30, 2022		52,353,544			$0.14	–	1.00	$	0.25

(1) – Aggregate intrinsic value based on closing common stock price of $0.18 at June 30, 2023.

Warrants issued in Unit Offerings

Warrant issued in conjunction with amendment to note payable

Fair Value – Interest Expense

	2023			2022
Risk free interest rate	3.88	–	4.27%	3.69	–	3.88%
Expected volatility	40	–	95%	40%
Expected dividend yield	—			—
Forfeiture rate	—			—
Expected life in years	3	-	5	3

Note 7 - Accounts Payable and Accrued Expenses

6 Months Ended

Jun. 30, 2023

Notes to Financial Statements

Accounts Payable and Accrued Liabilities Disclosure [Text Block]

Note 7. Accounts Payable and Accrued Expenses

As of June 30, 2023, accounts payable and accrued expenses included the following (in thousands):

Category	BioLargo		ONM		BLEST		Water		BETI		Intercompany amounts			Totals
Accounts payable	$	142	$	168	$	119	$	106	$	29	$	(82	)	$	482
Accrued payroll		50		92		71		—		—		—			213
Accrued interest		25		—		—		—		—		—			25
Total														$	720

As of December 31, 2022, accounts payable and accrued expenses included the following (in thousands):

Category	BioLargo		ONM		BLEST		Water		Intercompany amounts			Totals
Accounts payable	$	187	$	486	$	7	$	119	$	(82	)	$	717
Accrued payroll		20		58		120		—		—			198
Accrued interest		25		—		—		—		—			25
Total												$	940

See Note 8, “Accounts Payable and Accrued Expenses”, for the accounts payable and accrued expenses of Clyra Medical.

Note 8 - Noncontrolling Interest - Clyra Medical

6 Months Ended

Jun. 30, 2023

Notes to Financial Statements

Noncontrolling Interest Disclosure [Text Block]

Note 8. Noncontrolling Interest – Clyra Medical

As discussed in Note 2 above, we consolidate the operations of our partially owned subsidiary Clyra Medical, of which we owned 56% of its outstanding shares as of June 30, 2023.

Debt Obligations of Clyra Medical

Promissory Note

Line of Credit

As of June 30, 2023, the balance outstanding on this line of credit totals $143,000. As of December 31, 2022, the balance outstanding on this line of credit totaled $161,000.

Equity Transactions

BioLargo Conversion of Intercompany Balances

On March 2, 2022, BioLargo converted $633,000 owed to it by Clyra into 2,042 shares of Clyra common stock.

Sales of Series A Preferred Stock

Clyra Stock Options

							Weighted
	*Clyra*						*average*
	*Options*		*Exercise*				*price per*
	*Outstanding*		*price per share*				*share*

Balance, December 31, 2022		15,833		$1.00	-	310	$	5.53
Granted		858		1.00	-	271		146.06
Balance, June 30, 2023		16,691		$1.00	-	310	$	12.76

Balance, December 31, 2021		14,004		$1.00			$	1.00
Granted		1,026		1.00				1.00
Balance, June 30, 2022		15,030		$1.00			$	1.00

	June 30, 2023			December 31, 2022
Risk free interest rate	3.48	–	3.58%		2.32	%
Expected volatility	40	-	48%		40	%
Expected dividend yield	—				—
Forfeiture rate	—				—
Expected life in years	10				10

Accounts Payable and Accrued Expenses

At June 30, 2023, and December 31, 2022, Clyra had the following accounts payable and accrued expenses (in thousands):

Category	2023		2022
Accounts payable	$	199	$	186
Accrued payroll		10		45
Accrued interest		5		7
Accrued dividend		74		---
Total	$	288	$	238

Note 9 - BioLargo Engineering, Science and Technologies, LLC

6 Months Ended

Jun. 30, 2023

Notes to Financial Statements

Wholly-Owned Subsidiary [Text Block]

Note 9. BioLargo Engineering, Science and Technologies, LLC

At June 30, 2023, BioLargo owns 82% of BLEST.

Note 10 - BioLargo Energy Technologies, Inc.

6 Months Ended

Jun. 30, 2023

Notes to Financial Statements

Noncontrolling Interest Disclosure [Text Block]

Note 8. Noncontrolling Interest – Clyra Medical

As discussed in Note 2 above, we consolidate the operations of our partially owned subsidiary Clyra Medical, of which we owned 56% of its outstanding shares as of June 30, 2023.

Debt Obligations of Clyra Medical

Promissory Note

Line of Credit

As of June 30, 2023, the balance outstanding on this line of credit totals $143,000. As of December 31, 2022, the balance outstanding on this line of credit totaled $161,000.

Equity Transactions

BioLargo Conversion of Intercompany Balances

On March 2, 2022, BioLargo converted $633,000 owed to it by Clyra into 2,042 shares of Clyra common stock.

Sales of Series A Preferred Stock

Clyra Stock Options

							Weighted
	*Clyra*						*average*
	*Options*		*Exercise*				*price per*
	*Outstanding*		*price per share*				*share*

Balance, December 31, 2022		15,833		$1.00	-	310	$	5.53
Granted		858		1.00	-	271		146.06
Balance, June 30, 2023		16,691		$1.00	-	310	$	12.76

Balance, December 31, 2021		14,004		$1.00			$	1.00
Granted		1,026		1.00				1.00
Balance, June 30, 2022		15,030		$1.00			$	1.00

	June 30, 2023			December 31, 2022
Risk free interest rate	3.48	–	3.58%		2.32	%
Expected volatility	40	-	48%		40	%
Expected dividend yield	—				—
Forfeiture rate	—				—
Expected life in years	10				10

Accounts Payable and Accrued Expenses

At June 30, 2023, and December 31, 2022, Clyra had the following accounts payable and accrued expenses (in thousands):

Category	2023		2022
Accounts payable	$	199	$	186
Accrued payroll		10		45
Accrued interest		5		7
Accrued dividend		74		---
Total	$	288	$	238

BioLargo Energy Technologies, Inc (BETI) [Member]

Notes to Financial Statements

Noncontrolling Interest Disclosure [Text Block]

Note 10. BioLargo Energy Technologies, Inc.

As of June 30, 2023, there are 9,457,000 shares outstanding, of which BioLargo holds 9,050,000 (96%).

Note 11 - Business Segment Information

6 Months Ended

Jun. 30, 2023

Notes to Financial Statements

Segment Reporting Disclosure [Text Block]

Note 11. Business Segment Information

ONM Environmental -- which sells odor and volatile organic control products and services (located in Westminster, California);

Clyra Medical Technologies (“Clyra Medical”) -- which develops and sells medical products based on our technologies;

BLEST -- which provides professional engineering services on a time and materials basis for outside clients and supports our internal operations as needed (located in Oak Ridge, Tennessee);

BioLargo Water (“Water”) – our research, development and innovation group operating out of the University of Alberta, Edmonton, Canada; and

BioLargo Energy Technologies, Inc. (“BETI”) – formed to commercialize our sodium-sulfur battery technology.

The segment information for the three and six months ended June 30, 2023, and 2022, is as follows (in thousands):

	Three months ended June 30,						Six months ended June 30,
	2023			2022			2023			2022
Revenue
BioLargo corporate	$	—		$	—		$	—		$	2
ONM Environmental		1,316			700			4,859			1,300
BLEST		538			670			901			1,213
BETI		—			—			—			—
Water		9			—			—			—
Clyra Medical		—			6			6			17
Intersegment revenue		(417	)		(53	)		(587	)		(245	)
Total	$	1,446		$	1,323		$	5,188		$	2,287

Research and development expense
BioLargo corporate	$	(243	)	$	(165	)	$	(432	)	$	(430	)
BLEST		(292	)		(80	)		(537	)		(188	)
BETI		(271	)		—			(303	)		—
Water		(138	)		(130	)		(273	)		(327	)
Clyra Medical		(60	)		(26	)		(194	)		(42	)
Intersegment R&D		417			46			587			240
Total	$	(587	)	$	(355	)	$	(1,152	)	$	(747	)

Operating income (loss)
BioLargo corporate	$	(635	)	$	(923	)	$	(1,434	)	$	(2,143	)
ONM Environmental		428			11			1,815			18
BLEST		(450	)		56			(818	)		21
BETI		(297	)		—			(384	)		—
Water		(209	)		(209	)		(393	)		(431	)
Clyra Medical		(396	)		(256	)		(823	)		(496	)
Total	$	(1,559	)	$	(1,321	)	$	(2,037	)	$	(3,031	)

Interest expense
BioLargo corporate	$	(4	)	$	(6	)	$	(40	)	$	(12	)
ONM Environmental		(2	)		—			(4	)		—
Clyra Medical		(6	)		(9	)		(16	)		(16	)
Total	$	(12	)	$	(15	)	$	(60	)	$	(28	)

As of June 30, 2023	BioLargo		ONM		Clyra		BLEST		Water		BETI		Elimination			Total
Tangible assets	$	731	$	2,705	$	1,265	$	414	$	92	$	686	$	(41	)	$	5,852
Right of use leased asset		93		—		—		714		—		—		—			807
Investment in South Korean joint venture		21		—		—		—		—		—		—			21
Total	$	845	$	2,705	$	1,265	$	1,128	$	92	$	686	$	(41	)	$	6,680

As of December 31, 2022	BioLargo		ONM		Clyra		BLEST		Water		Elimination			Total
Tangible assets	$	669	$	2,064	$	631	$	441	$	194	$	(41	)	$	3,958
Right of use		136		—		—		731		—		—			867
Investment in South Korean joint venture		33		—		—		—		—		—			33
Total	$	838	$	2,064	$	631	$	1,172	$	194	$	(41	)	$	4,858

Note 12 - Commitments and Contingencies

6 Months Ended

Jun. 30, 2023

Notes to Financial Statements

Commitments and Contingencies Disclosure [Text Block]

Note 12. Commitments and Contingencies

Office Leases

Note 13 - Subsequent Events

6 Months Ended

Jun. 30, 2023

Notes to Financial Statements

Subsequent Events [Text Block]

Note 13. Subsequent Events.

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

Lincoln Park Capital Purchase of Shares

Clyra Medical – Sales of Series A Preferred Stock Units

BETI – Sales of Common Stock

From July 1, 2023, through August 10, 2023, BETI sold 10,000 shares of its common stock, and in exchange received $25,000 in gross and net proceeds. (See Note 10.)

Significant Accounting Policies (Policies)

6 Months Ended

Jun. 30, 2023

Accounting Policies [Abstract]

Consolidation, Policy [Policy Text Block]

Principles of Consolidation

Foreign Currency Transactions and Translations Policy [Policy Text Block]

Foreign Currency

Cash and Cash Equivalents, Policy [Policy Text Block]

Cash and Cash Equivalents

As of June 30, 2023, and December 31, 2022, our cash balances were made up of the following (in thousands):

	June 30, 2023		December 31, 2022
BioLargo, Inc. and subsidiaries	$	2,762	$	1,681
Clyra Medical Technologies, Inc.		813		170
Total	$	3,575	$	1,851

Receivable [Policy Text Block]

Accounts Receivable

Concentration Risk, Credit Risk, Policy [Policy Text Block]

Credit Concentration

	Three Months						Six Months
	June 30, 2023			June 30, 2022			June 30, 2023			June 30, 2022

Customer A		55	%		39	%		77	%		35	%
Customer B	<10		%		27	%	<10		%		17	%
Customer C	<10		%	<10		%	<10		%		10	%

	June 30, 2023			December 31, 2022
Customer A		49	%		11	%
Customer B	<10		%		31	%
Customer D	<10		%		15	%

Inventory, Policy [Policy Text Block]

Inventory

	June 30, 2023		December 31, 2022
Raw material	$	83	$	46
Finished goods		44		74
Total	$	127	$	120

Other Assets, Policy [Policy Text Block]

Other Non-Current Assets

	June 30, 2023		December 31, 2022
Patents	$	34	$	34
Security deposits		35		35
Tax credit receivable		--		55
Total	$	69	$	124

Equity Method Investments [Policy Text Block]

Equity Method of Accounting

Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block]

Impairment

Earnings Per Share, Policy [Policy Text Block]

Earnings (Loss) Per Share

Use of Estimates, Policy [Policy Text Block]

Use of Estimates

The methods, estimates and judgments we use in applying these most critical accounting policies have a significant impact on the results of our financial statements.

Share-Based Payment Arrangement [Policy Text Block]

Share-Based Compensation Expense

The following methodology and assumptions were used to calculate share-based compensation for the six months ended June 30, 2023, and 2022:

	2023						2022
	Non Plan			2018 Plan			Non Plan			2018 Plan
Risk free interest rate	3.48	–	3.58%	3.48	–	3.58%	2.32	–	3.83%	2.32	–	2.98%
Expected volatility	113	-	114%	113	-	114%	114	–	117%	116	–	117%
Expected dividend yield	—			—			—			—
Forfeiture rate	—			—			—			—
Life in years	10			10			10			10

Warrant Policy [Policy Text Block]

Warrants

Non Cash Transactions [Policy Text Block]

Non-Cash Transactions

Revenue from Contract with Customer [Policy Text Block]

Revenue Recognition

Step 1: Identify the contract(s) with a customer.

Step 2: Identify the performance obligations in the contract.

Step 3: Determine the transaction price.

Step 4: Allocate the transaction price to the performance obligations in the contract.

Step 5: Recognize revenue when (or as) the entity satisfies a performance obligation.

Government Grants [Policy Text Block]

Government Grants

Income Tax, Policy [Policy Text Block]

Income Taxes

The Company recognizes interest and penalties on income taxes as a component of income tax expense, should such an expense be realized.

Fair Value of Financial Instruments, Policy [Policy Text Block]

Fair Value of Financial Instruments

Tax Credits [Policy Text Block]

Tax Credits

Lessee, Leases [Policy Text Block]

Leases

As of June 30, 2023, the right-of-use assets totaled $807,000 and the lease liability totaled $818,000 on our balance sheet related to our operating leases.

Property, Plant and Equipment, Policy [Policy Text Block]

Property and Equipment

New Accounting Pronouncements, Policy [Policy Text Block]

Recent Accounting Pronouncements

Currently there are no recently released pronouncements that are considered applicable to the Company’s financial statements.

Note 2 - Summary of Significant Accounting Policies (Tables)

6 Months Ended

Jun. 30, 2023

Notes Tables

Schedule of Cash and Cash Equivalents [Table Text Block]

	June 30, 2023		December 31, 2022
BioLargo, Inc. and subsidiaries	$	2,762	$	1,681
Clyra Medical Technologies, Inc.		813		170
Total	$	3,575	$	1,851

Schedules of Concentration of Risk, by Risk Factor [Table Text Block]

	Three Months						Six Months
	June 30, 2023			June 30, 2022			June 30, 2023			June 30, 2022

Customer A		55	%		39	%		77	%		35	%
Customer B	<10		%		27	%	<10		%		17	%
Customer C	<10		%	<10		%	<10		%		10	%

	June 30, 2023			December 31, 2022
Customer A		49	%		11	%
Customer B	<10		%		31	%
Customer D	<10		%		15	%

Schedule of Inventory, Current [Table Text Block]

	June 30, 2023		December 31, 2022
Raw material	$	83	$	46
Finished goods		44		74
Total	$	127	$	120

Schedule of Other Assets, Noncurrent [Table Text Block]

	June 30, 2023		December 31, 2022
Patents	$	34	$	34
Security deposits		35		35
Tax credit receivable		--		55
Total	$	69	$	124

Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions [Table Text Block]

	2023						2022
	Non Plan			2018 Plan			Non Plan			2018 Plan
Risk free interest rate	3.48	–	3.58%	3.48	–	3.58%	2.32	–	3.83%	2.32	–	2.98%
Expected volatility	113	-	114%	113	-	114%	114	–	117%	116	–	117%
Expected dividend yield	—			—			—			—
Forfeiture rate	—			—			—			—
Life in years	10			10			10			10

Note 4 - Debt Obligations (Tables)

6 Months Ended

Jun. 30, 2023

Notes Tables

Schedule of Debt [Table Text Block]

	June 30, 2023		December 31, 2022
Current portion of debt:
SBA Paycheck Protection Program loan	$	43	$	43
Vehicle loan, current portion		13		—
Convertible note payable, matures March 1, 2023		—		50
SBA EIDL Loan, matures July 2053, current portion		10		10
Debt discount, net of amortization		—		(3	)
Total current portion of debt	$	66	$	100

Long-term debt:
SBA Paycheck Protection Program loans, matures May 2025	$	97	$	97
Vehicle loan, matures March 2029		62		—
SBA EIDL Loan, matures July 2050		140		140
Total long-term debt, net of current	$	299	$	237

Total	$	365	$	337

Note 5 - Share-based Compensation (Tables)

6 Months Ended

Jun. 30, 2023

Notes Tables

Share-Based Payment Arrangement, Option, Activity [Table Text Block]

							Weighted
							Average		Aggregate
	*Options*			*Exercise*			*Price per*		*intrinsic*
	*Outstanding*			*Price per share*			*share*		Value⁽¹⁾
Balance, December 31, 2022		28,484,549		$0.12	–	0.43	$	0.19
Granted		2,636,712		$0.18	–	0.20	$	0.19
Balance, June 30, 2023		31,121,261		$0.12	–	0.43	$	0.19
Unvested		(4,121,892	)	$0.12	–	0.32	$	0.19
Vested, June 30, 2023		26,999,369		0.12	–	0.43	$	0.19	$	402,000
Balance, December 31, 2021		23,186,142		$0.16	–	0.43	$	0.19
Granted		3,782,923		$0.18	–	0.24	$	0.22
Balance, June 30, 2022		26,969,065		$0.12	–	0.43	$	0.19

								Weighted
								Average		Aggregate
	*Options*			*Exercise*				*Price per*		*intrinsic*
	*Outstanding*			*price per share*				*share*		Value⁽¹⁾
Balance, December 31, 2022		1,904,085			$0.28	–	0.69	$	0.56
Expired		(40,000	)		0.28				0.28
Balance, June 30, 2023		1,864,085			$0.28	–	0.69	$	0.56	$	—

Balance, December 31, 2021		2,879,246			$0.23	–	0.94	$	0.49
Expired		(300,000	)		0.35				0.35
Balance, June 30, 2022		2,579,246			$0.23	–	0.94	$	0.49

								Weighted
	*Non-plan*							*average*		*Aggregate*
	*Options*			*Exercise*				*price per*		*intrinsic*
	*outstanding*			*price per share*				*share*		value⁽¹⁾
Balance, December 31, 2022		19,023,829			$0.12	–	0.83	$	0.39
Granted		60,040			0.18	–	0.20		0.20
Balance, June 30, 2023		19,083,869			$0.12	–	0.83	$	0.39
Unvested		(507,500	)		0.45				0.45
Vested, June 30, 2023		18,576,369			$0.12	–	0.83	$	0.38	$	46,000

Balance, December 31, 2021		20,119,207			$0.12	–	0.83	$	0.39
Granted		39,130			0.23				0.23
Balance, June 30, 2022		20,158,337			$0.12	–	0.83	$	0.39

Note 6 - Warrants (Tables)

6 Months Ended

Jun. 30, 2023

Notes Tables

Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block]

								Weighted
								average		Aggregate
	*Warrants*			*Exercise*				*price per*		*intrinsic*
	*outstanding*			*price per share*				*share*		value⁽¹⁾
Balance, December 31, 2022		49,023,398			$0.13	–	1.00	$	0.26
Granted		10,669,896			0.21	–	0.29		0.25
Expired		(5,173,209	)		0.19	–	0.35		0.21
Balance, June 30, 2023		54,520,085			$0.13	–	1.00	$	0.26	$	47,000

Balance, December 31, 2021		36,765,502			$0.16	–	1.00	$	0.27
Granted		19,604,796			0.20	–	0.29		0.24
Expired		(4,016,754	)		0.19	–	0.48		0.35
Balance, June 30, 2022		52,353,544			$0.14	–	1.00	$	0.25

Schedule Of Assumptions Used To Determine Fair Value Of Warrants [Table Text Block]

	2023			2022
Risk free interest rate	3.88	–	4.27%	3.69	–	3.88%
Expected volatility	40	–	95%	40%
Expected dividend yield	—			—
Forfeiture rate	—			—
Expected life in years	3	-	5	3

Note 7 - Accounts Payable and Accrued Expenses (Tables)

6 Months Ended

Jun. 30, 2023

Notes Tables

Schedule of Accounts Payable and Accrued Liabilities [Table Text Block]

Category	BioLargo		ONM		BLEST		Water		BETI		Intercompany amounts			Totals
Accounts payable	$	142	$	168	$	119	$	106	$	29	$	(82	)	$	482
Accrued payroll		50		92		71		—		—		—			213
Accrued interest		25		—		—		—		—		—			25
Total														$	720

Category	BioLargo		ONM		BLEST		Water		Intercompany amounts			Totals
Accounts payable	$	187	$	486	$	7	$	119	$	(82	)	$	717
Accrued payroll		20		58		120		—		—			198
Accrued interest		25		—		—		—		—			25
Total												$	940

Note 8 - Noncontrolling Interest - Clyra Medical (Tables)

6 Months Ended

Jun. 30, 2023

Notes Tables

Schedule of Other Ownership Interests [Table Text Block]

							Weighted
	*Clyra*						*average*
	*Options*		*Exercise*				*price per*
	*Outstanding*		*price per share*				*share*

Balance, December 31, 2022		15,833		$1.00	-	310	$	5.53
Granted		858		1.00	-	271		146.06
Balance, June 30, 2023		16,691		$1.00	-	310	$	12.76

Balance, December 31, 2021		14,004		$1.00			$	1.00
Granted		1,026		1.00				1.00
Balance, June 30, 2022		15,030		$1.00			$	1.00

Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions [Table Text Block]

	2023						2022
	Non Plan			2018 Plan			Non Plan			2018 Plan
Risk free interest rate	3.48	–	3.58%	3.48	–	3.58%	2.32	–	3.83%	2.32	–	2.98%
Expected volatility	113	-	114%	113	-	114%	114	–	117%	116	–	117%
Expected dividend yield	—			—			—			—
Forfeiture rate	—			—			—			—
Life in years	10			10			10			10

Schedule of Accounts Payable and Accrued Liabilities [Table Text Block]

Category	BioLargo		ONM		BLEST		Water		BETI		Intercompany amounts			Totals
Accounts payable	$	142	$	168	$	119	$	106	$	29	$	(82	)	$	482
Accrued payroll		50		92		71		—		—		—			213
Accrued interest		25		—		—		—		—		—			25
Total														$	720

Category	BioLargo		ONM		BLEST		Water		Intercompany amounts			Totals
Accounts payable	$	187	$	486	$	7	$	119	$	(82	)	$	717
Accrued payroll		20		58		120		—		—			198
Accrued interest		25		—		—		—		—			25
Total												$	940

Clyra Medical [Member]

Notes Tables

Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions [Table Text Block]

	June 30, 2023			December 31, 2022
Risk free interest rate	3.48	–	3.58%		2.32	%
Expected volatility	40	-	48%		40	%
Expected dividend yield	—				—
Forfeiture rate	—				—
Expected life in years	10				10

Schedule of Accounts Payable and Accrued Liabilities [Table Text Block]

Category	2023		2022
Accounts payable	$	199	$	186
Accrued payroll		10		45
Accrued interest		5		7
Accrued dividend		74		---
Total	$	288	$	238

Note 11 - Business Segment Information (Tables)

6 Months Ended

Jun. 30, 2023

Notes Tables

Schedule of Segment Reporting Information, by Segment [Table Text Block]

	Three months ended June 30,						Six months ended June 30,
	2023			2022			2023			2022
Revenue
BioLargo corporate	$	—		$	—		$	—		$	2
ONM Environmental		1,316			700			4,859			1,300
BLEST		538			670			901			1,213
BETI		—			—			—			—
Water		9			—			—			—
Clyra Medical		—			6			6			17
Intersegment revenue		(417	)		(53	)		(587	)		(245	)
Total	$	1,446		$	1,323		$	5,188		$	2,287

Research and development expense
BioLargo corporate	$	(243	)	$	(165	)	$	(432	)	$	(430	)
BLEST		(292	)		(80	)		(537	)		(188	)
BETI		(271	)		—			(303	)		—
Water		(138	)		(130	)		(273	)		(327	)
Clyra Medical		(60	)		(26	)		(194	)		(42	)
Intersegment R&D		417			46			587			240
Total	$	(587	)	$	(355	)	$	(1,152	)	$	(747	)

Operating income (loss)
BioLargo corporate	$	(635	)	$	(923	)	$	(1,434	)	$	(2,143	)
ONM Environmental		428			11			1,815			18
BLEST		(450	)		56			(818	)		21
BETI		(297	)		—			(384	)		—
Water		(209	)		(209	)		(393	)		(431	)
Clyra Medical		(396	)		(256	)		(823	)		(496	)
Total	$	(1,559	)	$	(1,321	)	$	(2,037	)	$	(3,031	)

Interest expense
BioLargo corporate	$	(4	)	$	(6	)	$	(40	)	$	(12	)
ONM Environmental		(2	)		—			(4	)		—
Clyra Medical		(6	)		(9	)		(16	)		(16	)
Total	$	(12	)	$	(15	)	$	(60	)	$	(28	)

As of June 30, 2023	BioLargo		ONM		Clyra		BLEST		Water		BETI		Elimination			Total
Tangible assets	$	731	$	2,705	$	1,265	$	414	$	92	$	686	$	(41	)	$	5,852
Right of use leased asset		93		—		—		714		—		—		—			807
Investment in South Korean joint venture		21		—		—		—		—		—		—			21
Total	$	845	$	2,705	$	1,265	$	1,128	$	92	$	686	$	(41	)	$	6,680

As of December 31, 2022	BioLargo		ONM		Clyra		BLEST		Water		Elimination			Total
Tangible assets	$	669	$	2,064	$	631	$	441	$	194	$	(41	)	$	3,958
Right of use		136		—		—		731		—		—			867
Investment in South Korean joint venture		33		—		—		—		—		—			33
Total	$	838	$	2,064	$	631	$	1,172	$	194	$	(41	)	$	4,858

Note 1 - Business and Organization (Details Textual)	3 Months Ended				6 Months Ended
Note 1 - Business and Organization (Details Textual)	Jun. 30, 2023 USD ($)	Mar. 31, 2023 USD ($)	Jun. 30, 2022 USD ($)	Mar. 31, 2022 USD ($)	Jun. 30, 2023 USD ($)	Jun. 30, 2022 USD ($)	Dec. 31, 2022 USD ($)	Sep. 30, 2017
Number of Wholly-Owned Subsidiaries	6				6
Revenue from Contract with Customer, Including Assessed Tax	$ 1,446,000		$ 1,323,000		$ 5,188,000	$ 2,287,000
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest	(1,626,000)	$ (494,000)	(1,333,000)	$ (1,544,000)	(2,120,000)	(2,877,000)
Net Cash Provided by (Used in) Operating Activities					(1,527,000)	$ (1,864,000)
Working Capital (Deficit)	3,553,000				3,553,000
Assets, Current	4,847,000				4,847,000		$ 3,153,000
Stock Issued During Period, Value, New Issues	494,000	800,000	$ 948,000	$ 1,202,000
Noncontrolling Interest, Increase from Subsidiary Equity Issuance	1,062,000
Cash and Cash Equivalents, at Carrying Value	3,575,000				3,575,000		$ 1,851,000
Vehicle Loan [Member]
Long-Term Debt	75,000				75,000
SBA CARES Act Paycheck Protection Program [Member]
Long-Term Debt	140,000				140,000
Economic Injury Disaster Loan [Member]
Long-Term Debt	150,000				150,000
Inventory Line of Credit [Member] \| Clyra Medical Technologies [Member]
Long-Term Line of Credit	$ 243,000				243,000
The 2020 Unit Offering [Member]
Stock Issued During Period, Value, New Issues					995,000
Lincoln Park Capital Fund, LLC [Member]
Stock Issued During Period, Value, New Issues					$ 299,000
BioLargo Engineering, Science & Technologies, LLC [Member]
Noncontrolling Interest, Ownership Percentage by Parent	82.00%				82.00%			100.00%
BioLargo Engineering, Science & Technologies, LLC [Member] \| Approximation [Member]
Noncontrolling Interest, Ownership Percentage by Parent	82.00%				82.00%
Clyra Medical Technologies [Member]
Noncontrolling Interest, Ownership Percentage by Parent	56.00%				56.00%
Noncontrolling Interest, Increase from Subsidiary Equity Issuance		225,000			$ 1,287,000
BioLargo Energy Technologies, Inc (BETI) [Member]
Noncontrolling Interest, Ownership Percentage by Parent	96.00%				96.00%
Noncontrolling Interest, Increase from Subsidiary Equity Issuance		$ 550,000			$ 880,000

Note 2 - Summary of Significant Accounting Policies (Details Textual)		3 Months Ended		6 Months Ended		12 Months Ended
	Mar. 20, 2020 USD ($)	Jun. 30, 2023 USD ($)	Jun. 30, 2022 USD ($)	Jun. 30, 2023 USD ($)	Jun. 30, 2022 USD ($)	Dec. 31, 2022 USD ($)	Jan. 22, 2021 USD ($)
Accounts Receivable, Allowance for Credit Loss, Current		$ 58,000		$ 58,000		$ 12,000
Inventory Valuation Reserves		212,000		212,000		158,000
Income (Loss) from Equity Method Investments				(12,000)	$ (15,000)
Impairment of Intangible Assets (Excluding Goodwill)		0	$ 0	0	0
Contract with Customer, Liability		10,000		10,000
Contract with Customer, Liability, Revenue Recognized				7,000
Customer Deposit Liability, Current		113,000		113,000		184,000
Unrecognized Tax Benefits, Ending Balance		$ 0		$ 0		0
Operating Lease, Weighted Average Remaining Lease Term (Year)		9 years		9 years
Operating Lease, Weighted Average Discount Rate, Percent		18.00%		18.00%
Operating Lease, Right-of-Use Asset		$ 807,000		$ 807,000		$ 867,000
Operating Lease, Liability		$ 818,000		$ 818,000
Minimum [Member]
Property, Plant and Equipment, Useful Life (Year)		3 years		3 years
Maximum [Member]
Property, Plant and Equipment, Useful Life (Year)		5 years		5 years
Canadian Government Grants [Member] \| Minimum [Member]
Grant Term (Month)				6 months
Canadian Government Grants [Member] \| Maximum [Member]
Grant Term (Month)				18 months
Odin Co Ltd [Member]
Payments to Acquire Interest in Joint Venture	$ 100,000
Variable Interest Entity, Qualitative or Quantitative Information, Ownership Percentage	40.00%			40.00%
Income (Loss) from Equity Method Investments		$ 6,000	$ 8,000	$ 12,000	$ 15,000
Odin Co Ltd [Member] \| Tomorrow Water [Member]
Variable Interest Entity, Qualitative or Quantitative Information, Ownership Percentage	30.00%
Odin Co Ltd [Member] \| BKT and Tomorrow Water [Member]
Payments to Acquire Interest in Joint Venture	$ 150,000
Patents [Member]
Intangible Assets, Net (Excluding Goodwill), Total							$ 34,000
Customer Concentration Risk [Member] \| Accounts Receivable [Member]
Number of Major Customers				1		3
Customer Concentration Risk [Member] \| Accounts Receivable [Member] \| One Customer [Member]
Concentration Risk, Percentage				10.00%
Customer Concentration Risk [Member] \| Accounts Receivable [Member] \| Three Customers [Member]
Concentration Risk, Percentage						10.00%

Note 2 - Summary of Significant Accounting Policies - Summary of Cash Balances (Details) - USD ($)	Jun. 30, 2023	Dec. 31, 2022
Cash and Cash Equivalents, at Carrying Value	$ 3,575,000	$ 1,851,000
Parent Company [Member]
Cash and Cash Equivalents, at Carrying Value	2,762,000	1,681,000
Noncontrolling Interest [Member]
Cash and Cash Equivalents, at Carrying Value	$ 813,000	$ 170,000

Note 2 - Summary of Significant Accounting Policies - Credit Concentration (Details) - Customer Concentration Risk [Member]	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Customer A [Member] \| Revenue from Contract with Customer Benchmark [Member]
Credit concentration	55.00%	39.00%	77.00%	35.00%
Customer A [Member] \| Accounts Receivable [Member]
Credit concentration			49.00%	11.00%
Customer B [Member] \| Revenue from Contract with Customer Benchmark [Member]
Credit concentration	10.00%	27.00%	10.00%	17.00%
Customer B [Member] \| Accounts Receivable [Member]
Credit concentration			10.00%	31.00%
Customer C [Member] \| Revenue from Contract with Customer Benchmark [Member]
Credit concentration	10.00%	10.00%	10.00%	10.00%
Customer D [Member] \| Accounts Receivable [Member]
Credit concentration			10.00%	15.00%

Note 2 - Summary of Significant Accounting Policies - Inventory (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Raw material	$ 83	$ 46
Finished goods	44	74
Total	$ 127	$ 120

Note 2 - Summary of Significant Accounting Policies - Other Non-current Assets (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Patents	$ 34	$ 34
Security deposits	35	35
Tax credit receivable		55
Total	$ 69	$ 124

Note 2 - Summary of Significant Accounting Policies - Stock Options, Valuation Assumptions (Details)	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Non Plan [Member]
Expected dividend yield	0.00%
Forfeiture rate	0.00%	0.00%
Expected life in years (Year)	10 years	10 years
Non Plan [Member] \| Minimum [Member]
Risk free interest rate	3.48%	2.32%
Expected volatility	113.00%	114.00%
Non Plan [Member] \| Maximum [Member]
Risk free interest rate	3.58%	3.83%
Expected volatility	114.00%	117.00%
2018 Equity Incentive Plan [Member]
Forfeiture rate	0.00%	0.00%
Expected life in years (Year)	10 years	10 years
2018 Equity Incentive Plan [Member] \| Minimum [Member]
Risk free interest rate	3.48%	2.32%
Expected volatility	113.00%	116.00%
2018 Equity Incentive Plan [Member] \| Maximum [Member]
Risk free interest rate	3.58%	2.98%
Expected volatility	114.00%	117.00%

Note 3 - Sale of Stock for Cash (Details Textual) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Proceeds from Issuance of Common Stock			$ 1,294,000	$ 2,150,000
Warrants Issued with 2020 Unit Offering [Member] \| Maximum [Member]
Warrants and Rights Outstanding, Term (Year)	5 years		5 years
Warrants Issued with 2020 Unit Offering [Member] \| Minimum [Member]
Warrants and Rights Outstanding, Term (Year)	6 months		6 months
The 2020 Unit Offering [Member]
Stock Issued During Period, Shares, New Issues (in shares)	1,578,948		5,234,948
Proceeds from Issuance of Common Stock	$ 300,000		$ 995,000
Lincoln Park Capital Fund, LLC [Member]
Stock Purchase Agreement, Maximum Amount of Common Stock					$ 10,000,000
Stock Issued During Period, Shares, New Issues (in shares)	1,098,221	406,140	1,643,623	1,912,961
Proceeds from Issuance of Common Stock	$ 194,000	$ 72,000	$ 299,000	$ 418,000

Note 4 - Debt Obligations (Details Textual) - USD ($)					3 Months Ended		4 Months Ended	6 Months Ended
Note 4 - Debt Obligations (Details Textual) - USD ($)	Mar. 06, 2023	Feb. 07, 2023	May 12, 2022	Feb. 07, 2022	Jun. 30, 2023	Jun. 30, 2022	Jul. 31, 2020	Jun. 30, 2023	Jun. 30, 2022
Interest Expense, Debt					$ 12,000	$ 15,000		$ 60,000	$ 28,000
Paycheck Protection Program CARES Act [Member] \| ONM [Member]
Extinguishment of Debt, Amount				$ 174,000
Proceeds from Issuance of Debt				$ 217,000
Long-Term Debt					43,000			43,000
Paycheck Protection Program CARES Act [Member] \| BELST [Member]
Proceeds from Issuance of Debt			$ 97,000
Economic Injury Disaster Loan [Member]
Long-Term Debt					$ 150,000			$ 150,000
Economic Injury Disaster Loan [Member] \| ONM [Member]
Debt Instrument, Face Amount							$ 150,000
Debt Instrument, Interest Rate, Stated Percentage							3.75%
Debt Instrument, Periodic Payment							$ 731
Warrant Issued With Conversion of Note [Member]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares)	200,000
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)	$ 0.21
Warrants and Rights Outstanding, Term (Year)	5 years
Conversion of Note into BETI Common Shares [Member]
Debt Conversion, Original Debt, Amount	$ 50,000
Vehicle Loan [Member]
Debt Instrument, Face Amount		$ 80,000
Debt Instrument, Interest Rate, Stated Percentage		5.29%
Debt Instrument, Periodic Payment		$ 1,000

Note 4 - Debt Obligations - Schedule of Debt (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Long-term debt, current	$ 66	$ 100
Debt discount, net of amortization	0	(3)
Total current portion of debt	66	100
Total long-term debt, net of current	299	237
Total	365	337
Vehicle Loan [Member]
Long-term debt, current	13	0
Total long-term debt, net of current	62	0
Paycheck Protection Program CARES Act [Member]
SBA Paycheck Protection Program loan	43	43
SBA Paycheck Protection Program loans, matures May 2025	97	97
Convertible Note, Maturing On March 1, 2023 [Member]
Convertible notes	0	50
Economic Injury Disaster Loan [Member]
Long-term debt, current	10	10
Total long-term debt, net of current	$ 140	$ 140

Note 5 - Share-based Compensation (Details Textual) - USD ($)						3 Months Ended				6 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Mar. 22, 2022	Jun. 22, 2018	Sep. 07, 2017	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2022	Mar. 31, 2022	Jun. 30, 2023	Jun. 30, 2022
Stock Issued During Period, Value, Issued for Services						$ 75,000	$ 207,000	$ 59,000	$ 17,000
Share Price (in dollars per share)						$ 0.18				$ 0.18
2018 Equity Incentive Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period (Year)				10 years
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized (in shares)				40,000,000		50,000,000				50,000,000
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized Per Year (in shares)				2,000,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares)										2,636,712	3,782,923
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share)
Employee Retention Program [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares)										1,137,301	1,764,025
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Fair Value										$ 203,000	$ 360,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year)											4 years
Employee Retention Program [Member] \| Minimum [Member]
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share)											$ 0.18
Employee Retention Program [Member] \| Maximum [Member]
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share)											$ 0.23
The 2007 Equity Incentive Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period (Year)					10 years
Non Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares)										60,040	39,130
Share-Based Payment Arrangement, Option [Member] \| Clyra Medical Technologies [Member]
Share-Based Payment Arrangement, Expense						$ 66,000		82,000		$ 127,000	$ 223,000
Selling, General and Administrative Expenses [Member]
Share-Based Payment Arrangement, Expense						288,000		$ 316,000		$ 544,000	1,117,000
Officer [Member]
Stock Issued During Period, Value, Issued for Services						$ 12,000	$ 6,000				$ 47,000
Stock Issued During Period, Shares, Issued for Services (in shares)						68,541	30,747				263,895
Shares Issued, Price Per Share (in dollars per share)	$ 0.20					$ 0.18	$ 0.20	$ 0.18		$ 0.18	$ 0.18
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Minimum Cash Amount Receipt										$ 3,000,000
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Minimum Revenue Required										$ 3,000,000
Consultants [Member]
Stock Issued During Period, Value, Issued for Services	$ 201,000	$ 17,000				$ 63,000		$ 12,000
Stock Issued During Period, Shares, Issued for Services (in shares)	899,743	86,752				352,370		76,996
Shares Issued, Price Per Share (in dollars per share)	$ 0.20	$ 0.23				$ 0.18	0.20	$ 0.18	$ 0.23	$ 0.18	$ 0.18
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares)											582,991
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Fair Value											$ 127,000
Consultants [Member] \| 2018 Equity Incentive Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares)										335,121
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Fair Value										$ 61,000
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share)										$ 0.20
Officer, Board of Directors, Employees, and a Consultant [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares)										2,636,712
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Fair Value										$ 474,000
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share)						$ 0.18	$ 0.20
Board Of Directors [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares)										864,290	884,356
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Fair Value										$ 154,000	$ 178,000
Board Of Directors [Member] \| Minimum [Member]
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share)											$ 0.18
Board Of Directors [Member] \| Maximum [Member]
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share)											$ 0.23
Employees [Member] \| 2018 Equity Incentive Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year)										4 years
Chief Financial Officer [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares)											300,000
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share)											$ 0.24
Chief Financial Officer [Member] \| 2018 Equity Incentive Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period (Year)			10 years
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares)			300,000							300,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Fair Value										$ 56,000
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share)			$ 0.20
Term Extension (Year)			1 year
Share-based Compensation Arrangement By Share-based Payment Award, Options Grants Per Month, Gross (in shares)			25,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested, Number of Shares (in shares)			25,000
Officers, Board Members, and Vendors [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares)											3,782,923
Chief Financial Officer and President [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares)											251,551
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share)											$ 0.23
Vendors [Member] \| Non Plan [Member]
Share-Based Payment Arrangement, Expense										$ 11,000	$ 8,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares)										60,040	39,130
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share)											$ 0.23
Vendors [Member] \| Non Plan [Member] \| Minimum [Member]
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share)										$ 0.18
Vendors [Member] \| Non Plan [Member] \| Maximum [Member]
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share)										$ 0.20

Note 5 - Share-based Compensation - Stock Options (Details) - $ / shares	6 Months Ended		12 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
2018 Equity Incentive Plan [Member]
Options outstanding, balance (in shares)	28,484,549	23,186,142	23,186,142
Weighted average exercise price per share, balance (in dollars per share)
Options granted (in shares)	2,636,712	3,782,923
Weighted average exercise price per share, granted (in dollars per share)
Options Unvested (in shares)	(4,121,892)
Weighted average exercise price per share, unvested (in dollars per share)
Options Vested (in shares)	26,999,369
Weighted average exercise price per share, vested (in dollars per share)	$ 402,000
Options outstanding, balance (in shares)	31,121,261	26,969,065	28,484,549
Weighted average exercise price per share, balance (in dollars per share)
2018 Equity Incentive Plan [Member] \| Minimum [Member]
Exercise price per share, balance (in dollars per share)	0.12	0.16	0.16
Exercise price per share, granted (in dollars per share)	0.18	0.18
Exercise price per share, Unvested (in dollars per share)	0.12
Exercise price per share, Vested (in dollars per share)	0.12
Exercise price per share, balance (in dollars per share)	0.12	0.12	0.12
2018 Equity Incentive Plan [Member] \| Maximum [Member]
Exercise price per share, balance (in dollars per share)	0.43	0.43	0.43
Exercise price per share, granted (in dollars per share)	0.20	0.24
Exercise price per share, Unvested (in dollars per share)	0.32
Exercise price per share, Vested (in dollars per share)	0.43
Exercise price per share, balance (in dollars per share)	0.43	0.43	0.43
2018 Equity Incentive Plan [Member] \| Weighted Average [Member]
Exercise price per share, balance (in dollars per share)	0.19	0.19	0.19
Exercise price per share, granted (in dollars per share)	0.19	0.22
Exercise price per share, Unvested (in dollars per share)	0.19
Exercise price per share, Vested (in dollars per share)	0.19
Exercise price per share, balance (in dollars per share)	$ 0.19	$ 0.19	$ 0.19
The 2007 Equity Incentive Plan [Member]
Options outstanding, balance (in shares)	1,904,085	2,879,246	2,879,246
Weighted average exercise price per share, balance (in dollars per share)	$ 0.56	$ 0.49	$ 0.49
Options outstanding, balance (in shares)	1,864,085	2,579,246	1,904,085
Weighted average exercise price per share, balance (in dollars per share)	$ 0.56	$ 0.49	$ 0.56
Options outstanding, Expired (in shares)	(40,000)	(300,000)
Weighted average exercise price per share, Expired (in dollars per share)	$ 0.28	$ 0.35
The 2007 Equity Incentive Plan [Member] \| Minimum [Member]
Weighted average exercise price per share, balance (in dollars per share)	0.28	0.23	0.23
Weighted average exercise price per share, balance (in dollars per share)	0.28	0.23	0.28
The 2007 Equity Incentive Plan [Member] \| Maximum [Member]
Weighted average exercise price per share, balance (in dollars per share)	0.69	0.94	0.94
Weighted average exercise price per share, balance (in dollars per share)	$ 0.69	$ 0.94	$ 0.69
Non Plan [Member]
Options outstanding, balance (in shares)	19,023,829	20,119,207	20,119,207
Options granted (in shares)	60,040	39,130
Exercise price per share, granted (in dollars per share)		$ 0.23
Options Unvested (in shares)	(507,500)
Exercise price per share, Unvested (in dollars per share)	$ 0.45
Options Vested (in shares)	18,576,369
Weighted average exercise price per share, vested (in dollars per share)	$ 46,000
Options outstanding, balance (in shares)	19,083,869	20,158,337	19,023,829
Non Plan [Member] \| Minimum [Member]
Exercise price per share, balance (in dollars per share)	$ 0.12	$ 0.12	$ 0.12
Exercise price per share, granted (in dollars per share)	0.18
Exercise price per share, Vested (in dollars per share)	0.12
Exercise price per share, balance (in dollars per share)	0.12	0.12	0.12
Non Plan [Member] \| Maximum [Member]
Exercise price per share, balance (in dollars per share)	0.83	0.83	0.83
Exercise price per share, granted (in dollars per share)	0.20
Exercise price per share, Vested (in dollars per share)	0.83
Exercise price per share, balance (in dollars per share)	0.83	0.83	0.83
Non Plan [Member] \| Weighted Average [Member]
Exercise price per share, balance (in dollars per share)	0.39	0.39	0.39
Exercise price per share, granted (in dollars per share)	0.20	0.23
Exercise price per share, Vested (in dollars per share)	0.38
Exercise price per share, balance (in dollars per share)	$ 0.39	$ 0.39	$ 0.39

Note 6 - Warrants (Details Textual) - USD ($)	Jun. 30, 2023	Mar. 06, 2023	Jun. 30, 2022
Share Price (in dollars per share)	$ 0.18
Note Payable, Maturing March 8, 2023 [Member]
Debt Instrument, Face Amount		$ 50,000
Six-month Warrants in Connection With the 2020 Unit Offering [Member]
Warrants and Rights Outstanding, Term (Year)	6 months		6 months
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares)	5,234,948		9,802,398
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)	$ 0.23
Six-month Warrants in Connection With the 2020 Unit Offering [Member] \| Minimum [Member]
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)			$ 0.20
Six-month Warrants in Connection With the 2020 Unit Offering [Member] \| Maximum [Member]
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)			$ 0.23
Five-year Warrants in Connection With the 2020 Unit Offering [Member]
Warrants and Rights Outstanding, Term (Year)	5 years		5 years
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares)	5,234,948		9,802,398
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)	$ 0.29
Warrants and Rights Outstanding	$ 913,000		$ 2,134,000
Five-year Warrants in Connection With the 2020 Unit Offering [Member] \| Minimum [Member]
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)			$ 0.25
Five-year Warrants in Connection With the 2020 Unit Offering [Member] \| Maximum [Member]
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)			$ 0.29
Warrants Issued in Connection with Conversion of Interest on Note Payable Maturing March 8, 2023 [Member]
Warrants and Rights Outstanding, Term (Year)		5 years
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares)		200,000
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)		$ 0.21
Warrants and Rights Outstanding		$ 30,000

Note 6 - Warrants - Warrants Outstanding (Details) - $ / shares	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Balance, outstanding (in shares)	49,023,398	36,765,502
Granted (in shares)	10,669,896	19,604,796
Expired (in shares)	(5,173,209)	(4,016,754)
Expired, price range (in dollars per share)		$ 0.48
Balance, outstanding (in shares)	54,520,085	52,353,544
Minimum [Member]
Balance, outstanding, price range (in dollars per share)	$ 0.13	$ 0.16
Granted, price range (in dollars per share)	0.21	0.20
Expired, price range (in dollars per share)	0.19
Balance, outstanding, price range (in dollars per share)	0.13	0.14
Maximum [Member]
Balance, outstanding, price range (in dollars per share)	0.26	0.27
Granted, price range (in dollars per share)	0.25	0.24
Expired, price range (in dollars per share)	0.21
Balance, outstanding, price range (in dollars per share)	0.26	0.25
Weighted Average [Member]
Balance, outstanding, price range (in dollars per share)
Granted, price range (in dollars per share)
Expired, price range (in dollars per share)
Balance, outstanding, price range (in dollars per share)	$ 47,000

Note 6 - Warrants - Assumptions Used to Determine Fair Value of Warrants (Details)	Jun. 30, 2023	Dec. 31, 2022
Measurement Input, Risk Free Interest Rate [Member]
Risk free interest rate		0.0388
Measurement Input, Price Volatility [Member]
Risk free interest rate		0.40
Minimum [Member] \| Measurement Input, Risk Free Interest Rate [Member]
Risk free interest rate	0.0388	0.0369
Minimum [Member] \| Measurement Input, Price Volatility [Member]
Risk free interest rate	0.40
Minimum [Member] \| Measurement Input, Expected Term [Member]
Risk free interest rate	3	3
Maximum [Member] \| Measurement Input, Risk Free Interest Rate [Member]
Risk free interest rate	0.0427
Maximum [Member] \| Measurement Input, Price Volatility [Member]
Risk free interest rate	0.95
Maximum [Member] \| Measurement Input, Expected Term [Member]
Risk free interest rate	5

Note 7 - Accounts Payable and Accrued Expenses - Summary of Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Accounts payable	$ 482	$ 717
Accrued payroll	213	198
Accrued interest	25	25
Total	720	940
Corporate, Non-Segment [Member]
Accounts payable	142	187
Accrued payroll	50	20
Accrued interest	25	25
Operating Segments [Member] \| Odor-No-More [Member]
Accounts payable	168	486
Accrued payroll	92	58
Accrued interest	0	0
Operating Segments [Member] \| BLEST [Member]
Accounts payable	119	7
Accrued payroll	71	120
Accrued interest	0	0
Operating Segments [Member] \| BioLargo Water [Member]
Accounts payable	106	119
Accrued payroll	0	0
Accrued interest	0	0
Operating Segments [Member] \| BioLargo Energy Technologies, Inc (BETI) [Member]
Accounts payable	29
Accrued payroll	0
Accrued interest	0
Consolidation, Eliminations [Member]
Accounts payable	(82)	(82)
Accrued payroll	0	0
Accrued interest	$ 0	$ 0

Note 8 - Noncontrolling Interest - Clyra Medical (Details Textual) - USD ($)				3 Months Ended			6 Months Ended		12 Months Ended
	Dec. 20, 2022	Mar. 02, 2022	Jun. 30, 2020	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022	Apr. 08, 2022
Preferred Stock, Shares Outstanding (in shares)				0			0		0
Proceeds from Issuance of Preferred Stock and Preference Stock							$ 1,287,000	$ 0
Clyra Medical [Member]
Shares, Outstanding (in shares)				95,301			95,301		91,145
Common Stock, Shares, Outstanding (in shares)				89,070			89,070		89,070
Shares Issued, Price Per Share (in dollars per share)	$ 310
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share)							$ 146.06	$ 1.00
Clyra Medical [Member] \| Vendors and Employees [Member] \| Share-Based Payment Arrangement, Option [Member]
Share-Based Payment Arrangement, Expense				$ 66,000		$ 82,000	$ 127,000	$ 223,000
Clyra Medical [Member] \| Employees and Consultants [Member] \| Share-Based Payment Arrangement, Option [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Discount Rate							30.00%
Clyra Medical [Member] \| Employees and Consultants [Member] \| The Remaining Options [Member]
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share)							$ 310
Clyra Medical [Member] \| Warrants Issued in Conjunction With the Sale of Series A Preferred Stock [Member]
Warrants and Rights Outstanding, Term (Year)	3 years
Warrants and Rights Outstanding				$ 324,000			$ 324,000
Clyra Medical [Member] \| Shares Issued for Debt Owed to Biolargo [Member]
Debt Conversion, Converted Instrument, Amount		$ 633,000
Debt Conversion, Converted Instrument, Shares Issued (in shares)		2,042
Clyra Medical [Member] \| Series A Preferred Stock [Member]
Preferred Stock, Shares Outstanding (in shares)				6,231			6,231		2,075
Stock Issued During Period, Shares, New Issues (in shares)				3,427			4,879
Proceeds from Issuance of Preferred Stock and Preference Stock				$ 1,062,000			$ 1,287,000
Shares Issued, Price Per Share (in dollars per share)	$ 372
Preferred Stock, Dividend Rate, Percentage	15.00%
Preferred Stock, Convertible, Sale of Stock Amount	$ 5,000,000
Clyra Medical [Member] \| Revolving Credit Facility [Member] \| Vernal Bay Capital Group, LLC [Member] \| Inventory Line of Credit [Member]
Line of Credit Facility, Maximum Borrowing Capacity			$ 1,000,000
Proceeds from Lines of Credit, Total			260,000
Repayments of Lines of Credit			$ 117,000
Stock Issued During Period, Shares, Commitment Fee (in shares)			322						322
Stock Issued During Period, Value, Commitment Fee			$ 70,000
Debt Instrument, Percentage of Principal Payment, Cap									15.00%
Long-Term Line of Credit				$ 143,000			$ 143,000		$ 161,000
Clyra Medical [Member] \| Notes Payable, Other Payables [Member]
Debt Instrument, Face Amount										$ 100,000
Debt Instrument, Interest Rate, Stated Percentage										8.00%
Debt Instrument, Convertible, Sale of Stock Amount										$ 5,000,000
Debt Instrument, Convertible, Conversion Percentage										70.00%
Vernal Bay Capital Group, LLC [Member] \| Conversion of Clyra Medical Stock Into Biolargo Common Stock [Member]
Conversion of Stock, Shares Issued (in shares)					527,983
Clyra Medical Technologies [Member]
Noncontrolling Interest, Ownership Percentage by Parent				56.00%			56.00%
Clyra Medical [Member] \| Common Stock [Member]
Investment Owned, Balance, Shares (in shares)				51,571			51,571		51,571
Clyra Medical [Member] \| Preferred Stock, Series A [Member]
Investment Owned, Balance, Shares (in shares)				1,352			1,352		1,352

Note 8 - Noncontrolling Interest - Clyra Medical - Common Shares Outstanding (Details) - Clyra Medical [Member] - $ / shares	6 Months Ended		12 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Options outstanding, balance (in shares)	15,833	14,004	14,004
Balance, Exercise Price Range (in shares)		1.00	1.00
Weighted average exercise price per share, balance (in dollars per share)	$ 5.53	$ 1.00	$ 1.00
Options granted (in shares)	858	1,026
Granted, Exercise Price (in dollars per share)		$ 1.00
Weighted average exercise price per share, granted (in dollars per share)	$ 146.06	$ 1.00
Options outstanding, balance (in shares)	16,691	15,030	15,833
Balance, Exercise Price Range (in shares)		1.00
Weighted average exercise price per share, balance (in dollars per share)	$ 12.76	$ 1.00	$ 5.53
Minimum [Member]
Balance, Exercise Price Range (in shares)	1.00
Granted, Exercise Price (in dollars per share)	$ 1.00
Balance, Exercise Price Range (in shares)	1.00		1.00
Maximum [Member]
Balance, Exercise Price Range (in shares)	310
Granted, Exercise Price (in dollars per share)	$ 271
Balance, Exercise Price Range (in shares)	310		310

Note 8 - Noncontrolling Interest - Clyra Medical - Valuation Assumptions (Details)	6 Months Ended		12 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Clyra Medical [Member] \| Vendors and Employees [Member]
Risk free interest rate			2.32%
Expected volatility	0.00%		40.00%
Expected life in years (Year)	10 years		10 years
Maximum [Member] \| Clyra Medical [Member] \| Vendors and Employees [Member]
Risk free interest rate	3.58%
Non Plan [Member]
Expected life in years (Year)	10 years	10 years
Non Plan [Member] \| Minimum [Member]
Risk free interest rate	3.48%	2.32%
Expected volatility	113.00%	114.00%
Non Plan [Member] \| Minimum [Member] \| Clyra Medical [Member] \| Vendors and Employees [Member]
Risk free interest rate	3.48%
Non Plan [Member] \| Maximum [Member]
Risk free interest rate	3.58%	3.83%
Expected volatility	114.00%	117.00%

Note 8 - Noncontrolling Interest - Clyra Medical - Summary of Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Accounts payable	$ 482	$ 717
Accrued payroll	213	198
Accrued interest	25	25
Accounts payable and accrued expenses, total	720	940
Clyra Medical [Member]
Accounts payable	199	186
Accrued payroll	10	45
Accrued interest	5	7
Accrued dividend	74
Accounts payable and accrued expenses, total	$ 288	$ 238

Note 9 - BioLargo Engineering, Science and Technologies, LLC (Details Textual) - USD ($)	1 Months Ended	6 Months Ended		12 Months Ended		25 Months Ended
	Sep. 30, 2017	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022	Dec. 31, 2021	Sep. 30, 2019
Share-based Payment Arrangement, Noncash Expense, Total		$ 544,000	$ 1,117,000
Seven Employees Working at BioLargo Engineering, Science & Technologies, LLC [Member]
Deferred Compensation Arrangement with Individual, Requisite Service Period (Year)	5 years
Potential Ownership Percentage of Subsidiary Held by Subsidiary Employees Based on Performance	30.00%
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares)				1,242,500
Incentive Issuance Stipulations for Subsidiary Employees, Accounts Receivable Collected by Year One of Operation	90.00%
Incentive Issuance Stipulations for Subsidiary Employees, Profit Earned in Year One of Operation	10.00%
Percentage of Profit Interest					13.00%
Percentage of Profits Interests Vested				18.00%	11.00%
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested in Period, Fair Value				$ 135,000	$ 65,000
Seven Employees Working at BioLargo Engineering, Science & Technologies, LLC [Member] \| Share-Based Payment Arrangement, Tranche One [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares)					455,000
Seven Employees Working at BioLargo Engineering, Science & Technologies, LLC [Member] \| Share-Based Payment Arrangement, Tranche Two [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares)					525,000
Seven Employees Working at BioLargo Engineering, Science & Technologies, LLC [Member] \| Non-Qualified Stock Option [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares)	1,750,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year)	5 years
Share-based Payment Arrangement, Noncash Expense, Total						$ 0
BioLargo Engineering, Science & Technologies, LLC [Member]
Noncontrolling Interest, Ownership Percentage by Parent	100.00%	82.00%

Note 10 - BioLargo Energy Technologies, Inc. (Details Textual) - USD ($)	3 Months Ended	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2023	Sep. 30, 2017
BioLargo Energy Technologies, Inc (BETI) [Member]
Investment Owned, Balance, Shares (in shares)	9,457,000	9,457,000
BioLargo Energy Technologies, Inc (BETI) [Member]
Stock Issued During Period, Shares, New Issues (in shares)	132,000	450,000
Proceeds from Issuance or Sale of Equity	$ 330,000	$ 980,000
Stock Conversion, Discount on Volume Weighted average Price	20.00%	20.00%
BioLargo Energy Technologies, Inc (BETI) [Member] \| Biolargo [Member]
Proceeds from Issuance or Sale of Equity		$ 100,000
BioLargo Energy Technologies, Inc (BETI) [Member]
Investment Owned, Balance, Shares (in shares)	9,050,000	9,050,000	9,000,000
Subsidiary, Parent Ownership Interest	96.00%	96.00%

Note 11 - Business Segment Information (Details Textual)	3 Months Ended
	Mar. 31, 2023
Number of Operating Segments	5

Note 11 - Business Segment Information - Segment Information (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Revenue from Contract with Customer, Including Assessed Tax	$ 1,446,000	$ 1,323,000	$ 5,188,000	$ 2,287,000
Research and development	(587,000)	(355,000)	(1,152,000)	(747,000)
Operating loss	(1,559,000)	(1,321,000)	(2,037,000)	(3,031,000)
Interest expense	(12,000)	(15,000)	(60,000)	(28,000)
Tangible assets	5,852,000		5,852,000		$ 3,958,000
Operating Lease, Right-of-Use Asset	807,000		807,000		867,000
Investment in South Korean joint venture	21,000		21,000		33,000
Total	6,680,000		6,680,000		4,858,000
Investment in South Korean Joint Venture [Member]
Investment in South Korean joint venture	21,000		21,000		33,000
Corporate, Non-Segment [Member]
Revenue from Contract with Customer, Including Assessed Tax	0	0	0	2,000
Research and development	(243,000)	(165,000)	(432,000)	(430,000)
Operating loss	(635,000)	(923,000)	(1,434,000)	(2,143,000)
Interest expense	(4,000)	(6,000)	(40,000)	(12,000)
Tangible assets	731,000		731,000		669,000
Operating Lease, Right-of-Use Asset	93,000		93,000		136,000
Total	845,000		845,000		838,000
Corporate, Non-Segment [Member] \| Investment in South Korean Joint Venture [Member]
Investment in South Korean joint venture	21,000		21,000		33,000
Operating Segments [Member] \| Odor-No-More [Member]
Revenue from Contract with Customer, Including Assessed Tax	1,316,000	700,000	4,859,000	1,300,000
Operating loss	428,000	11,000	1,815,000	18,000
Interest expense	(2,000)	0	(4,000)	0
Tangible assets	2,705,000		2,705,000		2,064,000
Operating Lease, Right-of-Use Asset	0		0		0
Total	2,705,000		2,705,000		2,064,000
Operating Segments [Member] \| Odor-No-More [Member] \| Investment in South Korean Joint Venture [Member]
Investment in South Korean joint venture	0		0		0
Operating Segments [Member] \| Clyra Medical [Member]
Tangible assets	1,265,000		1,265,000		631,000
Operating Lease, Right-of-Use Asset	0		0		0
Total	1,265,000		1,265,000		631,000
Operating Segments [Member] \| Clyra Medical [Member] \| Investment in South Korean Joint Venture [Member]
Investment in South Korean joint venture	0		0		0
Operating Segments [Member] \| BLEST [Member]
Tangible assets	414,000		414,000		441,000
Operating Lease, Right-of-Use Asset	714,000		714,000		731,000
Total	1,128,000		1,128,000		1,172,000
Operating Segments [Member] \| BLEST [Member] \| Investment in South Korean Joint Venture [Member]
Investment in South Korean joint venture	0		0		0
Operating Segments [Member] \| BioLargo Water [Member]
Revenue from Contract with Customer, Including Assessed Tax	9,000	0	0	0
Research and development	(138,000)	(130,000)	(273,000)	(327,000)
Operating loss	(209,000)	(209,000)	(393,000)	(431,000)
Tangible assets	92,000		92,000		194,000
Operating Lease, Right-of-Use Asset	0		0		0
Total	92,000		92,000		194,000
Operating Segments [Member] \| BioLargo Water [Member] \| Investment in South Korean Joint Venture [Member]
Investment in South Korean joint venture	0		0		0
Operating Segments [Member] \| BioLargo Energy Technologies, Inc (BETI) [Member]
Revenue from Contract with Customer, Including Assessed Tax	0	0	0	0
Research and development	(271,000)	0	(303,000)	0
Operating loss	(297,000)	0	(384,000)	0
Tangible assets	686,000		686,000
Operating Lease, Right-of-Use Asset	0		0
Total	686,000		686,000
Operating Segments [Member] \| BioLargo Energy Technologies, Inc (BETI) [Member] \| Investment in South Korean Joint Venture [Member]
Investment in South Korean joint venture	0		0
Operating Segments [Member] \| BioLargo Engineering, Science & Technologies, LLC [Member]
Revenue from Contract with Customer, Including Assessed Tax	538,000	670,000	901,000	1,213,000
Research and development	(292,000)	(80,000)	(537,000)	(188,000)
Operating loss	(450,000)	56,000	(818,000)	21,000
Operating Segments [Member] \| Clyra Segment [Member]
Revenue from Contract with Customer, Including Assessed Tax	0	6,000	6,000	17,000
Research and development	(60,000)	(26,000)	(194,000)	(42,000)
Operating loss	(396,000)	(256,000)	(823,000)	(496,000)
Interest expense	(6,000)	(9,000)	(16,000)	(16,000)
Consolidation, Eliminations [Member]
Revenue from Contract with Customer, Including Assessed Tax	(417,000)	(53,000)	(587,000)	(245,000)
Tangible assets	(41,000)		(41,000)		(41,000)
Operating Lease, Right-of-Use Asset	0		0		0
Total	(41,000)		(41,000)		(41,000)
Consolidation, Eliminations [Member] \| Investment in South Korean Joint Venture [Member]
Investment in South Korean joint venture	0		0		$ 0
Intersegment Eliminations [Member]
Research and development	$ 417,000	$ 46,000	$ 587,000	$ 240,000

Note 12 - Commitments and Contingencies (Details Textual) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Sep. 30, 2022
Operating Lease, Expense	$ 83,000	$ 106,000	$ 166,000	$ 169,000
Operating Lease, Weighted Average Remaining Lease Term (Year)	9 years		9 years
Lessee, Operating Lease, Discount Rate	18.00%		18.00%
Westminster, California Facility Lease [Member]
Lessee, Operating Lease, Renewal Term (Year)	4 years		4 years
Oak Ridge, Tennessee Facility Lease [Member]
Operating Lease, Weighted Average Remaining Lease Term (Year)					10 years

Note 13 - Subsequent Events (Details Textual) - USD ($)	1 Months Ended	3 Months Ended		6 Months Ended
Note 13 - Subsequent Events (Details Textual) - USD ($)	Aug. 10, 2023	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 20, 2022
Proceeds from Issuance of Common Stock				$ 1,294,000	$ 2,150,000
Proceeds from Issuance of Preferred Stock and Preference Stock				$ 1,287,000	$ 0
Clyra Medical [Member]
Shares Issued, Price Per Share (in dollars per share)						$ 310
Series A Preferred Stock [Member] \| Clyra Medical [Member]
Stock Issued During Period, Shares, New Issues (in shares)		3,427		4,879
Proceeds from Issuance of Preferred Stock and Preference Stock		$ 1,062,000		$ 1,287,000
Shares Issued, Price Per Share (in dollars per share)						$ 372
Subsequent Event [Member] \| Clyra Medical [Member] \| Warrant [Member]
Warrants and Rights Outstanding, Term (Year)	3 years
Shares Issued, Price Per Share (in dollars per share)	$ 372
Subsequent Event [Member] \| Series A Preferred Stock [Member] \| Clyra Medical [Member]
Stock Issued During Period, Shares, New Issues (in shares)	81
Proceeds from Issuance of Preferred Stock and Preference Stock	$ 25,000
Lincoln Park Capital Fund, LLC [Member]
Stock Issued During Period, Shares, New Issues (in shares)		1,098,221	406,140	1,643,623	1,912,961
Proceeds from Issuance of Common Stock		$ 194,000	$ 72,000	$ 299,000	$ 418,000
Lincoln Park Capital Fund, LLC [Member] \| Subsequent Event [Member]
Stock Issued During Period, Shares, New Issues (in shares)	782,553
Proceeds from Issuance of Common Stock	$ 136,000
BioLargo Energy Technologies, Inc (BETI) [Member] \| Subsequent Event [Member]
Stock Issued During Period, Shares, New Issues (in shares)	10,000
Proceeds from Issuance of Common Stock	$ 25,000