|
|
|
||
(State or other jurisdiction
of incorporation)
|
(Commission File Number)
|
(IRS Employer
Identification No.)
|
|
|
|
(Address of principal executive offices)
|
(Zip Code)
|
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17CFR 240.14d-2(b))
|
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17CFR 240.13e-4(c))
|
Title of each class
|
Trading Symbol(s)
|
Name of each exchange on which registered
|
|
|
OTCQB
|
1.
|
To elect the following seven individuals to our Board of Directors: Dennis P. Calvert, Kenneth R. Code, Dennis E. Marshall, Joseph L. Provenzano, Kent C. Roberts II, John S. Runyan and Jack B. Strommen.
|
2.
|
Advisory approval of the Company’s executive compensation.
|
3.
|
To ratify the appointment of Haskell & White LLP as our independent registered public accounting firm for the 2022 fiscal year.
|
4.
|
To authorize the Company’s board of directors to amend our Certificate of Incorporation to effect a reverse stock split of our common stock, by a ratio of not less than 1-for-4 and not more than 1-for-25, such ratio and the implementation and timing of such reverse stock split to be determined in the discretion of our board of directors.
|
5.
|
To approve an amendment to the Company’s Certificate of Incorporation to increase the number of shares of common stock from 400,000,000 to 550,000,000 shares, the implementation and timing of such to be determined in the discretion of our board of directors.
|
Proposal One
|
Votes For
|
Votes
Withheld
|
Total Votes (For
+ Withheld)
|
Broker Non-
Vote
|
|
Dennis P. Calvert
|
93,563,390
|
2,758,755
|
96,322,145
|
57,328,090
|
|
Kenneth R. Code
|
93,629,593
|
2,692,552
|
96,322,145
|
57,328,090
|
|
Dennis E. Marshall
|
93,598,119
|
2,724,026
|
96,322,145
|
57,328,090
|
|
Joseph L. Provenzano
|
93,640,611
|
2,681,534
|
96,322,145
|
57,328,090
|
|
Kent C. Roberts II
|
93,581,063
|
2,741,082
|
96,322,145
|
57,328,090
|
|
John S. Runyan
|
93,618,040
|
2,704,105
|
96,322,145
|
57,328,090
|
|
Jack B. Strommen
|
93,732,717
|
2,589,428
|
96,322,145
|
57,328,090
|
|
Proposals 2 - 5
|
Votes For
|
Votes Against
|
Votes Abstain
|
Total Votes
|
Broker Non-
Vote
|
2
|
84,305,241
|
9,841,157
|
2,175,747
|
96,322,145
|
57,328,090
|
3
|
151,198,319
|
1,788,660
|
663,256
|
153,650,235
|
-
|
4
|
136,164,233
|
16,722,535
|
763,467
|
153,650,235
|
-
|
5
|
122,524,686
|
28,292,626
|
2,832,923
|
153,650,235
|
-
|
Year
|
Votes For
|
Votes Against
|
Votes Abstain
|
Broker Non-
Vote
|
2018
|
34,117,919
|
1,102,804
|
247,388
|
35,954,467
|
2019
|
41,886,128
|
1,486,549
|
7,956,269
|
44,918,490
|
2020
|
72,180,828
|
2,950,599
|
1,752,675
|
47,142,003
|
2021
|
87,066,389
|
3,646,737
|
2,462,756
|
43,453,003
|
Exhibit No.
|
Description
|
3.1
|
|
104
|
Cover Page Interactive Data File (embedded within the Inline XBRL document)
|
Date: June 7, 2022
|
BIOLARGO, INC.
|
|
By:
|
/s/ Dennis P. Calvert
|
|
Dennis P. Calvert
|
||
President and Chief Executive Officer
|