---
schema_version: "secwatch.filing_event.v1"
accession: "0001437749-26-009813"
form_type: "8-K"
ticker: "BLGO"
cik: "0000880242"
company_name: "BIOLARGO, INC."
filed_at: "2026-03-25T23:59:59+00:00"
generated_at: "2026-05-15T09:08:49.198425+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.6
calibrated_materiality_score: 0.6
confidence: "high"
source: SEC EDGAR
---

# BioLargo enters $10M equity purchase agreement with Clearthink Capital Partners

## Summary
- Clearthink commits to buy up to $10M of BioLargo common stock over 36 months under a Strata purchase agreement.
- Draws limited to $500K per notice; pricing equals avg of two lowest closing prices in prior 8 trading days; min $25K.
- BioLargo issued 500,000 commitment shares to Clearthink as consideration; no cash proceeds from those shares.
- Clearthink prohibited from short selling or hedging during term; beneficial ownership capped at 9.99%.
- Proceeds to be used for working capital and general corporate purposes.

## SEC filing metadata
- accession: 0001437749-26-009813
- form_type: 8-K
- ticker: BLGO
- cik: 0000880242
- company_name: BIOLARGO, INC.
- filed_at: 2026-03-25T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.6
- calibrated_materiality_score: 0.6
- confidence: high
- sec_items: 1.01, 3.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/880242/000143774926009813/0001437749-26-009813-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/880242/000143774926009813/blgo20260319_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001437749-26-009813
- JSON: https://secwatch.observer/filing/0001437749-26-009813.json
- Plain text: https://secwatch.observer/filing/0001437749-26-009813.txt

## Key facts
- Material Agreements
  BIOLARGO, INC. entered into Purchase Agreement with CLEARTHINK CAPITAL PARTNERS, LLC valued at up to $10.0 million (effective 2026-03-20).
  - Action: entry
  - Agreement: equity purchase
  - Counterparty: CLEARTHINK CAPITAL PARTNERS, LLC
  - Value: up to $10.0 million
  - Effective: 2026-03-20
  source text: On March 20, 2026, BioLargo, Inc. (the “Company” or “we”) entered into a purchase agreement dated as of March 20, 2026 (the “Purchase Agreement”), and a registration rights agreement dated as of March 20, 2026 (the “Registration Rights Agreement”), with CLEARTHINK CAPITAL PARTNERS, LLC (“Clearthink”), pursuant to which Clearthink has committed to purchase up to $10.0 million of the Company’s common stock
  evidence_url: https://www.sec.gov/Archives/edgar/data/880242/000143774926009813/0001437749-26-009813-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.