# Blue Biofuels, Inc.: Form 10-K/A for the period ended Dec 31, 2023

- Company: [Blue Biofuels, Inc.](/companies/biof.md) (CIK 1549145)
- Form: 10-K/A
- Filed: 2024-07-24
- Accepted by EDGAR: Jul 24, 2024, 12:55 ET
- Period: 2023-12-31
- Accession: 0001493152-24-028893
- Inline XBRL: yes
- Main document: https://www.sec.gov/Archives/edgar/data/1549145/000149315224028893/form10-ka.htm
- All documents and exhibits: https://www.sec.gov/Archives/edgar/data/1549145/000149315224028893/

## Cybersecurity

As filed, 2,360 characters.

The Company employs several strategies for assessing, identifying, and managing material risks from cybersecurity threats. Components of this strategy include the use of industry standard traffic monitoring tools, and training users to detect, report, and prevent unusual behavior.

Through our IT consulting firm, we employ continuous monitoring mechanisms to detect and respond to cybersecurity threats promptly. Regular reports are generated as needed for management and the board, providing insights into our cybersecurity posture, incidents, and remediation efforts. We conduct regular assessments and testing to ensure the effectiveness of these controls, especially those related to the protection of financial information. The implementation and management of these processes are integrated with the Company’s overall operational risk management processes that seeks to limit our exposure to unnecessary risks across our operations.

Our cybersecurity program is overseen by the Chief Financial Officer (CFO), who reports directly to the Chief Executive Officer (CEO) and updates the Board of Directors on cybersecurity matters.

Our employees receive regular training on cybersecurity best practices, emphasizing the protection of financial information. We foster a culture of cybersecurity awareness and responsibility throughout the organization.

We maintain a comprehensive incident response plan that outlines the steps to be taken in the event of a cybersecurity incident. This plan includes procedures for promptly reporting material incidents to the SEC, as required, and for communicating with affected stakeholders. Upon discovery of a cybersecurity incident, the identifying party immediately notifies the Company’s CFO. The CFO activates the incident response plan to include the following:

- Gather preliminary information about the cybersecurity incident.
- CFO notifies the CEO and the Board of Directors of the cybersecurity threat.
- The CFO allocates resources for disclosure if determined to be a material cybersecurity event.
- The CFO consults with cybersecurity consultants and other involved parties to identify the undesirable effects of the cybersecurity incident.
- The CFO develops a recommendation for determination of materiality.
- If disclosure is required, the material incident disclosure plan is executed by the CFO.

## Controls and procedures

As filed, 7,496 characters.

### Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act). Disclosure controls and procedures refer to controls and other procedures designed to ensure that information required to be disclosed in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC and that such information is accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate, to allow timely decisions regarding required disclosure.

As required by Rule 13a-15(e) of the Exchange Act, our management has carried out an evaluation, with the participation and under the supervision of our chief executive officer and chief financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures, as of December 31, 2023. Based upon, and as of the date of this evaluation, our chief executive officer and chief financial officer determined that our disclosure controls and procedures were effective as of December 31, 2023.

### Management’s Annual Report on Internal Controls over Financial Reporting

Management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Exchange Act Rule 13a-15(f)). The Company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Under the supervision and with the participation of management, including the Chief Executive Officer and Chief Financial Officer, the Company conducted an evaluation of the effectiveness of the Company’s internal control over financial reporting as of December 31, 2023 using the criteria established in “Internal Control - Integrated Framework” issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”).

A material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Company’s annual or interim financial statements will not be prevented or detected on a timely basis. In its assessment of the effectiveness of internal control over financial reporting as of December 31, 2023, the Company determined that there were no control deficiencies that constituted material weaknesses. The Company has an independent financial expert on its Audit Committee and an Audit Committee consisting entirely of independent directors; the Company backs up all financial data and material agreements in the cloud so that in the event of theft, misplacement, or loss due to fire or other unmitigated factors, the Company should still retain all of its material financial data and agreements.

As a result, management has concluded that the Company maintains effective internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control—Integrated Framework issued by COSO.

Material weaknesses in our disclosure controls and procedures may be identified in the future. Should we discover such conditions, we intend to remediate them as soon as practicable. We are committed to taking appropriate steps for remediation, as needed.

All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

### Changes in Internal Control over Financial Reporting

There has been no change in our internal control over financial reporting identified in connection with our evaluation we conducted of the effectiveness of our internal control over financial reporting as of December 31, 2023. The Company has an independent financial expert on its Audit Committee, and the Company now backs up all financial data and material agreements in the cloud so that in the event of theft, misplacement, or loss due to fire or other unmitigated factors, the Company should still retain all of its material financial data and agreements. In addition, the Company now has multiple persons reviewing and reconciling the bank account and our financial data.

This annual report does not include an attestation report of the Company’s registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by the Company’s registered public accounting firm pursuant to temporary rules of the SEC that permit the Company to provide only management’s report in this annual report.

3\. EXHIBITS

The exhibits listed below are filed as part of or incorporated by reference in this report.

| Exhibit No. | Identification of Exhibit |
| ---: | --- |
| 31.1. | Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
| 31.2 | Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |

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### SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

|  |  |
| --- | --- |
| Blue Biofuels, Inc. |  |
| (Registrant) |  |
| By | /s/ Benjamin Slager |
|  | Benjamin Slager |
|  | Chief Executive Officer, (Principal Executive Officer) |
| Date | July 24, 2024 |
| By | /s/ Anthony Santelli |
|  | Anthony Santelli |
|  | Chief Financial Officer (Principal Financial and Accounting Officer) |
| Date | July 24, 2024 |

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following person on behalf of the registrant and in the capacity and on the date indicated.

|  |  |
| --- | --- |
| By | /s/ Benjamin Slager |
|  | Benjamin Slager |
|  | Chief Executive Officer, (Principal Executive Officer) |
| Date | July 24, 2024 |
| By | /s/ Anthony Santelli II |
|  | Anthony Santelli |
|  | Chief Financial Officer (Principal Financial and Accounting Officer) |
| Date | July 24, 2024 |
| By | /s/ George D. Bolton |
|  | George D. Bolton |
|  | Director |
| Date | July 24, 2024 |
| By | /s/ Charles F. Sills |
|  | Charles F. Sills |
|  | Director |
| Date | July 24, 2024 |
| By | /s/ Peter Zimeri |
|  | Peter Zimeri |
|  | Director |
| Date | July 24, 2024 |
| By | /s/ Edmund Burke |
|  | Edmund Burke |
|  | Director |
| Date | July 24, 2024 |
| By | /s/ Chris Kneppers |
|  | Chris Kneppers |
|  | Director |

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Filed Jul 24, 2024.
Source: SEC EDGAR, the filing index for accession 0001493152-24-028893. Last ingested by Listed: Oct 30, 2026, 17:19 ET. No prices; not investment advice.