LIQUIDMETAL TECHNOLOGIES INC

Executive Benefits and Perquisites

Set forth below is information regarding compensation earned by or paid or awarded to the following executive officers of the Company during the year ended* December 31, 2025: (i) Tony Chung, our Chief Executive Officer and Principal Financial Officer, and (ii) Isaac Bresnick, our President. These persons are hereafter referred to as our “named executive officers.” The identification of such named executive officers is determined based on the individual’s total compensation for the year ended December 31, 2025,*as reported below in the Summary Compensation Table.

Summary Compensation Table

The following table sets forth for each of the named executive officers: (i) the dollar value of base salary and bonus earned during the years ended* December 31, 2025and2024* (ii) the aggregate grant date fair value of stock and option awards granted during2025 and2024, computed in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic718 (R); (iii) the dollar value of earnings for services pursuant to awards granted during2025 and2024 under non-equity incentive plans; (iv) non-qualified deferred compensation earnings during2025 and2024; (v) all other compensation for2025 and2024; and, finally, (vi) the dollar value of total compensation for2025 and2024.

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Outstanding Equity Awards at2025 Fiscal Year-End

The following table sets forth information on outstanding option and stock awards held by the named executive officers at* December 31, 2025,*including the number of shares underlying both exercisable and un-exercisable portions of each stock option as well as the exercise price and expiration date of each outstanding option.

Employment Agreements and Change of Control Agreement

On* March 12, 2024we entered into Change of Control Agreements with Mr. Tony Chung and Mr. Isaac Bresnick, each of whom serves as our executive officer. Pursuant to these agreements, if a change of control of the Company occurs and, withinone* year following such change of control, the executive’s employment is terminated by us other than for cause or the executive resigns for good reason, the executive will be entitled to receive a lump-sum cash severance payment equal totwelve months of his then-current base salary. In addition, all unvested equity awards held by the executive will immediately vest upon a change of control, and stock options will remain exercisable for a specified period following termination. The agreements also provide for continued health and welfare benefits for up toone year following a qualifying termination. A copy of our Change of Control Agreements is filed as Exhibit19.2 to this Annual Report on Form10-K for the fiscal year ended* December 31, 2025.*

401(k) Savings Plan

We have adopted a tax-qualified employee savings and retirement plan, or401(k) plan that covers all of our employees. Pursuant to our401(k) plan, participants* mayelect to reduce their current compensation, on a pre-tax basis, by an amount up to the statutorily prescribed annual limit and have the amount of the reduction contributed to the401*(k) plan. The401(k) plan permits us, in our sole discretion, to make additional employer contributions to the401(k) plan. However, we donot currently make employer contributions to the401(k) plan and* may**not* do so in the future. As such, contributions by employees or by us to the401(k) plan, and the income earned on plan contributions, arenot taxable to employees until withdrawn from the401(k) plan, and we can deduct our contributions, if any, at the time they are made.

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Director Compensation

The following table sets forth information regarding the compensation received by each of our non-employee directors serving during the year ended* December 31, 2025:*

Our non-employee directors receive certain compensation for their services and are reimbursed for expenses incurred in attending board and committee meetings, as determined by the board of directors. Mr. Currubba received a base fee of*$40,000* during2025.

We have a2015 Equity Incentive Plan pursuant to which our non-employee directors* mayreceive stock options. Each non-employee director maybe entitled to receive options on a case by case basis, in an amount determined by our board of directors or its compensation committee in its respective discretion, to purchase shares of common stock upon initial election to the board of directors. In determining the number of options granted to a director upon initial election, the compensation committee uses its judgment and, consistent with our compensation objectives, maintains the flexibility necessary to recruit qualified and experienced directors. All options granted under the plan have an exercise price equal to the fair market value of our common stock on the date of the grant. These stock options have a10*-year term and are exercisable pursuant to an equal3-year vesting schedule, and remain exercisable for certain periods of time after a person isno longer a director.

No director who is an employee will receive separate compensation for services rendered as a director. However, our employee directors are eligible to participate in our2012 and2015 Equity Incentive Plans.

We generally grant annual equity-based awards during thefirst half of our fiscal year, although such timing* maychange from year to year. The board of directors also mayconsider and approve interim or mid-year grants, or grants made on another basis, from time to time based on business needs, changing compensation practices or other factors, in the discretion of the board of directors. Our board of directors doesnot* take material non-public information into account when determining the timing and terms of equity awards, and we havenot timed the release of material nonpublic information for the purpose of affecting the value of executive compensation.