8-K

Bolt Biotherapeutics, Inc. (BOLT)

8-K 2025-05-28 For: 2025-05-27
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Added on April 06, 2026

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 27, 2025

BOLT BIOTHERAPEUTICS, INC.

(Exact name of Registrant as Specified in Its Charter)

Delaware 001-39988 47-2804636
(State or Other Jurisdiction<br>of Incorporation) (Commission File Number) (IRS Employer<br>Identification No.)
900 Chesapeake Drive
Redwood City, California 94063
(Address of Principal Executive Offices) (Zip Code)
Registrant’s Telephone Number, Including Area Code: (650) 665-9295
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Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

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 (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class Trading<br>Symbol(s) Name of each exchange on which registered
Common Stock, par value $0.00001 per share BOLT The Nasdaq Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

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. ☒

Item 5.07 Submission of Matters to a Vote of Security Holders.

On May 27, 2025, Bolt Biotherapeutics, Inc. (the “Company”) held its 2025 annual meeting of stockholders (the “Annual Meeting”) to consider and vote on the three proposals set forth below, each of which is described in greater detail in the Company’s definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on April 25, 2025. A total of 38,339,697 shares of the Company's common stock were entitled to vote as of April 15, 2025, the record date for the Annual Meeting, of which 24,362,318 shares were represented in person or by proxy at the Annual Meeting. Proxies for the Annual Meeting were solicited pursuant to Section 14(a) of the Securities Exchange Act of 1934, as amended, and there was no solicitation in opposition of management’s solicitation.

  • The following director nominees were elected to serve as Class I members of the Company’s board of directors until the Company’s 2028 Annual Meeting of Stockholders, or until their respective successor is duly elected and qualified, or until their respective death, resignation or removal:
Nominee Votes For Votes Withheld Broker Non-Votes
Laura Berner 10,565,170 908,222 12,888,926
Brian O'Callaghan 11,214,137 259,255 12,888,926
  • The selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025 was ratified.
Votes For Votes Against Votes Abstaining
23,330,316 931,665 100,337
  • The approval of an amendment to the certificate of incorporation to effect a reverse stock split of the Company's issued and outstanding common stock was approved.
Votes For Votes Against Votes Abstaining
20,983,236 3,224,611 154,471

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.

Bolt Biotherapeutics, Inc.
Date: May 27, 2025 By: /s/ William P. Quinn
William P. Quinn<br>President, Chief Executive Officer and Chief Financial Officer