SEC Filing - Bolt Biotherapeutics

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SEC FORM 3 SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Vivo Capital VIII, LLC

(Last)

(First)

(Middle)

192 LYTTON AVENUE

(Street)

PALO ALTO

94301

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/04/2021

3. Issuer Name and Ticker or Trading Symbol
Bolt Biotherapeutics, Inc. [ BOLT ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	25,104	I	By Vivo Capital Fund VIII, L.P.⁽¹⁾
Common Stock	3,466	I	By Vivo Capital Surplus Fund VIII, L.P.⁽²⁾
Common Stock	14,285	I	By Vivo PANDA Fund, L.P.⁽³⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series A-1 Preferred Stock	⁽⁴⁾	⁽⁴⁾	Common Stock	944,056	0.00	I	By Vivo PANDA Fund, L.P.⁽³⁾
Series B Preferred Stock	⁽⁵⁾	⁽⁵⁾	Common Stock	472,296	0.00	I	By Vivo PANDA Fund, L.P.⁽³⁾
Warrant (Right to Buy)	⁽⁶⁾	07/26/2028⁽⁷⁾	Common Stock	17,711	0.07	I	By Vivo PANDA Fund, L.P.⁽³⁾
Series B Preferred Stock	⁽⁵⁾	⁽⁵⁾	Common Stock	1,092,080	0.00	I	By Vivo Capital Fund VIII, L.P.⁽¹⁾
Series C-1 Preferred Stock	⁽⁸⁾	⁽⁸⁾	Common Stock	317,922	0.00	I	By Vivo Capital Fund VIII, L.P.⁽¹⁾
Series C-2 Preferred Stock	⁽⁹⁾	⁽⁹⁾	Common Stock	345,568	0.00	I	By Vivo Capital Fund VIII, L.P.⁽¹⁾
Warrant (Right to Buy)	⁽⁶⁾	07/26/2028⁽⁷⁾	Common Stock	40,953	0.07	I	By Vivo Capital Fund VIII, L.P.⁽¹⁾
Series B Preferred Stock	⁽⁵⁾	⁽⁵⁾	Common Stock	150,802	0.00	I	By Vivo Capital Surplus Fund VIII, L.P.⁽²⁾
Series C-1 Preferred Stock	⁽⁸⁾	⁽⁸⁾	Common Stock	43,901	0.00	I	By Vivo Capital Surplus Fund VIII, L.P.⁽²⁾
Series C-2 Preferred Stock	⁽⁹⁾	⁽⁹⁾	Common Stock	47,718	0.00	I	By Vivo Capital Surplus Fund VIII, L.P.⁽²⁾
Warrant (Right to Buy)	⁽⁶⁾	07/26/2028⁽⁷⁾	Common Stock	5,655	0.07	I	By Vivo Capital Surplus Fund VIII, L.P.⁽²⁾

1. Name and Address of Reporting Person^*

Vivo Capital VIII, LLC

(Last)

(First)

(Middle)

192 LYTTON AVENUE

(Street)

PALO ALTO

94301

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Vivo Capital Fund VIII, L.P.

(Last)

(First)

(Middle)

192 LYTTON AVENUE

(Street)

PALO ALTO

94301

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Vivo Capital Surplus Fund VIII, L.P.

(Last)

(First)

(Middle)

192 LYTTON AVENUE

(Street)

PALO ALTO

94301

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Vivo Panda Fund, L.P.

(Last)

(First)

(Middle)

192 LYTTON AVENUE

(Street)

PALO ALTO

94301

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Vivo Panda, LLC

(Last)

(First)

(Middle)

192 LYTTON AVENUE

(Street)

PALO ALTO

94301

(City)

(State)

(Zip)

Explanation of Responses:

1. The securities reported herein are held of record by Vivo Capital Fund VIII, L.P. Vivo Capital VIII, LLC is the general partner of Vivo Capital Fund VIII, L.P. Edgar Engleman is one of three voting members of Vivo Capital VIII, LLC.

2. The securities reported herein are held of record by Vivo Capital Surplus Fund VIII, L.P. Vivo Capital VIII, LLC is the general partner of Vivo Capital Fund VIII, L.P. Edgar Engleman is one of three voting members of Vivo Capital VIII, LLC.

3. The securities reported herein are held of record by Vivo Panda Fund, L.P. ("Vivo LP"). Vivo Panda, LLC ("Vivo LLC") is the sole general partner of Vivo LP. Mahendra G. Shah, Ph.D. is one of four voting members of Vivo LLC.

4. The Series A-1 Preferred Stock has no expiration date and is convertible into shares of Common Stock of the Issuer at the option of the holder. The shares of Series A-1 Preferred Stock will automatically convert into shares of Common Stock of the Issuer on a 1-to-1 basis upon closing of the initial public offering of the Issuer (the "IPO").

5. The Series B Preferred Stock has no expiration date and is convertible into shares of Common Stock of the Issuer at the option of the holder. The shares of Series B Preferred Stock will automatically convert into shares of Common Stock of the Issuer on a 1-to-1 basis upon closing of the IPO.

6. The shares subject to this warrant are fully vested.

7. This warrant will automatically be net exercised upon closing of the IPO if it is not exercised on or before such date.

8. The Series C-1 Preferred Stock has no expiration date and is convertible into shares of Common Stock of the Issuer at the option of the holder. The shares of Series C-1 Preferred Stock will automatically convert into shares of Common Stock of the Issuer on a 1-to-1 basis upon closing of the IPO.

9. The Series C-2 Preferred Stock has no expiration date and is convertible into shares of Common Stock of the Issuer at the option of the holder. The shares of Series C-2 Preferred Stock will automatically convert into shares of Common Stock of the Issuer on a 1-to-1 basis upon closing of the IPO.

Remarks:

	Vivo Capital VIII, LLC, By: /s/ Frank Kung, Ph.D., Managing Member	02/04/2021
	Vivo Capital Fund VIII, L.P., By: Vivo Capital VIII, LLC, its general partner, By: /s/ Frank Kung, Ph.D., Managing Member	02/04/2021
	Vivo Capital Surplus Fund VIII, L.P., By: Vivo Capital VIII, LLC, its general partner, By: /s/ Frank Kung, Ph.D., Managing Member	02/04/2021
	Vivo PANDA Fund, L.P., By: Vivo Panda, LLC, its general partner, By: /s/ Mahendra Shah, Ph.D., Managing Member	02/04/2021
	Vivo Panda, LLC, By: /s/ Mahendra Shah, Ph.D., Managing Member	02/04/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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