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* Sofinnova Venture Partners X, L.P. (Last) (First) (Middle) C/O SOFINNOVA INVESTMENTS, INC., 3000 SAND HILL ROAD, BLDG. 4, SUITE 250 (Street) MENLO PARK CA 94025 (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)

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)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series C-1 Preferred Stock	(1)	(1)	Common Stock	1,104,209	0	D(2)
Series C-2 Preferred Stock	(3)	(3)	Common Stock	1,200,228	0	D(2)

1. Name and Address of Reporting Person* Sofinnova Venture Partners X, L.P. (Last) (First) (Middle) C/O SOFINNOVA INVESTMENTS, INC., 3000 SAND HILL ROAD, BLDG. 4, SUITE 250 (Street) MENLO PARK CA 94025 (City) (State) (Zip)

1. Name and Address of Reporting Person* Sofinnova Management X, L.L.C. (Last) (First) (Middle) C/O SOFINNOVA INVESTMENTS, INC. 3000 SAND HILL ROAD, BLDG. 4, SUITE 250 (Street) MENLO PARK CA 94025 (City) (State) (Zip)

1. Name and Address of Reporting Person* Katabi Maha (Last) (First) (Middle) C/O SOFINNOVA INVESTMENTS, INC. 3000 SAND HILL ROAD, BLDG. 4, SUITE 250 (Street) MENLO PARK CA 94025 (City) (State) (Zip)

1. Name and Address of Reporting Person* POWELL MICHAEL (Last) (First) (Middle) C/O SOFINNOVA INVESTMENTS, INC. 3000 SAND HILL ROAD, BLDG. 4, SUITE 250 (Street) MENLO PARK CA 94025 (City) (State) (Zip)

Explanation of Responses:

1. 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 initial public offering of the Issuer (the "IPO").

2. The shares are held directly by Sofinnova Venture Partners X, L.P. ("SVP X"). Sofinnova Management X, L.L.C. ("SM X") is the general partner of SVP X and may be deemed to have sole voting, investment and dispositive power with respect to the shares held by SVP X. James I. Healy, Maha Katabi, and Michael F. Powell are the managing members of SM X and may be deemed to have shared voting, investment and dispositive power with respect to the shares held by SVP X. Each of the reporting persons disclaims beneficial ownership of such securities, except to the extent of his, her or its proportionate pecuniary interest therein.

3. 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:

Exhibit 24.1 - Power of Attorney

	/s/ Nathalie Auber, as attorney-in-fact for Sofinnova Venture Partners X, L.P.	02/04/2021
	/s/ Nathalie Auber, as attorney-in-fact for Sofinnova Management X, L.L.C.	02/04/2021
	/s/ Nathalie Auber, as attorney-in-fact for Maha Katabi	02/04/2021
	/s/ Nathalie Auber, as attorney-in-fact for Michael F. Powell	02/04/2021
	** Signature of Reporting Person	Date
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Exhibit 24.1

Power of Attorney

 

Each of the undersigned entities and individuals (collectively, the “Reporting Persons”) hereby authorizes and designates Sofinnova Management X, L.L.C. or such other person or entity as is designated in writing by James I. Healy (the “Designated Filer”) as the beneficial owner to prepare and file on behalf of such Reporting Person individually, or jointly together with the other Reporting Persons, any and all reports, notices, communications and other documents (including, but not limited to, reports on Schedule 13D, Schedule 13G, Form 3, Form 4 and Form 5) that such Reporting Person may be required to file with the United States Securities and Exchange Commission pursuant to the Securities Act of 1933, as amended (together with the implementing regulations thereto, the “Act”) and the Securities Exchange Act of 1934, as amended (together with the implementing regulations thereto, the “Exchange Act”) (collectively, the “Reports”) with respect to each Reporting Person’s ownership of, or transactions in, securities of any entity whose securities are beneficially owned (directly or indirectly) by such Reporting Person (collectively, the “Companies”).

 

Each Reporting Person hereby further authorizes and designates Nathalie Auber (the “Authorized Signatory”) to execute and file on behalf of such Reporting Person the Reports and to perform any and all other acts, which in the opinion of the Designated Filer or Authorized Signatory may be necessary or incidental to the performance of the foregoing powers herein granted.

 

The authority of the Designated Filer and the Authorized Signatory under this Document with respect to each Reporting Person shall continue until such Reporting Person is no longer required to file any Reports with respect to the Reporting Person’s ownership of, or transactions in, the securities of the Companies, unless earlier revoked in writing. Each Reporting Person acknowledges that the Designated Filer and the Authorized Signatory are not assuming any of the Reporting Person’s responsibilities to comply with the Act or the Exchange Act.

 

Date: June 25, 2020

 

SOFINNOVA VENTURE PARTNERS X, L.P.,			JAMES I. HEALY
a Delaware Limited Partnership
By:	SOFINNOVA MANAGEMENT X, L.L.C.,		By:	/s/ James I. Healy
	a Delaware Limited Liability Company			James I. Healy
	Its General Partner
			MAHA KATABI
By:	/s/ James I. Healy
	James I. Healy		By:	/s/ Maha Katabi
	Managing Member			Maha Katabi
SOFINNOVA MANAGEMENT X, L.L.C.,			MICHAEL F. POWELL
a Delaware Limited Liability Company
			By:	/s/ Michael F. Powell
By:	/s/ James I. Healy			Michael F. Powell
	James I. Healy
	Managing Member