FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Bolt Biotherapeutics, Inc. [ BOLT ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 02/09/2021 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 02/09/2021 | C | 1,092,080 | A | (1) | 1,117,184 | I | By Vivo Capital Fund VIII, L.P.(2) | ||
Common Stock | 02/09/2021 | C | 317,922 | A | (3) | 1,435,106 | I | By Vivo Capital Fund VIII, L.P.(2) | ||
Common Stock | 02/09/2021 | C | 345,568 | A | (4) | 1,780,674 | I | By Vivo Capital Fund VIII, L.P.(2) | ||
Common Stock | 02/09/2021 | X | 40,953 | A | $0.07 | 1,821,627 | I | By Vivo Capital Fund VIII, L.P.(2) | ||
Common Stock | 02/09/2021 | S(5) | 144 | D | $20 | 1,821,483 | I | By Vivo Capital Fund VIII, L.P.(2) | ||
Common Stock | 02/09/2021 | P | 175,733 | A | $20 | 1,997,216 | I | By Vivo Capital Fund VIII, L.P.(2) | ||
Common Stock | 02/09/2021 | C | 150,802 | A | (1) | 154,268 | I | By Vivo Capital Surplus Fund VIII, L.P.(6) | ||
Common Stock | 02/09/2021 | C | 43,901 | A | (3) | 198,169 | I | By Vivo Capital Surplus Fund VIII, L.P.(6) | ||
Common Stock | 02/09/2021 | C | 47,718 | A | (4) | 245,887 | I | By Vivo Capital Surplus Fund VIII, L.P.(6) | ||
Common Stock | 02/09/2021 | X | 5,655 | A | $0.07 | 251,542 | I | By Vivo Capital Surplus Fund VIII, L.P.(6) | ||
Common Stock | 02/09/2021 | S(7) | 20 | D | $20 | 251,522 | I | By Vivo Capital Surplus Fund VIII, L.P.(6) | ||
Common Stock | 02/09/2021 | P | 24,267 | A | $20 | 275,789 | I | By Vivo Capital Surplus Fund VIII, L.P.(6) | ||
Common Stock | 577,425 | I | By Engleman Family Trust(8) | |||||||
Common Stock | 321,428 | I | By The Erik Nathan Engleman Irrevocable Trust dated December 06, 2012(9) | |||||||
Common Stock | 321,428 | I | By The Jason Engleman Irrevocable GST Trust dated December 06, 2012(10) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Series B Preferred Stock | (1) | 02/09/2021 | C | 1,092,080 | (1) | (1) | Common Stock | 1,092,080 | $0.00 | 0 | I | By Vivo Capital Fund VIII, L.P.(2) | |||
Series C- 1 Preferred Stock | (3) | 02/09/2021 | C | 317,922 | (3) | (3) | Common Stock | 317,922 | $0.00 | 0 | I | By Vivo Capital Fund VIII, L.P.(2) | |||
Series C- 2 Preferred Stock | (4) | 02/09/2021 | C | 345,568 | (4) | (4) | Common Stock | 345,568 | $0.00 | 0 | I | By Vivo Capital Fund VIII, L.P.(2) | |||
Warrant (Right to Buy) | $0.07 | 02/09/2021 | X | 40,953 | (11) | 07/26/2028 | Common Stock | 40,953 | $0.00 | 0 | I | By Vivo Capital Fund VIII, L.P.(2) | |||
Series B Preferred Stock | (1) | 02/09/2021 | C | 150,802 | (1) | (1) | Common Stock | 150,802 | $0.00 | 0 | I | By Vivo Capital Surplus Fund VIII, L.P.(6) | |||
Series C- 1 Preferred Stock | (3) | 02/09/2021 | C | 43,901 | (3) | (3) | Common Stock | 43,901 | $0.00 | 0 | I | By Vivo Capital Surplus Fund VIII, L.P.(6) | |||
Series C- 2 Preferred Stock | (4) | 02/09/2021 | C | 47,718 | (4) | (4) | Common Stock | 47,718 | $0.00 | 0 | I | By Vivo Capital Surplus Fund VIII, L.P.(6) | |||
Warrant (Right to Buy) | $0.07 | 02/09/2021 | X | 5,655 | (11) | 07/26/2028 | Common Stock | 5,655 | $0.00 | 0 | I | By Vivo Capital Surplus Fund VIII, L.P.(6) |
Explanation of Responses: |
1. The Series B Preferred Stock automatically converted into shares of Common Stock of the Issuer on a 1:1 basis immediately upon closing of the Issuer's initial public offering (the "IPO") and had no expiration date. |
2. 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. The Reporting Person is one of three voting members of Vivo Capital VIII, LLC and may be deemed to have shared voting and dispositive power over the shares held by Vivo Capital Fund VIII, L.P. The Reporting Person disclaims beneficial ownership over such shares except to the extent of his pecuniary interest therein. |
3. The Series C-1 Preferred Stock automatically converted into shares of Common Stock of the Issuer on a 1:1 basis immediately upon closing of the Issuer's IPO and had no expiration date. |
4. The Series C-2 Preferred Stock automatically converted into shares of Common Stock of the Issuer on a 1:1 basis immediately upon closing of the Issuer's IPO and had no expiration date. |
5. Upon closing of the Issuer's IPO, Vivo Capital Fund VIII, L.P. exercised a warrant to purchase 40,953 shares of the Issuer's Common Stock at an exercise price per share of $0.07. Vivo Capital Fund VIII, L.P. paid the exercise price on a cashless basis, resulting in the Issuer withholding 144 share subject to the warrant in order to pay the exercise price and issuing to Vivo Capital Fund VIII, L.P. the remaining 40,809 shares of Common Stock. |
6. 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 Surplus Fund VIII, L.P. The Reporting Person is one of three voting members of Vivo Capital VIII, LLC and may be deemed to have shared voting and dispositive power over the shares held by Vivo Capital Surplus Fund VIII, L.P. The Reporting Person disclaims beneficial ownership over such shares except to the extent of his pecuniary interest therein. |
7. Upon closing of the Issuer's IPO, Vivo Capital Surplus Fund VIII, L.P. exercised a warrant to purchase 5,655 shares of the Issuer's Common Stock at an exercise price per share of $0.07. Vivo Capital Surplus Fund VIII, L.P. paid the exercise price on a cashless basis, resulting in the Issuer withholding 20 share subject to the warrant in order to pay the exercise price and issuing to Vivo Capital Surplus Fund VIII, L.P. the remaining 5,635 shares of Common Stock. |
8. The Reporting Person is trustee of the Engleman Family Trust. |
9. The Reporting Person's spouse is trustee of The Erik Nathan Engleman Irrevocable Trust dated December 06, 2012. |
10. The Reporting Person's spouse is trustee of The Jason Engleman Irrevocable GST Trust dated December 06, 2012. |
11. The shares subject to this warrant were fully vested prior to exercise. |
Remarks: |
/s/ Brian Woodard, Attorney-in-Fact | 02/09/2021 | |
** 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 4 (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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |