SEC Filing - Bolt Biotherapeutics

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10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)


☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2022


☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number 001-39988

Bolt Biotherapeutics, Inc.

(Exact name of Registrant as specified in its Charter)


Delaware	47-2804636
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

900 Chesapeake Drive Redwood City, CA	94063
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (650) 665-9295

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


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.00001 par value	BOLT	The Nasdaq Global Select Market

Indicate by check mark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer	☐	Accelerated filer	☐

Non-accelerated filer	☒	Smaller reporting company	☒

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. ☒

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of August 3, 2022, the registrant had 37,641,459 shares of common stock outstanding.

Table of Contents


		Page
PART I FINANCIAL INFORMATION
Item 1.	Financial Statements (unaudited)	1
	Condensed Balance Sheets as of June 30, 2022 and December 31, 2021	1
	Condensed Statements of Operations and Comprehensive Loss for the Three and Six Months Ended June 30, 2022 and 2021	2
	Condensed Statements of Preferred Stock and Stockholders’ Equity (Deficit) for the Three and Six Months Ended June 30, 2022 and 2021	3
	Condensed Statements of Cash Flows for the Six Months Ended June 30, 2022 and 2021	5
	Notes to the Condensed Financial Statements	6
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	18
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	28
Item 4.	Controls and Procedures	28

PART II OTHER INFORMATION
Item 1.	Legal Proceedings	29
Item 1A.	Risk Factors	29
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	29
Item 3.	Defaults Upon Senior Securities	29
Item 4.	Mine Safety Disclosures	29
Item 5.	Other Information	29
Item 6.	Exhibits	30
	Signatures	31

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

BOLT BIOTHERAPEUTICS, INC.

CONDENSED BALANCE SHEETS

(Unaudited, in thousands, except share and per share amounts)


	June 30,			December 31,
	2022			2021
Assets
Current assets:
Cash and cash equivalents	$	22,618		$	27,383
Short-term investments		153,717			158,836
Prepaid expenses and other current assets		4,927			2,941
Total current assets		181,262			189,160
Property and equipment, net		6,525			6,158
Operating lease right-of-use assets		22,607			24,445
Restricted cash		1,565			1,565
Long-term investments		47,281			85,348
Other assets		997			1,042
Total assets	$	260,237		$	307,718
Liabilities and stockholders' equity
Current liabilities:
Accounts payable	$	3,362		$	3,574
Accrued expenses and other current liabilities		9,607			12,384
Deferred revenue		3,508			2,869
Operating lease liabilities		2,145			2,501
Total current liabilities		18,622			21,328
Operating lease liabilities, net of current portion		20,749			21,854
Deferred revenue, non-current		12,698			14,207
Other long-term liabilities		200			210
Total liabilities		52,269			57,599
Commitments and contingencies (Note 7)
Stockholders' equity:
Preferred stock, $0.00001 par value, authorized shares—10,000,000 shares authorized at June 30, 2022 and December 31, 2021; zero shares issued and outstanding at June 30, 2022 and December 31, 2021		—			—
Common stock, $0.00001 par value; 200,000,000 shares authorized at June 30, 2022 and December 31, 2021; 37,641,459 and 37,399,694 shares issued and outstanding at June 30, 2022 and December 31, 2021, respectively		—			—
Additional paid-in capital		463,103			457,430
Accumulated other comprehensive loss		(1,803	)		(321	)
Accumulated deficit		(253,332	)		(206,990	)
Total stockholders' equity:		207,968			250,119
Total liabilities, convertible preferred stock, and stockholders' equity	$	260,237		$	307,718

The accompanying notes are an integral part of these unaudited condensed financial statements.

BOLT BIOTHERAPEUTICS, INC.

CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

(Unaudited, in thousands, except share and per share amounts)


	Three Months Ended June 30,						Six Months Ended June 30,
	2022			2021			2022			2021
Collaboration revenue	$	1,393		$	—		$	2,206		$	—
Operating expenses:
Research and development		18,920			19,707			37,305			33,834
General and administrative		5,532			4,054			11,836			8,353
Total operating expense		24,452			23,761			49,141			42,187
Loss from operations		(23,059	)		(23,761	)		(46,935	)		(42,187	)
Other income (expense), net
Interest income, net		395			176			593			232
Change in fair value of preferred stock right liability		—			—			—			(6,084	)
Total other income (expense), net		395			176			593			(5,852	)
Net loss		(22,664	)		(23,585	)		(46,342	)		(48,039	)
Net unrealized (loss) gain on marketable securities		(407	)		41			(1,482	)		(23	)
Comprehensive loss	$	(23,071	)	$	(23,544	)	$	(47,824	)	$	(48,062	)
Net loss per share, basic and diluted	$	(0.61	)	$	(0.64	)	$	(1.25	)	$	(1.65	)
Weighted-average shares outstanding, basic and diluted		37,293,557			36,595,112			37,211,174			29,088,267

The accompanying notes are an integral part of these unaudited condensed financial statements.

BOLT BIOTHERAPEUTICS, INC.

CONDENSED STATEMENTS OF PREFERRED STOCK AND STOCKHOLDERS’ EQUITY (DEFICIT)

(Unaudited, in thousands, except share amounts)


	Three Months Ended June 30, 2022
											Accumulated
									Additional		Other						Total
	Preferred Stock				Common				Paid-In		Comprehensive			Accumulated			Stockholders'
	Shares		Amount		Shares		Amount		Capital		Loss			Deficit			Equity
Balance at March 31, 2022		—	$	—		37,471,312	$	—	$	460,458	$	(1,396	)	$	(230,668	)	$	228,394
Vesting of restricted stock units		—		—		20,033		—		—		—			—			—
Issuance of common stock under employee stock purchase plan		—		—		136,711		—		224		—			—			224
Issuance of common stock upon exercise of stock options		—		—		13,403		—		28		—			—			28
Vesting of early exercised options		—		—		—		—		2		—			—			2
Stock-based compensation		—		—		—		—		2,391		—			—			2,391
Unrealized loss on available-for-sale investments		—		—		—		—		—		(407	)		—			(407	)
Net loss		—		—		—		—		—		—			(22,664	)		(22,664	)
Balance at June 30, 2022		—	$	—		37,641,459	$	—	$	463,103	$	(1,803	)	$	(253,332	)	$	207,968

	Three Months Ended June 30, 2021
											Accumulated
	Convertible								Additional		Other						Total
	Preferred Stock				Common				Paid-In		Comprehensive			Accumulated			Stockholders'
	Shares		Amount		Shares		Amount		Capital		Loss			Deficit			Equity
Balance at March 31, 2021		—	$	—		36,331,846	$	—	$	436,165	$	(64	)	$	(132,853	)	$	303,248
Issuance of common stock related to stock purchase agreement		—		—		821,045		—		13,638		—			—			13,638
Issuance of common stock under employee stock purchase plan		—		—		29,685		—		420		—			—			420
Issuance of common stock upon exercise of stock options		—		—		8,429		—		23		—			—			23
Vesting of early exercised options		—		—		—		—		88		—			—			88
Stock-based compensation		—		—		—		—		2,023		—			—			2,023
Unrealized gain on available-for-sale investments		—		—		—		—		—		41			—			41
Net loss		—		—		—		—		—		—			(23,585	)		(23,585	)
Balance at June 30, 2021		—	$	—		37,191,005	$	—	$	452,357	$	(23	)	$	(156,438	)	$	295,896

BOLT BIOTHERAPEUTICS, INC.

CONDENSED STATEMENTS OF PREFERRED STOCK AND STOCKHOLDERS’ EQUITY (DEFICIT)

(Unaudited, in thousands, except share amounts)


	Six Months Ended June 30, 2022
											Accumulated
									Additional		Other						Total
	Preferred Stock				Common				Paid-In		Comprehensive			Accumulated			Stockholders'
	Shares		Amount		Shares		Amount		Capital		Loss			Deficit			Equity
Balance at December 31, 2021		—	$	—		37,399,694	$	—	$	457,430	$	(321	)	$	(206,990	)	$	250,119
Vesting of restricted stock units		—		—		45,867		—		—		—			—			—
Issuance of common stock under employee stock purchase plan		—		—		136,711		—		224		—			—			224
Issuance of common stock upon exercise of stock options		—		—		59,187		—		135		—			—			135
Vesting of early exercised options		—		—		—		—		4		—			—			4
Stock-based compensation		—		—		—		—		5,310		—			—			5,310
Unrealized loss on available-for-sale investments		—		—		—		—		—		(1,482	)		—			(1,482	)
Net loss		—		—		—		—		—		—			(46,342	)		(46,342	)
Balance at June 30, 2022		—	$	—		37,641,459	$	—	$	463,103	$	(1,803	)	$	(253,332	)	$	207,968