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 September 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 November 3, 2022, the registrant had 37,660,893 shares of common stock outstanding.

Table of Contents


		Page
PART I FINANCIAL INFORMATION
Item 1.	Financial Statements (unaudited)	1
	Condensed Balance Sheets as of September 30, 2022 and December 31, 2021	1
	Condensed Statements of Operations and Comprehensive Loss for the Three and Nine Months Ended September 30, 2022 and 2021	2
	Condensed Statements of Preferred Stock and Stockholders’ Equity (Deficit) for the Three and Nine Months Ended September 30, 2022 and 2021	3
	Condensed Statements of Cash Flows for the Nine Months Ended September 30, 2022 and 2021	4
	Notes to the Condensed Financial Statements	5
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	19
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	30
Item 4.	Controls and Procedures	30

PART II OTHER INFORMATION
Item 1.	Legal Proceedings	31
Item 1A.	Risk Factors	31
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	31
Item 3.	Defaults Upon Senior Securities	31
Item 4.	Mine Safety Disclosures	31
Item 5.	Other Information	31
Item 6.	Exhibits	32
	Signatures	33

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

BOLT BIOTHERAPEUTICS, INC.

CONDENSED BALANCE SHEETS

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


	September 30,			December 31,
	2022			2021
Assets
Current assets:
Cash and cash equivalents	$	10,617		$	27,383
Short-term investments		160,513			158,836
Prepaid expenses and other current assets		3,696			2,941
Total current assets		174,826			189,160
Property and equipment, net		6,905			6,158
Operating lease right-of-use assets		22,777			24,445
Restricted cash		1,565			1,565
Long-term investments		38,432			85,348
Other assets		1,000			1,042
Total assets	$	245,505		$	307,718
Liabilities and stockholders' equity
Current liabilities:
Accounts payable	$	3,828		$	3,574
Accrued expenses and other current liabilities		14,793			12,384
Deferred revenue		3,169			2,869
Operating lease liabilities		2,384			2,501
Total current liabilities		24,174			21,328
Operating lease liabilities, net of current portion		20,857			21,854
Deferred revenue, non-current		11,828			14,207
Other long-term liabilities		200			210
Total liabilities		57,059			57,599
Commitments and contingencies (Note 7)
Stockholders' equity:
Preferred stock, $0.00001 par value, authorized shares—10,000,000 shares authorized at September 30, 2022 and December 31, 2021; zero shares issued and outstanding at September 30, 2022 and December 31, 2021		—			—
Common stock, $0.00001 par value; 200,000,000 shares authorized at September 30, 2022 and December 31, 2021; 37,660,893 and 37,399,694 shares issued and outstanding at September 30, 2022 and December 31, 2021, respectively		—			—
Additional paid-in capital		465,246			457,430
Accumulated other comprehensive loss		(1,709	)		(321	)
Accumulated deficit		(275,091	)		(206,990	)
Total stockholders' equity:		188,446			250,119
Total liabilities, convertible preferred stock, and stockholders' equity	$	245,505		$	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 September 30,						Nine Months Ended September 30,
	2022			2021			2022			2021
Collaboration revenue	$	2,112		$	752		$	4,318		$	752
Operating expenses:
Research and development		18,973			19,337			56,278			53,171
General and administrative		5,485			4,941			17,321			13,294
Total operating expense		24,458			24,278			73,599			66,465
Loss from operations		(22,346	)		(23,526	)		(69,281	)		(65,713	)
Other income (expense), net
Interest income, net		587			131			1,180			363
Change in fair value of preferred stock right liability		—			—			—			(6,084	)
Total other income (expense), net		587			131			1,180			(5,721	)
Net loss		(21,759	)		(23,395	)		(68,101	)		(71,434	)
Net unrealized gain (loss) on marketable securities		94			(15	)		(1,388	)		(38	)
Comprehensive loss	$	(21,665	)	$	(23,410	)	$	(69,489	)	$	(71,472	)
Net loss per share, basic and diluted	$	(0.58	)	$	(0.63	)	$	(1.83	)	$	(2.24	)
Weighted-average shares outstanding, basic and diluted		37,454,340			37,206,793			37,293,121			31,824,180

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 September 30, 2022
											Accumulated
									Additional		Other						Total
	Preferred Stock				Common				Paid-In		Comprehensive			Accumulated			Stockholders'
	Shares		Amount		Shares		Amount		Capital		Loss			Deficit			Equity
Balance at June 30, 2022		—	$	—		37,641,459	$	—	$	463,103	$	(1,803	)	$	(253,332	)	$	207,968
Vesting of restricted stock units		—		—		19,434		—		—		—			—			—
Stock-based compensation		—		—		—		—		2,143		—			—			2,143
Unrealized loss on available-for-sale investments		—		—		—		—		—		94			—			94
Net loss		—		—		—		—		—		—			(21,759	)		(21,759	)
Balance at September 30, 2022		—	$	—		37,660,893	$	—	$	465,246	$	(1,709	)	$	(275,091	)	$	188,446

	Three Months Ended September 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 June 30, 2021		—	$	—		37,191,005	$	—	$	452,357	$	(23	)	$	(156,438	)	$	295,896
Issuance of common stock upon exercise of stock options		—		—		57,067		—		185		—			—			185
Vesting of early exercised options		—		—		—		—		16		—			—			16
Stock-based compensation		—		—		—		—		2,226		—			—			2,226
Unrealized gain on available-for-sale investments		—		—		—		—		—		(15	)		—			(15	)
Net loss		—		—		—		—		—		—			(23,395	)		(23,395	)
Balance at September 30, 2021		—	$	—		37,248,072	$	—	$	454,784	$	(38	)	$	(179,833	)	$	274,913


	Nine Months Ended September 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		—		—		65,301		—		—		—			—			—
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		—		—		—		—		7,453		—			—			7,453
Unrealized loss on available-for-sale investments		—		—		—		—		—		(1,388	)		—			(1,388	)
Net loss		—		—		—		—		—		—			(68,101	)		(68,101	)
Balance at September 30, 2022		—	$	—		37,660,893	$	—	$	465,246	$	(1,709	)	$	(275,091	)	$	188,446

	Nine Months Ended September 30, 2021
											Accumulated