Bolt Biotherapeutics Inc
For the period ended Dec 31, 2023. Filed Mar 21, 2024.
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FY2023 · Filed Mar 21, 2024
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Item 15. Exhibits and Financial Statement Schedules
(a)(1) The financial statements required to be filed by Items 8 and 15(c) of this Annual Report on Form 10-K, and filed herewith, are as follows:
| Page | |
|---|---|
| Report of Independent Registered Public Accounting Firm (PCAOB ID 238) | 89 |
| Balance Sheets | 90 |
| Statements of Operations | 91 |
| Statements of Convertible Preferred Stock and Stockholders' Deficit | 92 |
| Statements of Cash Flows | 93 |
| Notes to the Financial Statements | 94 |
(a)(2) Financial statement schedules required to be filed by Item 8 of this form, and by paragraph (b) below have been omitted as they are not applicable.
(a)(3)Exhibits
The following is a list of Exhibits filed, furnished or incorporated by reference as part of the Annual Report on Form 10-K:
| ExhibitNumber · Description of Exhibit · Form · File No. · Exhibit · Filing Date · FiledHerewith | |||||
|---|---|---|---|---|---|
| 3.1 | Amended and Restated Certificate of Incorporation of the Registrant, as currently in effect. | 8-K | 001-39988 | 3.1 | 2/9/2021 |
| 3.2 | Amended and Restated Bylaws of the Registrant, as currently in effect. | S-1 | 333-252136 | 3.4 | 1/15/2021 |
| 4.1 | Reference is made to Exhibits 3.1 and 3.2. | ||||
| 4.2 | Form of common stock certificate of the Registrant. | S-1 | 333-252136 | 4.1 | 1/15/2021 |
| 4.3 | Description of Securities. | 10-K | 001-39988 | 4.3 | 3/31/2021 |
| 10.1 | Amended and Restated Investor Rights Agreement, dated June 26, 2020, by and among the Registrant and the investors listed on Schedule A thereto. | S-1 | 333-252136 | 10.1 | 1/15/2021 |
| 10.2+ | 2015 Equity Incentive Plan, as amended. | S-1/A | 333-252136 | 10.2 | 2/1/2021 |
| 10.3+ | Forms of Option Agreement, Stock Option Grant Notice and Notice of Exercise under the 2015 Equity Incentive Plan. | S-1 | 333-252136 | 10.3 | 1/15/2021 |
| 10.4+ | 2021 Equity Incentive Plan. | S-1/A | 333-252136 | 10.4 | 2/1/2021 |
| 10.5+ | Forms of Option Agreement, Stock Option Grant Notice and Notice of Exercise under the 2021 Equity Incentive Plan. | S-1/A | 333-252136 | 10.5 | 2/1/2021 |
| 10.6+ | Forms of Restricted Stock Unit Grant Notice and Restricted Stock Unit Award Agreement under the 2021 Equity Incentive Plan. | S-1/A | 333-252136 | 10.6 | 2/1/2021 |
| 10.7+ | 2021 Employee Stock Purchase Plan. | S-1/A | 333-252136 | 10.7 | 2/1/2021 |
| 10.8 | Form of Indemnification Agreement, by and between the Registrant and each of its directors and executive officers. | S-1 | 333-252136 | 10.8 | 1/15/2021 |
| 10.9 | Form of Warrant to Purchase Common Stock. | S-1 | 333-252136 | 10.9 | 1/15/2021 |
| ExhibitNumber | Description of Exhibit | Form | File No. | Exhibit | Filing Date | FiledHerewith |
|---|---|---|---|---|---|---|
| 10.10+ | Offer of Employment by and between the Registrant and Randall C. Schatzman, dated June 10, 2019. | S-1 | 333-252136 | 10.10 | 1/15/2021 | |
| 10.11+ | Offer Letter by and between the Registrant and William Quinn, dated April 14, 2020. | S-1 | 333-252136 | 10.11 | 1/15/2021 | |
| 10.12+ | Offer Letter by and between the Registrant and Edith Perez, dated March 16, 2020. | S-1 | 333-252136 | 10.13 | 1/15/2021 | |
| 10.13+ | Offer Letter by and between the Registrant and Grant Yonehiro, dated October 26, 2016. | S-1 | 333-252136 | 10.14 | 1/15/2021 | |
| 10.14 | Britannia Seaport Centre Lease by and between the Registrant and HCP LS Redwood City, LLC, dated August 7, 2020 | S-1 | 333-252136 | 10.19 | 1/15/2021 | |
| 10.15# | Exclusive (Equity) Agreement by and between the Registrant and The Board of Trustees of the Leland Stanford Junior University, dated May 18, 2015, as amended by Amendment No. 1 to Exclusive (Equity) Agreement by and between the Registrant and The Board of Trustees of the Leland Stanford Junior University, dated August 2, 2016, and Amendment No. 2 to Exclusive (Equity) Agreement by and between the Registrant and The Board of Trustees of the Leland Stanford Junior University dated June 25, 2018. | S-1 | 333-252136 | 10.20 | 1/15/2021 | |
| 10.16# | Master Services Agreement by and between the Registrant and Piramal Healthcare UK Ltd, dated June 26, 2018. | S-1 | 333-252136 | 10.23 | 1/15/2021 | |
| 10.17# | Amended and Restated Supply Agreement between the Registrant and EirGenix, Inc., dated January 25, 2022. | 10-Q | 001-39988 | 10.1 | 5/12/2022 | |
| 10.18 | Sales Agreement, by and between the Registrant and Cowen and Company, LLC dated March 30, 2022. | S-3 | 333-263994 | 1.2 | 3/30/2022 | |
| 10.19# | Clarification Letter dated April 27, 2022 between the Registrant and EirGenix, Inc. | 10-Q | 001-39988 | 10.1 | 8/10/2022 | |
| 10.20+ | Amended and Restated Severance and Change in Control Plan. | 10-K | 001-39988 | 10.24 | 3/29/2023 | |
| 10.21 | First Amendment to Britannia Seaport Centre Lease by and between the Registrant and HCP LS Redwood City, LLC, dated November 7, 2022. | 10-K | 001-39988 | 10.25 | 3/29/2023 | |
| 23.1 | Consent of PricewaterhouseCoopers LLP, independent registered public accounting firm. | X | ||||
| ExhibitNumber | Description of Exhibit | Form | File No. | Exhibit | Filing Date | FiledHerewith |
| 31.1 | Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | X | ||||
| 31.2 | Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | X | ||||
| 32.1* | Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | X | ||||
| 32.2* | Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | X | ||||
| 97.1+ | Incentive Compensation Recoupment Policy. | X | ||||
| 101.INS | Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document | X | ||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document | X | ||||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document | X | ||||
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document | X | ||||
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document | X | ||||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document | X | ||||
| 104 | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) | X | ||||
| + | Indicates a management contract or compensatory plan, contract or arrangement. |
|---|---|
| # | Portions of this exhibit have been omitted as the Registrant has determined that the omitted information (i) is not material and (ii) would likely cause competitive harm to the Registrant if publicly disclosed. |
| * | The certifications attached as Exhibit 32.1 and Exhibit 32.2 that accompany this Annual Report on Form 10-K, are deemed furnished and not filed with the Securities and Exchange Commission and are not to be incorporated by reference into any filing of Bolt Biotherapeutics, Inc. under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Annual Report on Form 10-K, irrespective of any general incorporation language contained in such filing. |
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