Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ☐ 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 | --- | --- | --- | |---------------------------------------------------------------------------------------- ...

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, 2021 OR ☐ 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 | --- | --- | --- | --- | --- | --- | --- | --- | |------------------------------------------------------------------- ...

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, 2021 OR ☐ 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 | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | |------------------------------------------ ...

[PART I FINANCIAL INFORMATION](index=4&type=section&id=PART%20I%20FINANCIAL%20INFORMATION) This section provides the unaudited financial statements and management's discussion and analysis for the first quarter [Item 1. Financial Statements (unaudited)](index=4&type=section&id=Item%201.%20Financial%20Statements%20(unaudited)) This section presents the unaudited condensed financial statements for Q1 2021, including balance sheets, operations, equity, and cash flows, with explanatory notes [Condensed Balance Sheets](index=4&type=section&id=Condensed%20Balance%20Sheets) This section provides a snapshot of the company's financial position at March 31, 2021, and December 31, 2020 | Metric | March 31, 2021 (in thousands) | December 31, 2020 (in thousands) | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $95,481 | $5,542 | | Short-term investments | $171,188 | $17,296 | | Total current assets | $271,210 | $25,361 | | Total assets | $324,637 | $46,542 | | **Liabilities & Equity** | | | | Total liabilities | $21,389 | $46,193 | | Total stockholders' equity (deficit) | $303,248 | $(104,947) | - The company's financial position strengthened significantly following its IPO in February 2021, with total assets increasing from **$46.5 million** to **$324.6 million**, and stockholders' deficit of **$104.9 million** converting to stockholders' equity of **$303.2 million** between December 31, 2020, and March 31, 2021[14](index=14&type=chunk) [Condensed Statements of Operations and Comprehensive Loss](index=5&type=section&id=Condensed%20Statements%20of%20Operations%20and%20Comprehensive%20Loss) This section details the company's financial performance, including revenue, expenses, and net loss for Q1 2021 and Q1 2020 | Metric | Three Months Ended March 31, 2021 (in thousands) | Three Months Ended March 31, 2020 (in thousands) | | :--- | :--- | :--- | | Collaboration revenue | $0 | $164 | | Research and development | $14,127 | $6,787 | | General and administrative | $4,299 | $2,122 | | Loss from operations | $(18,426) | $(8,745) | | Net loss | $(24,454) | $(8,633) | | Net loss per share, basic and diluted | $(1.14) | $(4.16) | - Net loss for the first quarter of 2021 increased to **$24.5 million** from **$8.6 million** in the prior year period, driven by a doubling of Research and Development and General and Administrative expenses, and a **$6.1 million** non-cash charge[15](index=15&type=chunk) [Condensed Statements of Convertible Preferred Stock and Stockholders' Equity (Deficit)](index=6&type=section&id=Condensed%20Statements%20of%20Convertible%20Preferred%20Stock%20and%20Stockholders%27%20Equity%20(Deficit)) This section outlines changes in the company's equity structure, including preferred stock issuance and conversion, and the impact of the IPO - In Q1 2021, the company issued Series C-2 convertible preferred stock for **$51.9 million** and subsequently converted all outstanding convertible preferred stock into **20,843,334 shares** of common stock upon its IPO[18](index=18&type=chunk) - The company raised net proceeds of **$242.0 million** from its IPO, which significantly increased additional paid-in capital from **$3.5 million** at year-end 2020 to **$436.2 million** at March 31, 2021[18](index=18&type=chunk)[27](index=27&type=chunk) [Condensed Statements of Cash Flows](index=8&type=section&id=Condensed%20Statements%20of%20Cash%20Flows) This section details the company's cash inflows and outflows from operating, investing, and financing activities for Q1 2021 and Q1 2020 | Cash Flow Activity | Three Months Ended March 31, 2021 (in thousands) | Three Months Ended March 31, 2020 (in thousands) | | :--- | :--- | :--- | | Net cash used in operating activities | $(16,559) | $(9,638) | | Net cash used in investing activities | $(190,521) | $(13,608) | | Net cash provided by financing activities | $297,019 | $34 | - Financing activities provided **$297.0 million** in cash, primarily from **$245.0 million** in net proceeds from the IPO and **$51.9 million** from the issuance of preferred stock[23](index=23&type=chunk)[118](index=118&type=chunk) - Investing activities used **$190.5 million**, mainly for the purchase of marketable securities following the capital raise[23](index=23&type=chunk)[117](index=117&type=chunk) [Notes to the Condensed Financial Statements](index=9&type=section&id=Notes%20to%20the%20Condensed%20Financial%20Statements) This section provides detailed explanations of the accounting policies and significant transactions impacting the condensed financial statements - On February 9, 2021, the company completed its IPO, selling **13,225,000 shares** of common stock at **$20.00 per share** for net proceeds of approximately **$242.0 million**[27](index=27&type=chunk) - As of March 31, 2021, the company had cash, cash equivalents, and marketable securities of **$302.9 million** and an accumulated deficit of **$132.9 million**, with management believing existing cash is sufficient to fund operations for at least the next 12 months[29](index=29&type=chunk)[114](index=114&type=chunk) - In January 2021, the company issued **5,611,059 shares** of Series C-2 convertible preferred stock for net proceeds of **$51.9 million**, settling a contractual obligation and reclassifying the related purchase right liability to equity[74](index=74&type=chunk) - Stock-based compensation expense increased to **$2.1 million** for Q1 2021, up from **$0.2 million** in Q1 2020[80](index=80&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=20&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's financial condition and operational results for Q1 2021, highlighting increased expenses from R&D and the impact of the February 2021 IPO on liquidity [Overview](index=20&type=section&id=Overview) This section provides a high-level summary of the company's business, its lead product candidate, and funding sources - The company is a clinical-stage biotechnology firm pioneering **Boltbody™ ISAC** (immune stimulating antibody conjugate) technology, with its lead product candidate, **BDC-1001**, in a Phase 1/2 trial for HER2-expressing solid tumors[86](index=86&type=chunk) - Operations have been funded through private placements and the February 2021 IPO, which raised approximately **$242.0 million** in net proceeds[87](index=87&type=chunk) - The company anticipates continued significant expenses and operating losses as it advances its clinical trials and R&D programs[88](index=88&type=chunk) [Results of Operations](index=23&type=section&id=Results%20of%20Operations) This section analyzes the key drivers behind the company's financial performance, including changes in revenue and expenses | Metric | Three Months Ended March 31, 2021 (in thousands) | Three Months Ended March 31, 2020 (in thousands) | Change (in thousands) | | :--- | :--- | :--- | :--- | | Collaboration revenue | $0 | $164 | $(164) | | Research and development | $14,127 | $6,787 | $7,340 | | General and administrative | $4,299 | $2,122 | $2,177 | | Loss from operations | $(18,426) | $(8,745) | $(9,681) | | Net loss | $(24,454) | $(8,633) | $(15,821) | - Research and development expenses increased by **$7.3 million** year-over-year, primarily due to a **$3.8 million** increase in manufacturing expenses for BDC-1001 and BDC-2034 and a **$2.5 million** increase in personnel-related costs from higher headcount[109](index=109&type=chunk) - General and administrative expenses rose by **$2.2 million**, driven by a **$1.5 million** increase in personnel costs and a **$0.9 million** increase in professional services fees for accounting and legal services[110](index=110&type=chunk) - A **$6.0 million** expense was recognized from the change in fair value of the convertible preferred stock purchase right liability, which was settled in January 2021[112](index=112&type=chunk) [Liquidity and Capital Resources](index=24&type=section&id=Liquidity%20and%20Capital%20Resources) This section assesses the company's ability to meet its financial obligations and fund future operations, focusing on cash position and capital raises - As of March 31, 2021, the company had **$302.9 million** in cash, cash equivalents, and marketable securities, with an accumulated deficit of **$132.9 million**[114](index=114&type=chunk) - Net cash provided by financing activities in Q1 2021 was **$297.0 million**, primarily from the IPO (**$245.0 million** net) and the issuance of Series C-2 preferred stock (**$51.9 million** net)[118](index=118&type=chunk) - Management believes that existing cash, cash equivalents, and marketable securities will be sufficient to fund operations for at least the next 12 months[120](index=120&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=27&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company is a smaller reporting company and is not required to provide the information requested under this item - As a smaller reporting company, Bolt Biotherapeutics is exempt from providing quantitative and qualitative disclosures about market risk[128](index=128&type=chunk) [Item 4. Controls and Procedures](index=27&type=section&id=Item%204.%20Controls%20and%20Procedures) Management identified a material weakness in internal control over financial reporting due to insufficient accounting personnel and policies, initiating remediation efforts - Management identified a **material weakness** in its internal control over financial reporting[130](index=130&type=chunk) - The weakness stems from not having a sufficient number of professionals with the appropriate level of accounting knowledge and experience, leading to a lack of formal accounting policies, procedures, and controls[131](index=131&type=chunk) - Remediation efforts have commenced, including increasing accounting personnel and engaging third-party experts to help design and implement effective controls[133](index=133&type=chunk) [PART II OTHER INFORMATION](index=28&type=section&id=PART%20II%20OTHER%20INFORMATION) This section provides additional information not covered in the financial statements, including legal proceedings, risk factors, and equity sales [Item 1. Legal Proceedings](index=28&type=section&id=Item%201.%20Legal%20Proceedings) The company reports that there are currently no pending legal claims or actions that are expected to have a material adverse effect on its financial condition or results of operations - As of the filing date, the company is not involved in any legal proceedings that would materially impact its business[138](index=138&type=chunk) [Item 1A. Risk Factors](index=28&type=section&id=Item%201A.%20Risk%20Factors) The company states that there have been no material changes to the risk factors previously disclosed in its Annual Report on Form 10-K for the year ended December 31, 2020 - No material changes have occurred to the risk factors disclosed in the company's 2020 Form 10-K[139](index=139&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=28&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section details unregistered equity sales, including Series C-2 preferred stock, and confirms the use of IPO proceeds as described in the prospectus - In January 2021, the company issued **5,611,059 shares** of Series C-2 convertible preferred stock for aggregate proceeds of **$51.9 million** in an unregistered sale[140](index=140&type=chunk) - The company completed its IPO on February 9, 2021, raising net proceeds of approximately **$242.0 million**[144](index=144&type=chunk) - There has been no material change in the planned use of the net proceeds from the IPO as described in the prospectus[145](index=145&type=chunk) [Item 3. Defaults Upon Senior Securities](index=29&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reports no defaults upon senior securities - None[146](index=146&type=chunk) [Item 4. Mine Safety Disclosures](index=29&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not applicable[147](index=147&type=chunk) [Item 5. Other Information](index=29&type=section&id=Item%205.%20Other%20Information) The company reports no other information for this item - None[148](index=148&type=chunk) [Item 6. Exhibits](index=30&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the Quarterly Report on Form 10-Q, including corporate governance documents and officer certifications - The report includes exhibits such as the Amended and Restated Certificate of Incorporation, Amended and Restated Bylaws, and Sarbanes-Oxley Act certifications[151](index=151&type=chunk)[153](index=153&type=chunk)

BDC-1001 Clinical Trial & Data - BDC-1001 is undergoing Phase 1/2 clinical trials for HER2-expressing solid tumors and has been well-tolerated in 20 patients as of January 29, 2021, showing signs of clinical activity including a Partial Response (PR)[3, 8, 51] - Preliminary clinical results for BDC-1001 demonstrate promising clinical activity, including a 39% reduction in tumor lesions in a patient with MSS colon cancer after 4 cycles of treatment [14, 16] - Additional patients treated with BDC-1001 showed evidence of disease control, including confirmed stable disease in patients with endometrial and metastatic colorectal cancer [18, 19] Boltbody™ ISAC Platform & Pipeline - Bolt Biotherapeutics is pioneering a new class of immuno-oncology products with its first-in-class Boltbody™ ISAC, BDC-1001, and a broadly enabling platform technology [3, 51] - The company's pipeline includes BDC-2034, a CEA-directed Boltbody ISAC, and a PD-L1 Boltbody ISAC program, targeting various solid tumors [6, 33] - Preclinical data demonstrates that ISACs of diverse tumor-targeting antibodies have dramatically improved efficacy [3, 51] Financial Position & Milestones - Bolt Biotherapeutics has pro-forma cash of $316.4 million expected to fund operations into 2023, supporting key milestones for BDC-1001 and BDC-2034 [3, 51] - Meaningful catalysts to drive value include data from the BDC-1001 monotherapy dose escalation study in 2H21, initiation of monotherapy dose expansions & anti-PD-1 combination dose escalation in 2H21, and initiation of a first-in-human clinical trial for BDC-2034 in 2022 [5, 53] HER2+ Breast Cancer Market Opportunity - The annual drug-treated breast cancer incidence includes 75,800 HER2+ patients, 86,900 HER2 Low (IHC 2+/ISH-) patients, and 155,500 HER2 Low (IHC 1+/ISH-) patients, indicating a significant unmet need in HER2-low cancers [21]

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | --- | --- | |--------------------------------------------------------------------------------------------------|-----------------------------------------------------| | | | | ...

| --- | --- | --- | --- | --- | --- | --- | --- | |-------|-------|-------|-------|-------|-------|-------|-------| | | | | | | | | | | | | | | | | | | Disclaimer This presentation contains forward-looking statements that involve substantial risks and uncertainties. All statements other than statements of historical facts contained in this presentation, including statements regarding Bolt Biotherapeutics, Inc. (the "Company," "we," "us," or "our")'s future financial condition, results of operations, busines ...