Financial Performance - Total revenue for the three months ended September 30, 2025, was $370,000, a significant increase from $5,000 in the same period of 2024, representing a growth of 7,300%[28] - Gross income for the three months ended September 30, 2025, was $58,000, compared to a loss of $0 in the same period of 2024[28] - Operating expenses for the three months ended September 30, 2025, totaled $4,422,000, a decrease from $20,206,000 in the same period of 2024, reflecting a reduction of 78%[28] - The net loss for the three months ended September 30, 2025, was $7,478,000, compared to a net income of $6,392,000 in the same period of 2024[28] - The company reported a comprehensive loss of $7,478,000 for the three months ended September 30, 2025, compared to a comprehensive income of $6,463,000 in the same period of 2024[28] - Net loss for the nine months ended September 30, 2025, was $18,020 thousand, compared to a loss of $59,134 thousand for the same period in 2024[35] - Stock-based compensation expense for the nine months ended September 30, 2025, was $5,167 thousand, down from $15,138 thousand in 2024[35] - Net cash used in operating activities for the nine months ended September 30, 2025, was $2,555 thousand, an improvement from $13,363 thousand in 2024[35] - The company reported a net cash provided by financing activities of $3,801 thousand for the nine months ended September 30, 2025, compared to $18,949 thousand in 2024[35] - The Company incurred a net loss of $18.0 million during the nine months ended September 30, 2025[52] - The Company reported a net loss attributable to common stockholders of $7.5 million for the three months ended September 30, 2025, compared to a net income of $6.4 million for the same period in 2024[185] Assets and Liabilities - Total current assets decreased to $7,263,000 as of September 30, 2025, from $8,735,000 as of December 31, 2024, a decline of 17%[26] - Total liabilities increased to $23,880,000 as of September 30, 2025, compared to $20,840,000 as of December 31, 2024, an increase of 14%[26] - The accumulated deficit as of September 30, 2025, was $(479,821,000), up from $(461,801,000) as of December 31, 2024, indicating a worsening of 4%[26] - Cash and cash equivalents increased to $4,745,000 as of September 30, 2025, from $3,512,000 as of December 31, 2024, an increase of 35%[26] - Cash, cash equivalents, and restricted cash at the end of the period was $4,745 thousand, compared to $6,505 thousand at the end of the previous period[36] - The Company has an accumulated deficit of $479.8 million and negative net working capital of $3.3 million as of September 30, 2025[52] Customer Concentration - During the three months ended September 30, 2025, two customers represented 48% and 36% of total revenue[68] - A single customer represented 85% of total revenue during the nine months ended September 30, 2024[68] Stock and Financing Activities - The company issued common stock through various agreements, including 518,817 shares for equity purchase agreements and 730,439 shares for claim purchases[33] - The Reverse Stock Split was executed at a ratio of 1-for-20 on April 21, 2025[47] - The Reverse Stock Split did not affect the number of authorized shares or the par value of the Common stock, which remains at $0.0001 per share[50] - The Company may seek additional capital through public or private equity offerings or debt financing, but there is no assurance of success[54] - The Company entered into a waiver agreement on July 3, 2025, deferring the June 30, 2025 interest payment date to July 31, 2025[126] - The Company entered into a common stock purchase agreement with Triton for up to $1.5 million, with the S-1 registration statement effective on March 27, 2025[221] - The Company entered into an equity purchase agreement with Ascent Partners Fund LLC, allowing the sale of up to $20.0 million of Common stock[195] - As of September 30, 2025, no shares had been sold to Ascent under the agreement, and the Ascent ELOC remained available for future use[199] - Starting in October 2025, the Company utilized the Ascent ELOC facility, issuing a total of 791,153 shares for gross proceeds of $1.8 million[200] Compliance and Regulatory Issues - The Company received a notice from Nasdaq on February 10, 2025, indicating non-compliance with the minimum $50 million Market Value of Listed Securities requirement[177] - The Company has until December 31, 2025, to regain compliance with Nasdaq's listing standards following a determination of delisting[179] - The Company is currently addressing compliance issues with Nasdaq's listing standards, with a plan to regain compliance by December 31, 2025[219] Research and Development - The company develops biomaterials products, including b-silk and xl-silk, which are biodegradable and vegan protein polymers[39] - Research and development expenses for the three months ended September 30, 2025, were $420,000, down from $3,476,000 in the same period of 2024, a reduction of 88%[28] Tax Liabilities - The Company owes approximately $2.9 million in excise tax as of September 30, 2025, with additional interest and penalties estimated at 9% per annum[115] - The Company has a proposed payment plan to the IRS for approximately $2.9 million in excise tax related to share redemptions[181] - The Sponsor must pay 75% of each payment due to the IRS under the Payment Plan at least 7 days prior to the due date[224] Accounting and Valuation - The company is currently evaluating the impact of new accounting standards on its consolidated financial statements, including ASU 2023-09 and ASU 2024-03[85][86] - The public placement warrant liability was valued at $18,000 as of September 30, 2025, and $267,000 as of December 31, 2024, using the Monte Carlo simulation model[89] - The related party private placement warrant liability was valued at $365,000 as of September 30, 2025, and $133,000 as of December 31, 2024[89] - The long-term debt, non-current, approximated $12.9 million as of September 30, 2025, and $13.2 million as of December 31, 2024[89] - The total Amended Senior Note, including unamortized debt premium, was $12.911 million as of September 30, 2025[127] Stock-Based Compensation - The Company recorded total stock-based compensation expense of $1.474 million for the three months ended September 30, 2025, compared to $14.943 million for the same period in 2024[163] - The total RSU vesting expense was $1.3 million and $4.6 million for the three and nine months ended September 30, 2025, respectively[162] - The Company has $1.1 million of remaining unrecognized stock-based compensation expense expected to be recognized over a weighted-average period of 2.3 years[160] - Stock options repricing occurred on August 3, 2025, reducing the exercise prices for options covering 353,386 shares to $2.42 per share[157][158]

Financial Performance - Bolt Projects Holdings, Inc. announced preliminary, unaudited financial information for Q3 2025, with specific details to be provided in the press release dated October 21, 2025[6] Company Classification - The company is classified as an emerging growth company, indicating it may have certain reporting and compliance advantages[5] Stock Information - The common stock of Bolt Projects is traded under the symbol BSLK on The Nasdaq Stock Market LLC[4]

[Selected Definitions](index=4&type=section&id=Selected%20Definitions) Provides definitions for key terms used throughout the financial report [Forward-Looking Statements](index=5&type=section&id=Forward-Looking%20Statements) Discusses inherent risks and uncertainties associated with future-oriented statements and projections [Part I — Financial Information](index=7&type=section&id=Part%20I%20%E2%80%94%20Financial%20Information) This section presents the unaudited condensed consolidated financial statements for Bolt Projects Holdings, Inc., including balance sheets, statements of operations and comprehensive loss, statements of convertible preferred stock and stockholders' deficit, and cash flows, along with detailed notes explaining the company's organization, accounting policies, financial instruments, and recent events [Item 1. Financial Statements](index=7&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited condensed consolidated financial statements for Bolt Projects Holdings, Inc., including balance sheets, statements of operations and comprehensive loss, statements of convertible preferred stock and stockholders' deficit, and cash flows, along with detailed notes explaining the company's organization, accounting policies, financial instruments, and recent events [Condensed Consolidated Balance Sheets (Unaudited)](index=7&type=section&id=Condensed%20Consolidated%20Balance%20Sheets%20(Unaudited)) Presents the company's financial position, including assets, liabilities, and equity, at specific reporting dates Condensed Consolidated Balance Sheets (June 30, 2025 vs. December 31, 2024) (in thousands of dollars) | Metric | June 30, 2025 (Unaudited) | December 31, 2024 | | :-------------------------------- | :-------------------------- | :------------------ | | Cash and cash equivalents | $974 | $3,512 | | Total current assets | $3,184 | $8,735 | | Total assets | $6,811 | $12,230 | | Total current liabilities | $8,712 | $6,837 | | Long-term debt, non-current | $13,009 | $13,186 | | Total liabilities | $21,971 | $20,840 | | Total stockholders' deficit | $(15,160) | $(8,610) | [Condensed Consolidated Statements Of Operations And Comprehensive Loss (Unaudited)](index=9&type=section&id=Condensed%20Consolidated%20Statements%20Of%20Operations%20And%20Comprehensive%20Loss%20(Unaudited)) Details the company's revenues, expenses, and net loss over specific reporting periods Condensed Consolidated Statements of Operations and Comprehensive Loss (Three Months Ended June 30) (in thousands of dollars) | Metric | June 30, 2025 | June 30, 2024 | | :------------------------------------------ | :------------ | :------------ | | Revenue | $1,302 | $56 | | Cost of revenue | $1,240 | $85 | | Gross income (loss) | $62 | $(29) | | Total operating expenses | $4,879 | $9,579 | | Loss from operations | $(4,817) | $(9,608) | | Total other income (expense), net | $234 | $(49,324) | | Net loss | $(4,583) | $(58,932) | | Net loss per share, basic and diluted | $(2.20) | $(252.21) | Condensed Consolidated Statements of Operations and Comprehensive Loss (Six Months Ended June 30) (in thousands of dollars) | Metric | June 30, 2025 | June 30, 2024 (Revised) | | :------------------------------------------ | :------------ | :---------------------- | | Revenue | $1,473 | $75 | | Cost of revenue | $1,412 | $150 | | Gross income (loss) | $61 | $(75) | | Total operating expenses | $10,278 | $14,805 | | Loss from operations | $(10,217) | $(14,880) | | Total other income (expense), net | $(325) | $(50,646) | | Net loss | $(10,542) | $(65,526) | | Net loss per share, basic and diluted | $(5.53) | $(280.43) | [Condensed Consolidated Statements Of Convertible Preferred Stock and Stockholders' Deficit (Unaudited)](index=10&type=section&id=Condensed%20Consolidated%20Statements%20Of%20Convertible%20Preferred%20Stock%20and%20Stockholders'%20Deficit%20(Unaudited)) Outlines changes in the company's convertible preferred stock and total stockholders' deficit over time [Condensed Consolidated Statements Of Cash Flows (Unaudited)](index=13&type=section&id=Condensed%20Consolidated%20Statements%20Of%20Cash%20Flows%20(Unaudited)) Reports the cash inflows and outflows from operating, investing, and financing activities [Notes To Unaudited Condensed Consolidated Financial Statements (Unaudited)](index=14&type=section&id=Notes%20To%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements%20(Unaudited)) Provides detailed explanations and disclosures supporting the unaudited condensed consolidated financial statements [Note 1. Organization and Description of Business](index=14&type=section&id=Note%201.%20Organization%20and%20Description%20of%20Business) Describes the company's corporate structure, primary business activities, and operational context [Note 2. Liquidity and Going Concern](index=15&type=section&id=Note%202.%20Liquidity%20and%20Going%20Concern) Addresses the company's ability to meet its financial obligations and continue operations in the foreseeable future [Note 3. Significant Accounting Policies](index=16&type=section&id=Note%203.%20Significant%20Accounting%20Policies) Outlines the critical accounting principles and methods applied in preparing the financial statements [Note 4. Fair Value Measurements](index=21&type=section&id=Note%204.%20Fair%20Value%20Measurements) Details the valuation techniques and inputs used for assets and liabilities measured at fair value [Note 5. Significant Balance Sheet Components](index=26&type=section&id=Note%205.%20Significant%20Balance%20Sheet%20Components) Provides further disaggregation and details for major line items within the balance sheets [Note 6. Borrowings](index=28&type=section&id=Note%206.%20Borrowings) Describes the company's debt instruments, terms, and related obligations [Note 7. Warrants](index=29&type=section&id=Note%207.%20Warrants) Explains the nature, terms, and accounting treatment of outstanding warrants [Note 8. Common Stock and Stock-Based Compensation](index=34&type=section&id=Note%208.%20Common%20Stock%20and%20Stock-Based%20Compensation) Details transactions related to common stock and the accounting for stock-based compensation plans [Note 9. Income Taxes](index=37&type=section&id=Note%209.%20Income%20Taxes) Discusses the company's income tax provisions, deferred taxes, and tax-related uncertainties [Note 10. Commitments and Contingencies](index=38&type=section&id=Note%2010.%20Commitments%20and%20Contingencies) Discloses contractual obligations, legal proceedings, and other potential future liabilities [Note 11. Basic and Diluted Net Loss Per Share](index=40&type=section&id=Note%2011.%20Basic%20and%20Diluted%20Net%20Loss%20Per%20Share) Presents the calculation of basic and diluted net loss per share for the reporting periods [Note 12. Subsequent Events](index=40&type=section&id=Note%2012.%20Subsequent%20Events) Reports significant events that occurred after the balance sheet date but before the financial statements were issued [Item 2. Management's Discussion And Analysis Of Financial Condition And Results Of Operations](index=43&type=section&id=Item%202.%20Management's%20Discussion%20And%20Analysis%20Of%20Financial%20Condition%20And%20Results%20Of%20Operations) This section provides management's perspective on the company's financial condition and operational results for the three and six months ended June 30, 2025 and 2024, highlighting recent developments, key performance drivers, and liquidity challenges. The company continues to focus on its Vegan Silk Technology Platform despite ongoing losses and significant doubt about its ability to continue as a going concern - The company develops and commercializes biomaterials products, with its flagship Vegan Silk Technology Platform (b-silk and xl-silk) serving as a biodegradable protein polymer and silicone elastomer replacement in beauty and personal care[186](index=186&type=chunk) - The company completed a merger transaction with Golden Arrow Merger Corp. (GAMC) on August 13, 2024, with Legacy Bolt identified as the accounting acquirer[188](index=188&type=chunk)[190](index=190&type=chunk) GAMC was renamed Bolt Projects Holdings, Inc., and its common stock began trading on Nasdaq under 'BSLK'[191](index=191&type=chunk) - A **1-for-20 reverse stock split** was effected on April 21, 2025, to regain compliance with Nasdaq's minimum bid price requirement, which was successfully achieved by May 7, 2025[194](index=194&type=chunk)[201](index=201&type=chunk) - The company received a delisting notice from Nasdaq on August 12, 2025, due to non-compliance with minimum Market Value of Listed Securities and Publicly Held Shares requirements[202](index=202&type=chunk) The company plans to appeal this decision[203](index=203&type=chunk) - The company has a history of losses and negative cash flows, with an accumulated deficit of **$472.3 million** and cash and cash equivalents of **$1.0 million** as of June 30, 2025, raising substantial doubt about its ability to continue as a going concern[268](index=268&type=chunk)[270](index=270&type=chunk) [Overview](index=43&type=section&id=Overview) Provides a high-level summary of the company's business, strategy, and financial performance [Recent Developments](index=43&type=section&id=Recent%20Developments) Highlights key operational and strategic events that have recently impacted the company [Impact of Macroeconomic Trends](index=46&type=section&id=Impact%20of%20Macroeconomic%20Trends) Analyzes how broader economic conditions and trends influence the company's financial results [Key Factors Affecting Our Results and Performance](index=47&type=section&id=Key%20Factors%20Affecting%20Our%20Results%20and%20Performance) Identifies the primary internal and external drivers influencing the company's financial outcomes [Components of Results of Operations](index=47&type=section&id=Components%20of%20Results%20of%20Operations) Breaks down the individual revenue and expense categories contributing to the company's operating results [Results of Operations for the Three Months Ended June 30, 2025 and 2024](index=49&type=section&id=Results%20of%20Operations%20for%20the%20Three%20Months%20Ended%20June%2030%2C%202025%20and%202024) Compares the company's financial performance for the three-month periods ending June 30, 2025 and 2024 [Results of Operations for the Six Months Ended June 30, 2025 and 2024](index=53&type=section&id=Results%20of%20Operations%20for%20the%20Six%20Months%20Ended%20June%2030%2C%202025%20and%202024) Compares the company's financial performance for the six-month periods ending June 30, 2025 and 2024 [Liquidity and Capital Resources](index=58&type=section&id=Liquidity%20and%20Capital%20Resources) Assesses the company's ability to generate and manage cash to meet its short-term and long-term obligations [Recent Accounting Pronouncements](index=61&type=section&id=Recent%20Accounting%20Pronouncements) Discusses the potential impact of newly issued or adopted accounting standards on the company's financial statements [Critical Accounting Policies and Estimates](index=61&type=section&id=Critical%20Accounting%20Policies%20and%20Estimates) Highlights accounting policies and estimates that require significant management judgment and can materially affect financial results [Item 3. Quantitative And Qualitative Disclosures About Market Risk](index=64&type=section&id=Item%203.%20Quantitative%20And%20Qualitative%20Disclosures%20About%20Market%20Risk) As a smaller reporting company, Bolt Projects Holdings, Inc. is not required to provide quantitative and qualitative disclosures about market risk - The company is exempt from providing quantitative and qualitative disclosures about market risk due to its status as a smaller reporting company[308](index=308&type=chunk) [Item 4. Controls And Procedures.](index=64&type=section&id=Item%204.%20Controls%20And%20Procedures.) Management concluded that the company's disclosure controls and procedures were not effective as of June 30, 2025, due to identified material weaknesses in internal control over financial reporting. Remediation efforts are underway, including hiring key finance personnel and formalizing accounting policies and board meeting minutes - Disclosure controls and procedures were deemed **ineffective** as of June 30, 2025, due to material weaknesses in internal control over financial reporting[310](index=310&type=chunk) - Identified material weaknesses include insufficient personnel with technical accounting competency, lack of formal accounting policies and controls, and ineffective IT general controls[312](index=312&type=chunk) - Remediation efforts include engaging consultants for technical accounting, assisting with financial statement closing, implementing processes for board meeting minutes, and hiring key finance roles (VP Finance, Controller)[312](index=312&type=chunk)[316](index=316&type=chunk) [Limitations on Effectiveness of Controls and Procedures](index=64&type=section&id=Limitations%20on%20Ef%20ectiveness%20of%20Controls%20and%20Procedures) Explains the inherent limitations that may prevent internal controls from detecting all misstatements [Evaluation of Disclosure Controls and Procedures](index=64&type=section&id=Evaluation%20of%20Disclosure%20Controls%20and%20Procedures) Assesses the effectiveness of the company's controls designed to ensure timely and accurate financial disclosures [Material Weakness](index=64&type=section&id=Material%20Weakness) Identifies significant deficiencies in internal control over financial reporting that could lead to material misstatements [Changes in Internal Control over Financial Reporting](index=65&type=section&id=Changes%20in%20Internal%20Control%20over%20Financial%20Reporting) Reports any changes in the company's internal control over financial reporting during the period [Part II — Other Information](index=66&type=section&id=Part%20II%20%E2%80%94%20Other%20Information) Presents additional information not covered in the financial statements, including legal matters and exhibits [Item 1. Legal Proceedings](index=66&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in various litigation and administrative proceedings in the normal course of business, including a lawsuit where it is named as a nominal defendant. Management believes the ultimate resolution of these matters will not materially adversely affect its financial position or results of operations - The company is a nominal defendant in the Donoghue v. Golden Arrow Sponsor, LLC lawsuit, asserting claims under Section 16(b) of the Securities Exchange Act of 1934 against Golden Arrow Sponsor, LLC[162](index=162&type=chunk) - Management believes that the ultimate resolution of current legal matters will not have a material adverse effect on the company's financial position or results of operations[161](index=161&type=chunk) [Item 1A. Risk Factors](index=66&type=section&id=Item%201A.%20Risk%20Factors) There have been no material changes to the risk factors previously disclosed in the company's Annual Report on Form 10-K - No material changes to risk factors have occurred since the Annual Report on Form 10-K[319](index=319&type=chunk) [Item 2. Unregistered Sales Of Equity Securities And Use Of Proceeds](index=66&type=section&id=Item%202.%20Unregistered%20Sales%20Of%20Equity%20Securities%20And%20Use%20Of%20Proceeds) There were no unregistered sales of equity securities or use of proceeds to report in this period - No unregistered sales of equity securities or use of proceeds to report[320](index=320&type=chunk) [Item 3. Defaults Upon Senior Securities](index=66&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) There were no defaults upon senior securities to report in this period - No defaults upon senior securities to report[321](index=321&type=chunk) [Item 4. Mine Safety Disclosures](index=66&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) Mine safety disclosures are not applicable to the company's operations - Mine safety disclosures are not applicable[322](index=322&type=chunk) [Item 5. Other Information](index=66&type=section&id=Item%205.%20Other%20Information) This section details material definitive agreements and Nasdaq listing compliance issues. The company entered into waiver agreements with Ginkgo to defer interest payments on Senior Secured Notes and received a delisting notice from Nasdaq for failing to meet market value requirements, which it intends to appeal - On July 3, 2025, and August 7, 2025, the company entered into waiver agreements with Ginkgo to defer the June 30, 2025 interest payment date on the Senior Secured Note Purchase Agreement[324](index=324&type=chunk) - The company received a delisting notice from Nasdaq on August 12, 2025, due to non-compliance with the minimum Market Value of Listed Securities (**$50 million**) and Market Value of Publicly Held Shares (**$15 million**) requirements[327](index=327&type=chunk)[328](index=328&type=chunk) - The company intends to appeal the delisting determination to the Nasdaq Hearings Panel, which will stay any further action pending the hearing's outcome[329](index=329&type=chunk) [Item 1.01 Entry into a Material Definitive Agreement](index=66&type=section&id=Item%201.01%20Entry%20into%20a%20Material%20Definitive%20Agreement) Reports on significant new agreements or amendments that materially affect the company's financial condition or operations [Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing](index=66&type=section&id=Item%203.01.%20Notice%20of%20Delisting%20or%20Failure%20to%20Satisfy%20a%20Continued%20Listing%20Rule%20or%20Standard%3B%20Transfer%20of%20Listing) Discloses any notices received regarding non-compliance with listing standards or potential delisting from an exchange [Item 6. Exhibits](index=68&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the Form 10-Q, including business combination agreements, certificates of incorporation, warrant agreements, and certifications - Key exhibits include the Business Combination Agreement, Certificate of Amendment to the Certificate of Incorporation, Warrant Agreements (including with Triton Funds LP and Golden Arrow Sponsor LLC), and Limited Waivers to the Senior Secured Note Purchase Agreement with Ginkgo Bioworks, Inc[331](index=331&type=chunk) [Signatures](index=70&type=section&id=Signatures) The report is duly signed on behalf of Bolt Projects Holdings, Inc. by its Chief Executive Officer, Daniel Widmaier, and Interim Chief Financial Officer, Randy Befumo, as of August 12, 2025 - The report was signed by Daniel Widmaier, Chief Executive Officer, and Randy Befumo, Interim Chief Financial Officer, on August 12, 2025[337](index=337&type=chunk)

[Introduction](index=1&type=section&id=Introduction) Bolt Projects Holdings, Inc. (Nasdaq: BSLK) develops biomaterials for the beauty and personal care industry, reporting Q2 2025 financial results [Company Overview](index=1&type=section&id=Company%20Overview) Bolt Projects Holdings, Inc. (Nasdaq: BSLK) is a biomaterials developer for the beauty and personal care industry, reporting Q2 2025 financial results - Bolt Projects Holdings, Inc. (Nasdaq: BSLK) is a developer of biomaterials for the beauty and personal care industry[2](index=2&type=chunk) [CEO Statement and Highlights](index=1&type=section&id=CEO%20Statement%20and%20Highlights) CEO Dan Widmaier highlighted growing Vegan Silk™ demand, leading to positive gross margins ahead of estimates due to pricing discipline and anticipated cost reductions, emphasizing the platform's high-performance, sustainable benefits - Demand for Vegan Silk™ continues to grow, resulting in **positive gross margins** a quarter ahead of estimate[3](index=3&type=chunk) - Pricing discipline helped achieve profitability on material from the last campaign, even before expected cost reductions[3](index=3&type=chunk) - The Vegan Silk Technology Platform delivers high-performance, sustainable benefits that meet customer needs and supports long-term growth[3](index=3&type=chunk) [Business & Market Traction](index=1&type=section&id=Market%20Traction) Bolt secured a major beauty conglomerate partner and expanded existing customer relationships, with Vegan Silk Technology Platform revenues growing significantly [Vegan Silk™ Demand & Customer Expansion](index=1&type=section&id=Vegan%20Silk%E2%84%A2%20Demand%20%26%20Customer%20Expansion) Bolt secured its first brand partner from a major beauty conglomerate and expanded existing customer relationships, with Vegan Silk Technology Platform revenues growing twenty-three-fold year-over-year to $1.3 million in Q2 2025 - Secured its first brand partner from one of the seven major beauty conglomerates[3](index=3&type=chunk) Vegan Silk Technology Platform Revenues | Metric | Q2 2025 | YoY Growth | | :----- | :------ | :--------- | | Vegan Silk Technology Platform revenues | $1.3 million | 23x | [Key Partnerships & Product Launches](index=1&type=section&id=Key%20Partnerships%20%26%20Product%20Launches) Bolt supported Goddess Maintenance Company's 'Restorative Leave-In Hair Mask' launch and anticipates a global skincare brand's Vegan Silk™ product launch in 2026 - Supported the launch of Goddess Maintenance Company's 'Restorative Leave-In Hair Mask' formulated with the 'Goddess Molecule'[4](index=4&type=chunk) - A global skincare brand owned by one of the top seven beauty conglomerates plans to launch its first product featuring Bolt's Vegan Silk™ in 2026[6](index=6&type=chunk) - Goddess Maintenance Company is expanding international distribution, with plans to reach over **100+ markets by October 2025**[7](index=7&type=chunk) [Demand Drivers & Commercial Potential](index=2&type=section&id=Demand%20Drivers%20%26%20Commercial%20Potential) President Cintia Nardi identified reformulation pressure, changing consumer expectations, and stricter regulations as key demand drivers, fueling partnerships and underscoring Bolt's long-term commercial potential - Three demand drivers for growth: pressure to reformulate, changing consumer expectations, and stricter rules on silicones and microplastics[8](index=8&type=chunk) - Vegan Silk™ offers a high-performance, sustainable alternative that helps brands future-proof their products[8](index=8&type=chunk) - Breaking into the top seven beauty conglomerates for the first time is a major milestone, giving confidence in Bolt's long-term commercial potential[8](index=8&type=chunk) [Operational & R&D](index=2&type=section&id=Operational%20%26%20R%26D) Bolt is scaling production, optimizing processes for cost reduction, and expanding its IP portfolio to maintain a competitive edge [Operational Scalability & Supply Chain](index=2&type=section&id=Operational%20Scalability%20%26%20Supply%20Chain) Bolt is scaling production and optimizing processes with its manufacturing partner to reduce costs and expand gross margins, targeting double-digit manufacturing cost reductions in H2 2025 to offer sustainable, competitive pricing - Continued to scale production in 2025 to meet rising demand through process optimization with its manufacturing partner[9](index=9&type=chunk) - Expects **double-digit manufacturing cost reductions** in the second half of 2025[10](index=10&type=chunk) - A core part of the model is passing some savings to customers to offer sustainable, competitive pricing, supporting growth and volume expansion[10](index=10&type=chunk) [Research and Development & IP Portfolio](index=2&type=section&id=Research%20and%20Development%20%26%20IP%20Portfolio) Research and Development remains central to Bolt's progress, with 5 new patents added in Q2 2025, bringing the total to 77 granted and 118 pending, enabling novel molecule creation and proprietary claims - Added **5 new patents** in Q2 2025[11](index=11&type=chunk) Intellectual Property Metrics | IP Metric | Count (as of June 30, 2025) | | :-------- | :-------------------------- | | Granted Patents | 77 | | Pending Patent Applications | 118 | - Biotech expertise and growing IP portfolio allow for the creation of novel molecules that improve performance and enable proprietary claims[12](index=12&type=chunk) [Corporate Milestones](index=3&type=section&id=Corporate%20Milestones) Bolt achieved several key corporate developments, including securing a non-binding term sheet for up to $20 million in financing, appointing two new independent directors, and agreeing to convert $1.7 million in vendor payables to equity, all subject to necessary approvals - Entered into a non-binding term sheet with Ascent Partners LLC for up to **$20 million of financing** in preferred stock and an equity line of credit[5](index=5&type=chunk)[17](index=17&type=chunk) - Appointed Gail Zauder and Lorne Lucree as new independent directors to its Board, effective July 11, 2025[17](index=17&type=chunk) - Reached an agreement with Southern Point Capital to convert **$1.7 million in vendor payables to equity**, subject to court and shareholder approval[17](index=17&type=chunk) [Financial Results for Q2 2025](index=3&type=section&id=Financial%20Results%20for%20the%20second%20Quarter%20Ended%20June%2030%2C%202025) Bolt reported significant revenue growth, positive gross margin, and reduced net loss in Q2 2025, reflecting operational improvements and cost management [Revenues](index=3&type=section&id=Revenues) Revenues for Q2 2025 were approximately $1.3 million, a substantial increase from $56 thousand in Q2 2024, primarily driven by ongoing shipments and reorders Revenues Overview | Metric | Q2 2025 | Q2 2024 | YoY Change | | :----- | :------ | :------ | :--------- | | Revenues | $1.3 million | $56 thousand | +2214% | - Revenue growth was driven by ongoing shipments to Goddess Maintenance Company and reorders from prior launches[14](index=14&type=chunk) [Cost of Revenues & Gross Margin](index=3&type=section&id=Cost%20of%20Revenues%20%26%20Gross%20Margin) Cost of revenues was approximately $1.2 million in Q2 2025, compared to $85 thousand in Q2 2024, with the company achieving a positive gross margin due to cost reductions and pricing discipline Cost of Revenues and Gross Income (Loss) | Metric | Q2 2025 | Q2 2024 | | :----- | :------ | :------ | | Cost of Revenues | $1.2 million | $85 thousand | | Gross Income (Loss) | $62 thousand | ($29) thousand | - Achieved a **positive gross margin** in Q2 2025, reflecting continued success in reducing material costs and ongoing pricing discipline[15](index=15&type=chunk) [Operating Expenses](index=3&type=section&id=Operating%20Expenses) Operating expenses decreased to approximately $4.9 million in Q2 2025 from $9.6 million in Q2 2024, primarily due to lower R&D consulting costs and absence of bridge note issuance costs, partially offset by higher personnel costs and expanded brand activity Total Operating Expenses | Metric | Q2 2025 | Q2 2024 | YoY Change | | :-------------------- | :------ | :------ | :--------- | | Total Operating Expenses | $4.9 million | $9.6 million | -49% | - Research & Development decreases were driven by lower consulting costs, partially offset by higher personnel costs to support new material (xl-silk™) and cosmetic active claims (b-silk™)[16](index=16&type=chunk) - Sales & Marketing increases were driven by personnel and expanded brand activity, including trade shows and digital platforms[18](index=18&type=chunk) [Loss from Operations & Net Loss](index=4&type=section&id=Loss%20from%20Operations%20%26%20Net%20Loss) Loss from operations decreased to approximately $4.8 million in Q2 2025 from $9.6 million in Q2 2024, with net loss significantly decreasing to $4.6 million from $58.9 million year-over-year, primarily due to the absence of bridge note issuance costs and decreased remeasurement losses Loss from Operations and Net Loss | Metric | Q2 2025 | Q2 2024 | YoY Change | | :-------------------- | :------ | :------ | :--------- | | Loss from Operations | $4.8 million | $9.6 million | -50% | | Net Loss | $4.6 million | $58.9 million | -92% | - Loss from operations decreased primarily due to the absence of bridge note issuance costs in 2025[19](index=19&type=chunk) - Net loss decreased significantly year-over-year due to loss on extinguishment of convertible notes in Q2 2024 and decreased remeasurement losses on Bolt's shared-based liabilities in Q2 2025[19](index=19&type=chunk) [Adjusted EBITDA](index=4&type=section&id=Adjusted%20EBITDA) Adjusted EBITDA was approximately ($3.3) million in Q2 2025, compared to ($2.6) million for Q2 2024, indicating a larger adjusted loss Adjusted EBITDA Performance | Metric | Q2 2025 | Q2 2024 | YoY Change | | :------------- | :------------ | :------------ | :--------- | | Adjusted EBITDA | ($3.3) million | ($2.6) million | -27% (larger loss) | [Net Loss per Share](index=4&type=section&id=Net%20Loss%20per%20Share) Basic and diluted net loss per share significantly improved to ($2.20) for Q2 2025, compared to ($252.21) for Q2 2024 Net Loss per Share | Metric | Q2 2025 | Q2 2024 | YoY Change | | :-------------------------- | :------ | :------ | :--------- | | Net Loss per Share (Basic & Diluted) | ($2.20) | ($252.21) | +99% (smaller loss) | [Cash and Cash Equivalents](index=4&type=section&id=Cash%20and%20Cash%20Equivalents) As of June 30, 2025, cash and cash equivalents were $1.0 million, roughly flat with the prior quarter but down from $3.5 million as of December 31, 2024, with management expecting existing cash to fund operations until anticipated financing is completed in Q3 2025 Cash and Cash Equivalents | Metric | June 30, 2025 | Dec 31, 2024 | | :-------------------- | :------------ | :----------- | | Cash and cash equivalents | $1.0 million | $3.5 million | - Management believes existing cash resources will be sufficient to fund planned operations until anticipated financing activities are completed in the third quarter of 2025[21](index=21&type=chunk) [Financial Outlook](index=4&type=section&id=Financial%20Outlook) Bolt projects revenues of at least $4.5 million in 2025 and $9.0 million in 2026, initiating gross profit guidance of $0.5 million for 2025 and $1.0 million for 2026 Financial Guidance | Metric | 2025 Guidance | 2026 Guidance | | :----------- | :------------ | :------------ | | Revenues | At least $4.5 million | At least $9.0 million | | Gross Profit | $0.5 million | $1.0 million | [Nasdaq Listing Status](index=5&type=section&id=Nasdaq%20Listing%20Status) On August 12, 2025, Bolt received a notice of determination of delisting from Nasdaq and intends to appeal this decision, requesting a stay of suspension to remain trading pending the hearing where it plans to present a compliance plan - Received a notice of determination of delisting from the Nasdaq on August 12, 2025[23](index=23&type=chunk) - Intends to submit a hearing request to appeal the delisting determination and request a stay of the suspension to remain trading pending the hearing[23](index=23&type=chunk) - The company intends to present a compliance plan at the hearing, but there can be no assurance that the request for continued listing will be granted[23](index=23&type=chunk) [Forward-Looking Statements](index=5&type=section&id=Forward-Looking%20Statements) The press release contains forward-looking statements, subject to various risks, uncertainties, and assumptions that could cause actual results to differ materially, including the company's ability to continue as a going concern, generate sufficient cash, meet Nasdaq listing requirements, and execute its business plan - Statements regarding financial outlook, cash runway, growth objectives, operational efficiencies, product launches, market potential, business strategy, and financing are forward-looking[24](index=24&type=chunk) - Important factors that could cause actual results to differ include substantial doubt as to the Company's ability to continue as a going concern, history of net losses, ability to generate sufficient cash, and meeting Nasdaq listing requirements[25](index=25&type=chunk) - Other risks include dependence on Vegan Silk Technology Platform products, reliance on single or limited manufacturing partners, pricing and availability issues, market acceptance, and intellectual property protection[25](index=25&type=chunk)[26](index=26&type=chunk) [Non-GAAP Financial Measures](index=6&type=section&id=Non-GAAP%20Financial%20Measures) Bolt utilizes non-GAAP financial measures like EBITDA, Adjusted EBITDA, and free cash flow as internal performance indicators and for benchmarking, considering them valuable for understanding underlying operating performance by excluding items not correlated with core operations - The Company uses non-GAAP financial measures (EBITDA, Adjusted EBITDA, free cash flow) as internal measures of business operating performance and for benchmarking[28](index=28&type=chunk)[29](index=29&type=chunk) - These measures exclude items that vary from period to period without correlation to the Company's core operating performance[29](index=29&type=chunk) - EBITDA is net income (loss) adjusted for interest expense and depreciation; Adjusted EBITDA further adjusts for amortization, loss on extinguishment of convertible notes, non-cash fair value remeasurements, bridge note issuance costs, restructuring costs, and stock-based compensation; Free cash flow is net cash from operating activities less capital expenditures[31](index=31&type=chunk) [About Bolt Projects Holdings](index=7&type=section&id=About%20Bolt%20Projects%20Holdings) Bolt Projects Holdings develops and produces innovative biomaterials, specifically b-silk and other offerings from its Vegan Silk Technology Platform, for the beauty and personal care industry, with these fully vegan and biodegradable ingredients on the market since 2019, supported by a robust intellectual property portfolio of 77 granted and 118 pending patents - Bolt Projects develops and produces innovative biomaterials for the beauty and personal care industry[33](index=33&type=chunk) - The Company's Vegan Silk Technology Platform produces b-silk and other offerings that are fully vegan and biodegradable, on the market since 2019[33](index=33&type=chunk) - Its intellectual property portfolio is anchored by **77 granted patents** and **118 pending patent applications**[33](index=33&type=chunk) [Condensed Consolidated Financial Statements](index=8&type=section&id=Condensed%20Consolidated%20Financial%20Statements) Bolt's condensed consolidated financial statements, including balance sheets, statements of operations, and cash flow information, are presented here [Condensed Consolidated Balance Sheets](index=8&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) The balance sheet shows a decrease in total assets from $12.2 million at December 31, 2024, to $6.8 million at June 30, 2025, primarily due to reduced cash and current assets, while total liabilities increased from $20.8 million to $22.0 million, leading to an increased stockholders' deficit Condensed Consolidated Balance Sheet Highlights (in thousands) | Metric (in thousands) | June 30, 2025 | Dec 31, 2024 | | :-------------------- | :------------ | :----------- | | Cash and cash equivalents | $974 | $3,512 | | Total current assets | $3,184 | $8,735 | | Total assets | $6,811 | $12,230 | | Total current liabilities | $8,712 | $6,837 | | Total liabilities | $21,971 | $20,840 | | Total stockholders' deficit | ($15,160) | ($8,610) | [Condensed Consolidated Statements of Operations and Comprehensive Loss](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Loss) For Q2 2025, revenue significantly increased to $1.3 million from $56 thousand year-over-year, gross income turned positive at $62 thousand from a loss of ($29) thousand, and net loss dramatically improved to ($4.6) million from ($58.9) million year-over-year, largely due to reduced other expenses Condensed Consolidated Statements of Operations (in thousands) | Metric (in thousands) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :------------------------------------ | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Revenue | $1,302 | $56 | $1,473 | $75 | | Cost of revenue | $1,240 | $85 | $1,412 | $150 | | Gross income (loss) | $62 | ($29) | $61 | ($75) | | Total operating expenses | $4,879 | $9,579 | $10,278 | $14,805 | | Loss from operations | ($4,817) | ($9,608) | ($10,217) | ($14,880) | | Total other income (expense), net | $234 | ($49,324) | ($325) | ($50,646) | | Net loss | ($4,583) | ($58,932) | ($10,542) | ($65,526) | | Net loss per share, basic and diluted | ($2.20) | ($252.21) | ($5.53) | ($280.43) | - A classification adjustment was made to correct an error by reducing research and development expense by **$1.1 million** and increasing general and administrative expense by **$1.1 million** for the six months ended June 30, 2024, with no impact on total operating expenses, net loss, or earnings per share[36](index=36&type=chunk) [Selected Cash Flow Information](index=10&type=section&id=Selected%20Cash%20Flow%20Information) Net cash used in operating activities decreased to ($2.9) million for the six months ended June 30, 2025, from ($7.4) million in the prior year, while net cash provided by financing activities significantly decreased to $330 thousand from $16.3 million year-over-year Selected Cash Flow Information (in thousands) | Metric (in thousands) | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :------------------------------------ | :------------------------------- | :------------------------------- | | Net cash used in operating activities | ($2,856) | ($7,362) | | Net cash used in investing activities | ($12) | ($13) | | Net cash provided by financing activities | $330 | $16,300 | | Net change in cash and cash equivalents | ($2,538) | $8,878 | | Cash and cash equivalents at end of period | $974 | $9,812 | [Reconciliation of GAAP to Non-GAAP Measures](index=11&type=section&id=Reconciliation%20of%20GAAP%20to%20Non-GAAP%20Measures) The reconciliation shows Adjusted EBITDA for Q2 2025 was ($3.3) million, compared to ($2.6) million in Q2 2024, with key non-GAAP adjustments including non-cash fair value remeasurements of liabilities, loss on extinguishment of convertible notes, bridge note issuance costs, and stock-based compensation Reconciliation of GAAP to Non-GAAP Measures (in thousands) | Metric (in thousands) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :-------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | GAAP net loss | ($4,583) | ($58,932) | ($10,542) | ($65,526) | | EBITDA | ($4,269) | ($58,574) | ($9,906) | ($64,881) | | Adjusted EBITDA | ($3,283) | ($2,584) | ($6,362) | ($5,060) | - Non-GAAP adjustments for Q2 2025 include **($577) thousand** for non-cash fair value remeasurements and **$1,563 thousand** for stock-based compensation[40](index=40&type=chunk) - Q2 2024 adjustments included significant non-cash fair value remeasurements (**$22.6 million**), loss on extinguishment of convertible notes (**$26.4 million**), and bridge note issuance costs (**$6.9 million**)[40](index=40&type=chunk)[41](index=41&type=chunk)[42](index=42&type=chunk)

Revenue Performance - Total revenue for the three months ended March 31, 2025, was $171,000, a significant increase from $19,000 in the same period of 2024, representing an increase of 800%[30] - Revenue for the three months ended March 31, 2025, was $171,000, representing an increase of 800% compared to $19,000 in the same period of 2024[222] - Revenue increased by $0.2 million, or 800%, for the three months ended March 31, 2025 compared to the same period in 2024, primarily due to increased sales from the Vegan Silk Technology Platform, including the b-silk product[226] Financial Losses and Improvements - The net loss for the three months ended March 31, 2025, was $5,959,000, a decrease from a net loss of $6,594,000 in the same period of 2024, showing a trend towards reduced losses[30] - The net loss for the three months ended March 31, 2025, was $5,959,000, a decrease of 10% from a net loss of $6,594,000 in the same period of 2024[222] - For the three months ended March 31, 2025, the company incurred a net loss of $6.0 million and used $2.5 million of cash in operations[51] Expenses and Cost Management - Gross loss for the first quarter of 2025 was $1,000, compared to a gross loss of $46,000 in Q1 2024, indicating an improvement in cost management[30] - Research and development expenses increased to $925,000 in Q1 2025 from $413,000 in Q1 2024, reflecting a focus on innovation and product development[30] - Research and development expenses rose to $925,000, a 124% increase from $413,000 in the prior year[222] - Sales and marketing expenses increased by 97% to $120,000, compared to $61,000 in the same period last year[222] - General and administrative expenses decreased slightly to $4,354,000, down 8% from $4,752,000[222] Cash Flow and Financial Position - Cash and cash equivalents decreased to $984,000 as of March 31, 2025, down from $3,512,000 at the end of 2024, indicating cash flow challenges[28] - Total liabilities increased to $21,196,000 as of March 31, 2025, compared to $20,840,000 at the end of 2024, reflecting growing financial obligations[28] - The company estimates that its cash and cash equivalents are insufficient to fund operating, investing, and financing cash flow needs for the next twelve months[52] - The company may seek additional capital through public or private equity offerings, debt financing, or restructuring current debt obligations[53] Stock and Equity - The company reported a weighted-average common shares outstanding of 1,985,621 for Q1 2025, a significant increase from 233,660 in Q1 2024, indicating potential dilution[30] - The Company has 881,007 warrants outstanding for future issuance of Common stock as of March 31, 2025, an increase from 729,166 warrants as of December 31, 2024[155] - The Company authorized the issuance of up to 500,000,000 shares of Common stock with a par value of $0.0001 per share[153] - As of March 31, 2025, there were 2,061,779 shares of Common stock issued and outstanding, compared to 1,714,792 shares as of December 31, 2024[154] Tax and Compliance Issues - The company currently owes approximately $2.8 million in excise tax related to redemptions of shares, with a proposed payment plan to the IRS[175] - The company has proposed a payment plan to the IRS to pay approximately $2.8 million in excise tax liability over time[200] - The company received a Bid Price Notice from Nasdaq on November 6, 2024, indicating non-compliance with the minimum bid price requirement, but regained compliance by May 7, 2025[171] Strategic Focus and Development - The company is focused on developing biomaterials products, including its flagship Vegan Silk Technology Platform, which aims to replace silicone elastomers in beauty and personal care[38] - The company discontinued the commercial development of Mylo to focus exclusively on the commercialization of its Vegan Silk Technology Platform[207] - Future plans include investments in research and development to maintain a competitive position in the market[209] Accounting and Financial Reporting - The company is currently evaluating the impact of new accounting standards on its consolidated financial statements, including ASU 2023-09 and ASU 2024-03[87][88] - The company has corrected a misclassification of $0.2 million in expenses between general and administrative and research and development for the three months ended March 31, 2024[57] - The misclassification of expenses had no impact on the Company's total operating expenses, net loss, or net loss per share[223]

Revenue Performance - Revenues for Q1 2025 were approximately $171 thousand, a significant increase from $19 thousand in Q1 2024, primarily driven by ongoing shipments and reorders[16] - Total revenue for Q1 2025 was $171,000, compared to $19,000 in Q1 2024, representing an increase of 800%[36] - Vegan Silk Technology Platform revenues grew nine-fold year-over-year to $0.2 million in Q1 2025, with projections of at least $4.5 million for the full year 2025 and at least $9.0 million for 2026[5][22] Loss and Expenses - Operating loss for Q1 2025 was approximately $5.4 million, compared to $5.3 million in Q1 2024, while net loss decreased to $6.0 million from $6.6 million year-over-year[19] - Adjusted EBITDA for Q1 2025 was approximately ($3.1) million, compared to ($2.5) million in Q1 2024[20] - Operating expenses for Q1 2025 were approximately $5.4 million, slightly higher than $5.2 million in Q1 2024, reflecting increased spending to support business growth[18] - Total operating expenses for Q1 2025 were $5,399,000, slightly higher than $5,226,000 in Q1 2024, reflecting increased investment in research and development[36] - Net loss for Q1 2025 was $5,959,000, compared to a net loss of $6,594,000 in Q1 2024, showing a reduction in losses[36] - Adjusted EBITDA for Q1 2025 was $(3,079,000), compared to $(2,475,000) in Q1 2024, indicating a deeper operational loss[39] Cash and Liquidity - Cash and cash equivalents as of March 31, 2025, were $1.0 million, down from $3.5 million as of December 31, 2024[20] - Cash and cash equivalents decreased to $984,000 in Q1 2025 from $3,512,000 in Q4 2024, highlighting liquidity challenges[35] Liabilities and Financial Health - Total current liabilities increased to $7,217,000 in Q1 2025 from $6,837,000 in Q4 2024, indicating rising short-term obligations[35] - Long-term debt remained relatively stable at $13,100,000 in Q1 2025 compared to $13,186,000 in Q4 2024[35] - Total stockholders' deficit increased to $(12,436,000) in Q1 2025 from $(8,610,000) in Q4 2024, indicating worsening financial health[35] Intellectual Property and Market Position - Bolt's intellectual property portfolio expanded by 7 granted patents in Q1 2025, totaling 75 granted patents and 114 pending applications[11] - The company added two new customers in high-impact skincare and haircare segments, indicating strong market traction and product validation[4] Strategic Focus - The company is focused on expanding its Vegan Silk Technology Platform to meet evolving consumer preferences and regulatory challenges[12] - The company anticipates achieving long-term gross margin targets of 60% as it scales production and optimizes costs[10]

Revenue Performance - Full year 2024 revenues for the Vegan Silk Technology Platform were $1.4 million, 37% ahead of initial projections, driven by orders for fast track launches in 2025[4] - For 2025, platform revenues are projected to reach at least $4.5 million, supported by multi-year supply agreements and customer expansion[4] - The company announced a 2026 revenue target of $9.0 million, reflecting its growing customer base and expected successful product adoption[4] - Revenues for the fourth quarter of 2024 were approximately $1.3 million, roughly flat year over year, primarily related to initial shipments to support the strategic partnership with Goddess Maintenance Company[14] - Revenues for the full year 2024 were approximately $1.4 million compared to revenues of $3.4 million in 2023, primarily due to decreased sales of products from the Vegan Silk Technology Platform[20] - The Company reported revenue of $1,293,000 for Q4 2024, a decrease of 8.2% from $1,409,000 in Q4 2023[41] Profitability and Loss - Operating loss and net loss were approximately $6.5 million and $6.3 million, respectively, for the fourth quarter of 2024, compared to operating loss and net loss of $6.3 million and $7.7 million for the fourth quarter of 2023[17] - Adjusted EBITDA was approximately ($3.6) million in the fourth quarter of 2024, compared to ($0.2) million for the fourth quarter of 2023[18] - Gross loss for Q4 2024 was $18,000 compared to a gross income of $261,000 in Q4 2023, indicating a significant decline in profitability[41] - The net loss for the year ended December 31, 2024, was $65,393,000, compared to a net loss of $57,720,000 in 2023, representing an increase of 13.0%[41] - The Company’s Adjusted EBITDA for the year ended December 31, 2024, was $(11,438,000), an improvement from $(20,332,000) in 2023[44] Cost and Expenses - Cost of revenues for the full year 2024 was approximately $1.5 million with a nearly break-even gross margin, compared to $4.8 million in 2023 with a gross margin of (40%)[21] - Total operating expenses for the year ended December 31, 2024, were $41,515,000, up from $33,228,000 in 2023, reflecting an increase of 25.0%[41] Manufacturing and Innovation - The company produced more than 3,600 kilograms of vegan silk material at the lowest cost ever achieved in 2024, reducing manufacturing costs by approximately 50% year over year[9] - The Company holds 68 granted patents and 166 pending patent applications, showcasing its commitment to innovation in biomaterials[38] Liquidity and Financial Health - Cash and cash equivalents increased to $3,512,000 in December 2024 from $894,000 in December 2023, indicating improved liquidity[40] - Total current liabilities decreased significantly from $27,290,000 in December 2023 to $6,837,000 in December 2024, reflecting a reduction in financial obligations[40] - The Company’s total stockholders' deficit improved to $(8,610,000) in December 2024 from $(112,541,000) in December 2023, indicating a positive shift in financial health[40] - Free cash flow is defined as net cash provided by operating activities less capital expenditures, indicating the Company’s liquidity strength[33] Future Outlook - Bolt anticipates gross profit will be positive for the full year 2025 and 2026[26]

Financial Performance - The company reported a net loss of $65.4 million for the year ended December 31, 2024, and $57.7 million for the year ended December 31, 2023, with an accumulated deficit of $461.8 million as of December 31, 2024[38]. - The company reported a substantial doubt about its ability to continue as a going concern due to a history of losses and negative cash flows from operations, indicating a need for additional capital[78]. - The company expects significant losses and negative cash flow as it works to expand market share and incurs additional costs for product development and commercialization[83]. - In the years ended December 31, 2024, and 2023, the company incurred net losses of $65.4 million and $57.7 million, respectively, with an accumulated deficit of $461.8 million as of December 31, 2024[81]. - As of December 31, 2024, the company had federal and state net operating loss carryforwards of $359.5 million and $222.8 million, respectively, which may begin to expire in 2030 if not utilized[90]. - The company may incur additional debt in the future, which could exacerbate risks related to leverage and the ability to service its indebtedness[86]. - The company may need to adjust its pricing model due to macroeconomic factors, including inflation, which could adversely affect its financial condition[102]. - The company has never declared or paid cash dividends and intends to retain all available funds for business development and growth[219]. Market and Product Development - The overall beauty and personal care market is projected to grow at a compound annual growth rate (CAGR) of 7.7% to reach $973 billion by 2030[41]. - The global silicone market within the beauty and personal care sector is estimated to be between $16.7 billion and $19.9 billion, with the silicone elastomers subsector representing a market of $6.3 billion to $10.0 billion[43]. - The company aims to leverage its Vegan Silk Technology Platform to capture market shifts towards sustainable ingredients in the beauty and personal care market[66]. - The Vegan Silk Technology Platform includes b-silk and xl-silk, which are fully biodegradable and have been on the market since 2019, supported by a patent portfolio of 68 granted patents and 166 pending applications[36][62]. - The Vegan Silk Technology Platform is designed to replace silicone elastomers, offering a wider range of potential claims as a functional cosmetic ingredient[44][46]. - The company has developed additional offerings from the Vegan Silk Technology Platform, including xl-silk, in response to customer needs for enhanced solubility and improved binding[57]. - The company has sold over 1,700 kilograms of products produced by Laurus Bio in 2024, with Laurus Bio undergoing capacity expansion expected to be completed by the second half of 2026[58]. - The company aims to reduce the cost of goods through process development improvements and economies of scale, supporting the expansion of the Vegan Silk Technology Platform into mass markets[52][56]. Competition and Market Risks - The company faces competition from major cosmetics companies like L'Oréal and Estee Lauder, which have greater financial resources and operational flexibility[66]. - The company faces significant competition in the cosmetic ingredients segment, with competitors potentially offering lower-priced alternatives[114]. - Market acceptance of the Vegan Silk Technology Platform products will depend on factors such as public acceptance, production quality, and regulatory approvals[93]. - The company may experience material increases in customer cancellations or reductions due to economic downturns, impacting revenue stability[101]. - The company has limited experience in marketing its Vegan Silk Technology Platform products, which may hinder its ability to gain market acceptance[104]. Operational Structure and Management - The company has 13 full-time employees in the United States and one in Canada, with a total of eight consultants, indicating a lean operational structure[72]. - The company is focused on attracting, developing, and retaining talent through cash compensation, bonus plans, and equity grants[73]. - The management team has limited experience operating a public company, which may impact their ability to manage regulatory obligations effectively[121]. - The company is focused on improving internal controls to remediate identified weaknesses, including hiring key finance roles and engaging consultants[127]. Regulatory and Compliance Issues - The company is subject to various federal, state, and international laws and regulations, including those enforced by the FDA and FTC, impacting its product manufacturing and marketing[68]. - The FDA's Modernization of Cosmetics Regulation Act of 2022 expands its authority over cosmetics, requiring compliance from customers and potentially impacting the company[149]. - The company is subject to government regulations that may restrict its ability to market products, particularly those involving the Vegan Silk Technology Platform[146]. - The company must navigate evolving consumer protection laws that could lead to class-action lawsuits based on marketing claims[147]. Intellectual Property and Cybersecurity - The company utilizes various forms of intellectual property protection, including patents, trademarks, and trade secrets, to maintain a strong proprietary position[63]. - Patent protection is critical for the company's competitive position, with current patents expiring between 2034 and 2044, which may affect future revenue generation[132]. - The company may face challenges in defending its intellectual property rights, which could hinder commercialization of its products[136]. - The company has developed a cybersecurity risk management program to protect the confidentiality, integrity, and availability of its critical systems and information[202]. - The company faces heightened operational and cybersecurity risks due to its remote-first work model, which may expose it to data or financial loss[144]. Financial Instruments and Stock Performance - As of February 28, 2025, there are 9,583,265 Public Warrants, 5,000,000 Sponsor Warrants, and 3,000,000 Triton Warrants outstanding, exercisable at prices of $11.50, $0.50, and $0.50 per share respectively[157]. - The company may redeem outstanding Public Warrants at a price of $0.01 per warrant if the last reported sales price of Common stock equals or exceeds $18.00 per share for any 20 trading days within a 30-trading day period[160]. - The company may redeem outstanding Public Warrants at a price of $0.10 per warrant if the last reported sale price of Common stock for any 20 trading days within a 30-trading day period equals or exceeds $10.00 per share[161]. - The trading price of the company's Common stock has been volatile and may continue to be affected by various market factors[167]. - The company received a letter from Nasdaq on November 6, 2024, indicating that the closing bid price for its Common stock was below the minimum required share price for continued listing[185]. - The company has until May 5, 2025, to regain compliance with the Minimum Bid Price Requirement, which requires the closing bid price to be at least $1.00 for a minimum of 10 consecutive business days[186]. - The company also received notifications on February 10, 2025, regarding non-compliance with the minimum $50 million market value and $15 million publicly held shares requirements, with a compliance deadline of August 11, 2025[227]. Mergers and Acquisitions - The company completed a Business Combination with Bolt Threads, Inc. on August 13, 2024, becoming a wholly-owned subsidiary and changing its name to Bolt Projects Holdings, Inc.[74]. - A merger between Bolt Threads, Inc. and Golden Arrow Merger Corp. was completed on August 13, 2024, with Bolt Threads being the accounting acquirer[229]. - The merger resulted in Bolt Threads' historical financial statements being used for the combined company, reflecting its operating results prior to the merger[230]. - The company entered into a common stock purchase agreement with Triton Funds LP on February 13, 2025, allowing for the purchase of up to $1.5 million in shares and issuing a warrant for 3,000,000 shares at an exercise price of $0.50 per share[231].

Financial Viability - The company has a history of net losses and negative cash flows from operations, raising substantial doubt about its ability to continue as a going concern [20]. - The company may incur significant future expenses and capital expenditures to execute its business plan, potentially impacting profitability [22]. Revenue Dependence - Revenue is primarily generated from sales of the b-silk product, indicating high dependency on its market success [23]. - A limited number of customers and distributors account for a significant portion of revenue, making the company vulnerable to the loss of major partners [26]. Supply Chain Risks - The company currently relies on a single manufacturing partner for b-silk production, which poses risks to its supply chain [24]. Competitive Landscape - The company may face substantial competition from existing materials and new entrants, impacting its market share if it fails to innovate [29]. Internal Controls - Material weaknesses in internal control over financial reporting have been identified, which could affect the accuracy of financial reporting [31]. Regulatory and Legal Risks - Government regulations may restrict the marketing and sale of products containing b-silk, posing additional business risks [34]. - Future litigation could have a material adverse effect on the company's business and results of operations [36]. Market Volatility - The market price of the company's common stock has been volatile, which could lead to investment losses [36].

Revenue and Profitability - Full year 2024 b-silk revenues are projected to exceed $1 million, with 2025 revenues expected to reach at least $4.5 million[1] - Third quarter 2024 revenues were approximately $0.01 million, a decrease of $1.3 million compared to $1.3 million in Q3 2023[14] - The company reported revenue of $1.289 million for the three months ended September 30, 2024, compared to $2.032 million for the same period in 2023, representing a decrease of approximately 36.6%[33] - The company anticipates gross profit to be positive for the full year 2025[22] Costs and Expenses - The 2024 COGS reduction program has achieved over 60% reduction in cost-per-kilogram produced for b-silk[1] - Operating expenses for Q3 2024 were approximately $20.2 million, up from $5.2 million in Q3 2023, primarily due to transaction expenses and increased stock-based compensation[17] - Total operating expenses for the three months ended September 30, 2024, were $20.206 million, an increase from $5.159 million in the same period in 2023[33] - Research and development expenses for the three months ended September 30, 2024, were $3.476 million, compared to $9.077 million for the same period in 2023[33] Losses - Operating loss for Q3 2024 was approximately $20.2 million, compared to an operating loss of $5.1 million in Q3 2023[20] - Gross loss for the three months ended September 30, 2024, was $1.254 million, compared to a gross loss of $3.698 million for the same period in 2023[33] - The net loss for the three months ended September 30, 2024, was $6.392 million, compared to a net loss of $5.552 million for the same period in 2023[33] - The company reported a comprehensive loss of $5.526 million for the three months ended September 30, 2024[33] - GAAP net loss of $(59,134,000) for the nine months ended September 2024, compared to a loss of $(50,050,000) for the same period in 2023[34] Adjusted Metrics - Adjusted EBITDA for Q3 2024 was approximately ($2.8) million, an improvement from ($4.1) million in Q3 2023[21] - EBITDA for the three months ended September 2024 was $6,679,000, a significant improvement from a loss of $4,650,000 in the prior year[34] - Adjusted EBITDA for the nine months ended September 2024 was $(7,826,000), compared to $(20,104,000) for the same period in 2023, indicating a narrowing loss[34] Intellectual Property - The company has an intellectual property portfolio with 64 granted patents and 170 pending patent applications[11] - The company has a total of 64 granted patents and 170 pending patent applications related to its Vegan Silk Technology Platform[31] Production and Sustainability - Bolt has manufactured over 3,000 kilograms of vegan silk material in 2024, exceeding previous production runs by more than 50%[8] - Bolt's EcoVadis Silver Medal recognition places it in the top 15% of companies globally for sustainability[10] Assets and Liabilities - Current assets totaled $12.410 million as of September 30, 2024, compared to $4.672 million as of September 30, 2023[32] - Total liabilities amounted to $21.089 million as of September 30, 2024, down from $42.926 million as of September 30, 2023[32] Forward-Looking Statements - The company cautions that forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those projected[24]