Bolt Biotherapeutics (BOLT) discloses director stock option exchange at $5.44

Rhea-AI Filing Summary

Bolt Biotherapeutics, Inc. reported that one of its directors entered into several option transactions on 12/12/2025. The director cancelled previously granted stock options with higher exercise prices and received new director stock options with an exercise price of $5.44 per share for the same numbers of underlying common shares.

One option grant for 2,500 shares expiring in 2032 vests in equal monthly installments from December 14, 2022 until the third anniversary of that date, while other grants reported are already fully vested and exercisable. Another 1,100-share option will vest on the earlier of May 27, 2026 or the day immediately prior to the next annual meeting of stockholders, and certain of these options vest in full upon a change in control of the company.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Berner Laura

(Last) (First) (Middle)

C/O BOLT BIOTHERAPEUTICS, INC.

900 CHESAPEAKE DRIVE

(Street)

REDWOOD CITY CA 94063

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Bolt Biotherapeutics, Inc. [ BOLT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
12/12/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Director Stock Option (Right to Buy)	$5.44	12/12/2025		A		2,500		(1)	12/13/2032	Common Stock	2,500	(2)	2,500	D
Director Stock Option (Right to Buy)	$27.2	12/12/2025		D			2,500	(1)	12/13/2032	Common Stock	2,500	(2)	0	D
Director Stock Option (Right to Buy)	$5.44	12/12/2025		A		613		(3)	12/13/2032	Common Stock	613	(2)	613	D
Director Stock Option (Right to Buy)	$27.2	12/12/2025		D			613	(3)	12/13/2032	Common Stock	613	(2)	0	D
Director Stock Option (Right to Buy)	$5.44	12/12/2025		A		1,250		(3)	06/11/2033	Common Stock	1,250	(4)	1,250	D
Director Stock Option (Right to Buy)	$32.6	12/12/2025		D			1,250	(3)	06/11/2033	Common Stock	1,250	(4)	0	D
Director Stock Option (Right to Buy)	$5.44	12/12/2025		A		1,100		(3)	06/11/2034	Common Stock	1,100	(5)	1,100	D
Director Stock Option (Right to Buy)	$15.364	12/12/2025		D			1,100	(3)	06/11/2034	Common Stock	1,100	(5)	0	D
Director Stock Option (Right to Buy)	$5.44	12/12/2025		A		1,100		(6)	05/26/2035	Common Stock	1,100	(7)	1,100	D
Director Stock Option (Right to Buy)	$6.4	12/12/2025		D			1,100	(6)	05/26/2035	Common Stock	1,100	(7)	0	D

Explanation of Responses:

1. The shares subject to this option shall vest in equal monthly installments, at a rate of 1/36th of the total number of shares on each monthly anniversary of December 14, 2022 (the "Vesting Commencement Date") for so long as the Reporting Person provides continuous service to the Issuer, such that the total number of shares shall be fully vested on the three-year anniversary of the Vesting Commencement Date; provided, however that the option will vest in full upon a change in control of the Issuer.

2. The reporting person agreed to cancellation of an option granted on December 14, 2022, in exchange for a new option having a lower exercise price.

3. The option is fully vested and exercisable.

4. The reporting person agreed to cancellation of an option granted on June 12, 2023, in exchange for a new option having a lower exercise price.

5. The reporting person agreed to cancellation of an option granted on June 12, 2024, in exchange for a new option having a lower exercise price.

6. The shares subject to the option will vest on the earlier of May 27, 2026 or the day immediately prior to the next annual meeting of stockholders, subject to the Reporting Person's continuous service through such date; provided, however that the option will vest in full upon a change in control of the Issuer.

7. The reporting person agreed to cancellation of an option granted on May 27, 2025, in exchange for a new option having a lower exercise price.

	/s/ William P. Quinn, Attorney-in-Fact	12/16/2025
	** Signature of Reporting Person	Date
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FAQ

What insider activity did Bolt Biotherapeutics (BOLT) disclose in this filing?

The company disclosed that one of its directors cancelled several existing director stock options with higher exercise prices and received new options with a $5.44 per share exercise price covering the same numbers of underlying common shares, with various vesting terms.

When did the reported Bolt Biotherapeutics (BOLT) option transactions occur?

The earliest transaction date reported for the director’s option activity is 12/12/2025, as shown in the derivative securities table.

How many Bolt Biotherapeutics (BOLT) shares are covered by one of the new options?

One new director stock option reported covers 2,500 shares of Bolt Biotherapeutics common stock, with an exercise price of $5.44 per share and an expiration date of 12/13/2032.

What is the vesting schedule for the 2,500-share Bolt Biotherapeutics (BOLT) option grant?

The 2,500-share option vests in equal monthly installments at a rate of 1/36th of the total shares on each monthly anniversary of December 14, 2022, so that it is fully vested on the three-year anniversary, and it will vest in full upon a change in control of the company.

Are any of the Bolt Biotherapeutics (BOLT) options already fully vested?

Yes. The filing states that at least one of the reported director stock options is fully vested and exercisable as of the reporting date.

What special vesting provision applies to one 1,100-share Bolt Biotherapeutics (BOLT) option?

One reported option covering 1,100 shares will vest on the earlier of May 27, 2026 or the day immediately prior to the next annual meeting of stockholders, provided the director continues to serve through that date, and it will vest in full upon a change in control.