Sec Form 4 Filing - Vivo Capital VIII, LLC @ Bolt Biotherapeutics, Inc. - 2021-02-09

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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Vivo Capital VIII, LLC
2. Issuer Name and Ticker or Trading Symbol
Bolt Biotherapeutics, Inc. [ BOLT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
192 LYTTON AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
02/09/2021
(Street)
PALO ALTO, CA94301
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
Common Stock 02/09/2021 C 944,056 A 958,341 I By Vivo PANDA Fund, L.P. ( 2 )
Common Stock 02/09/2021 C 472,296 A 1,430,637 I By Vivo PANDA Fund, L.P. ( 2 )
Common Stock 02/09/2021 X 17,711 A $ 0.07 1,448,348 I By Vivo PANDA Fund, L.P. ( 2 )
Common Stock 02/09/2021 S( 4 ) 62 D $ 20 1,448,286 I By Vivo PANDA Fund, L.P. ( 2 )
Common Stock 02/09/2021 C 1,092,080 A 1,117,184 I By Vivo Capital Fund VIII, L.P. ( 5 )
Common Stock 02/09/2021 C 317,922 A 1,435,106 I By Vivo Capital Fund VIII, L.P. ( 5 )
Common Stock 02/09/2021 C 345,568 A 1,780,674 I By Vivo Capital Fund VIII, L.P. ( 5 )
Common Stock 02/09/2021 X 40,953 A $ 0.07 1,821,627 I By Vivo Capital Fund VIII, L.P. ( 5 )
Common Stock 02/09/2021 S( 8 ) 144 D $ 20 1,821,483 I By Vivo Capital Fund VIII, L.P. ( 5 )
Common Stock 02/09/2021 P 175,733 A $ 20 1,997,216 I By Vivo Capital Fund VIII, L.P. ( 5 )
Common Stock 02/09/2021 C 150,802 A 154,268 I By Vivo Capital Surplus Fund VIII, L.P. ( 9 )
Common Stock 02/09/2021 C 43,901 A 198,169 I By Vivo Capital Surplus Fund VIII, L.P. ( 9 )
Common Stock 02/09/2021 C 47,718 A 245,887 I By Vivo Capital Surplus Fund VIII, L.P. ( 9 )
Common Stock 02/09/2021 X 5,655 A $ 0.07 251,542 I By Vivo Capital Surplus Fund VIII, L.P. ( 9 )
Common Stock 02/09/2021 S( 10 ) 20 D $ 20 251,522 I By Vivo Capital Surplus Fund VIII, L.P. ( 9 )
Common Stock 02/09/2021 P 24,267 A $ 20 275,789 I By Vivo Capital Surplus Fund VIII, L.P. ( 9 )
Common Stock 02/09/2021 P 150,000 A $ 20 150,000 I By Vivo Opportunity Fund, L.P. ( 11 )
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Series A-1 Preferred Stock ( 1 ) 02/09/2021 C 944,056 ( 1 ) ( 1 ) Common Stock 944,056 $ 0 0 I By Vivo PANDA Fund, L.P. ( 2 )
Series B Preferred Stock ( 3 ) 02/09/2021 C 472,296 ( 3 ) ( 3 ) Common Stock 472,296 $ 0 0 I By Vivo PANDA Fund, L.P. ( 2 )
Warrant (Right to Buy) $ 0.07 02/09/2021 X 17,711 ( 12 ) 07/26/2028 Common Stock 17,711 $ 0 0 I By Vivo PANDA Fund, L.P. ( 2 )
Series B Preferred Stock ( 3 ) 02/09/2021 C 1,092,080 ( 3 ) ( 3 ) Common Stock 1,092,080 $ 0 0 I By Vivo Capital Fund VIII, L.P. ( 5 )
Series C-1 Preferred Stock ( 6 ) 02/09/2021 C 317,922 ( 6 ) ( 6 ) Common Stock 317,922 $ 0 0 I By Vivo Capital Fund VIII, L.P. ( 5 )
Series C-2 Preferred Stock ( 7 ) 02/09/2021 C 345,568 ( 7 ) ( 7 ) Common Stock 345,568 $ 0 0 I By Vivo Capital Fund VIII, L.P. ( 5 )
Warrant (Right to Buy) $ 0.07 02/09/2021 X 40,953 ( 12 ) 07/26/2028 Common Stock 40,953 $ 0 0 I By Vivo Capital Fund VIII, L.P. ( 5 )
Series B Preferred Stock ( 3 ) 02/09/2021 C 150,802 ( 3 ) ( 3 ) Common Stock 150,802 $ 0 0 I By Vivo Capital Surplus Fund VIII, L.P. ( 9 )
Series C-1 Preferred Stock ( 6 ) 02/09/2021 C 43,901 ( 6 ) ( 6 ) Common Stock 43,901 $ 0 0 I By Vivo Capital Surplus Fund VIII, L.P. ( 9 )
Series C-2 Preferred Stock ( 7 ) 02/09/2021 C 47,718 ( 7 ) ( 7 ) Common Stock 47,718 $ 0 0 I By Vivo Capital Surplus Fund VIII, L.P. ( 9 )
Warrant (Right to Buy) $ 0.07 02/09/2021 X 5,655 ( 12 ) 07/26/2028 Common Stock 5,655 $ 0 0 I By Vivo Capital Surplus Fund VIII, L.P. ( 9 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Vivo Capital VIII, LLC
192 LYTTON AVENUE
PALO ALTO, CA94301
X
Vivo Capital Fund VIII, L.P.
192 LYTTON AVENUE
PALO ALTO, CA94301
X
Vivo Capital Surplus Fund VIII, L.P.
192 LYTTON AVENUE
PALO ALTO, CA94301
X
Vivo Panda Fund, L.P.
192 LYTTON AVENUE
PALO ALTO, CA94301
X
Vivo Panda, LLC
192 LYTTON AVENUE
PALO ALTO, CA94301
X
Vivo Opportunity Fund, L.P.
192 LYTTON AVENUE
PALO ALTO, CA94301
X
Vivo Opportunity, LLC
192 LYTTON AVENUE
PALO ALTO, CA94301
X
Signatures
Vivo Capital VIII, LLC, By: /s/ Frank Kung, Ph.D., Managing Member 02/09/2021
Signature of Reporting Person Date
Vivo Capital Fund VIII, L.P., By: Vivo Capital VIII, LLC, its general partner, By: /s/ Frank Kung, Ph.D., Managing Member 02/09/2021
Signature of Reporting Person Date
Vivo Capital Surplus Fund VIII, L.P., By: Vivo Capital VIII, LLC, its general partner, By: /s/ Frank Kung, Ph.D., Managing Member 02/09/2021
Signature of Reporting Person Date
Vivo PANDA Fund, L.P., By: Vivo Panda, LLC, its general partner, By: /s/ Mahendra Shah, Ph.D., Managing Member 02/09/2021
Signature of Reporting Person Date
Vivo Panda, LLC, By: /s/ Mahendra Shah, Ph.D., Managing Member 02/09/2021
Signature of Reporting Person Date
Vivo Opportunity Fund, L.P., By: Vivo Opportunity, LLC, its general partner, By: /s/ Frank Kung, Ph.D., Managing Member 02/09/2021
Signature of Reporting Person Date
Vivo Opportunity, LLC, By: /s/ Frank Kung, Ph.D., Managing Member 02/09/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The Series A-1 Preferred Stock automatically converted into shares of Common Stock of the Issuer on a 1:1 basis immediately upon closing ofthe Issuer's initial public offering (the "IPO") and had no expiration date.
( 2 )The securities reported herein are held of record by Vivo PANDA Fund, L.P. ("Vivo LP"). Vivo Panda, LLC ("Vivo LLC") is the sole general partner of Vivo LP. Mahendra G. Shah, Ph.D. is one of four voting members of Vivo LLC.
( 3 )The Series B Preferred Stock automatically converted into shares of Common Stock of the Issuer on a 1:1 basis immediately upon closing of the Issuer's IPO and had no expiration date.
( 4 )Upon closing of the Issuer's IPO, Vivo LP exercised a warrant to purchase 17,711 shares of the Issuer's Common Stock at an exercise price per share of $0.07. Vivo LP paid the exercise price on a cashless basis, resulting in the Issuer withholding 62 share subject to the warrant in order to pay the exercise price and issuing to Vivo LP the remaining 17,649 shares of Common Stock.
( 5 )The securities reported herein are held of record by Vivo Capital Fund VIII, L.P. Vivo Capital VIII, LLC is the general partner of Vivo Capital Fund VIII, L.P. Edgar Engleman is one of three voting members of Vivo Capital VIII, LLC.
( 6 )The Series C-1 Preferred Stock automatically converted into shares of Common Stock of the Issuer on a 1:1 basis immediately upon closing of the Issuer's IPO and had no expiration date.
( 7 )The Series C-2 Preferred Stock automatically converted into shares of Common Stock of the Issuer on a 1:1 basis immediately upon closing of the Issuer's IPO and had no expiration date.
( 8 )Upon closing of the Issuer's IPO, Vivo Capital Fund VIII, L.P. exercised a warrant to purchase 40,953 shares of the Issuer's Common Stock at an exercise price per share of $0.07. Vivo Capital Fund VIII, L.P. paid the exercise price on a cashless basis, resulting in the Issuer withholding 144 share subject to the warrant in order to pay the exercise price and issuing to Vivo Capital Fund VIII, L.P. the remaining 40,809 shares of Common Stock.
( 9 )The securities reported herein are held of record by Vivo Capital Surplus Fund VIII, L.P. Vivo Capital VIII, LLC is the general partner of Vivo Capital Fund VIII, L.P. Edgar Engleman is one of three voting members of Vivo Capital VIII, LLC.
( 10 )Upon closing of the Issuer's IPO, Vivo Capital Surplus Fund VIII, L.P. exercised a warrant to purchase 5,655 shares of the Issuer's Common Stock at an exercise price per share of $0.07. Vivo Capital Surplus Fund VIII, L.P. paid the exercise price on a cashless basis, resulting in the Issuer withholding 20 share subject to the warrant in order to pay the exercise price and issuing to Vivo Capital Surplus Fund VIII, L.P. the remaining 5,635 shares of Common Stock.
( 11 )The shares are held of record by Vivo Opportunity Fund, L.P. (VOF). Vivo Opportunity, LLC is the general partner of VOF and has four managing members.
( 12 )The shares subject to this warrant were fully vested prior to exercise.

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