{"filing":{"accession_number":"0001193125-26-429647","cik":"0001641281","ticker":"BOLT","company_name":"Bolt Biotherapeutics, Inc.","form":"8-K","filing_date":"2026-10-23","report_date":"2026-10-23","primary_document":"bolt-20261023.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1641281/000119312526429647/bolt-20261023.htm"},"events":[{"id":37494,"run_id":34560,"accession_number":"0001193125-26-429647","anchor_item_number":"2.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"summary":"Bolt Biotherapeutics completed its acquisition of Prana Therapies on October 23, 2026, via a stock-for-stock reverse merger in which Bolt issued 430,746 shares of common stock and 16,360.929 shares of Series D Preferred Stock (convertible into ~16.8M common shares) to Prana stockholders. The transaction fundamentally restructures Bolt's equity ownership (Prana holders own ~51.7% post-transaction) and pipeline, with Prana's lead program PRA-216 becoming Bolt's flagship asset, accompanied by a concurrent $120 million private placement financing.","company_name":"Bolt Biotherapeutics, Inc.","ticker":"BOLT","filing_date":"2026-10-23","form":"8-K","submitted_at":null,"items":[{"id":42224,"accession_number":"0001193125-26-429647","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"This Item 1.01 discloses the completion of a material acquisition: Bolt Biotherapeutics acquired Prana Therapies via a reverse merger on October 23, 2026, structured as a stock-for-stock transaction in which Bolt issued 430,746 shares of common stock and 16,360.929 shares of Series D Preferred Stock (convertible into ~16.8M common shares) to Prana stockholders. The transaction fundamentally restructures Bolt's equity ownership (pre-Bolt holders drop to 6.9% post-financing) and pipeline, with Prana's lead program PRA-216 becoming Bolt's flagship asset. This is a classic material acquisition triggering Item 1.01 disclosure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-10-23T14:32:57.578969+00:00","company_name":"","ticker":null,"filing_date":""},{"id":42225,"accession_number":"0001193125-26-429647","item_number":"1.02","item_title":"Termination of a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The Item 1.02 disclosure describes termination of a material lease agreement triggered by a financing and strategic transaction. The supplemental exhibit (EX-99.1) reveals the strategic transaction is Bolt's acquisition of Prana Therapies via reverse merger, structured as a stock-for-stock transaction, combined with a concurrent $120 million private placement financing. This is a material acquisition that fundamentally reshapes Bolt's pipeline and ownership structure, with Prana shareholders receiving approximately 51.7% of post-transaction common stock. The lease termination is merely a consequence of this M\u0026A activity.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-10-23T14:32:57.578969+00:00","company_name":"","ticker":null,"filing_date":""},{"id":42226,"accession_number":"0001193125-26-429647","item_number":"2.01","item_title":"Completion of Acquisition or Disposition of Assets.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"Bolt Biotherapeutics completed its acquisition of Prana Therapies on October 23, 2026, structured as a stock-for-stock reverse merger. The transaction is material: it fundamentally reshapes Bolt's pipeline (acquiring Prana's INSPIRE platform and lead program PRA-216), results in significant equity dilution (Prana shareholders own ~51.7% post-transaction), and is accompanied by a $120M concurrent private placement. The Item 2.01 disclosure explicitly states \"the Company completed its business combination with Prana,\" confirming the acquisition's completion and materiality to investors.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-10-23T14:32:57.578969+00:00","company_name":"","ticker":null,"filing_date":""},{"id":42229,"accession_number":"0001193125-26-429647","item_number":"5.03","item_title":"Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"Item 5.03 describes the filing of a Certificate of Designation for Series D Preferred Stock in connection with a \"Merger and Financing referenced in Item 1.01 above.\" The supplemental exhibit (EX-99.1) confirms this is a material acquisition: Bolt is acquiring Prana Therapies via a stock-for-stock reverse merger, with concurrent $120 million private placement financing. The transaction fundamentally restructures Bolt's equity ownership (Prana holders will own ~51.7% post-transaction) and pipeline focus, making this a material M\u0026A event despite being disclosed under Item 5.03 rather than Item 1.01.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-10-23T14:32:57.578969+00:00","company_name":"","ticker":null,"filing_date":""},{"id":42230,"accession_number":"0001193125-26-429647","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The filing discloses Bolt's acquisition of Prana Therapies via a stock-for-stock reverse merger, combined with a concurrent $120 million private placement financing (with up to $60 million additional from warrant exercises). The press release explicitly states \"Bolt Biotherapeutics Announces Acquisition of Prana Therapies and $120 Million Concurrent Private Placement\" and describes the transaction structure, equity ownership post-closing (~51.7% to Prana shareholders, ~41.4% to new investors), and management changes. This is a material M\u0026A transaction with significant financing that fundamentally restructures the company's ownership and pipeline.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-10-23T14:32:57.578969+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":37495,"run_id":34560,"accession_number":"0001193125-26-429647","anchor_item_number":"3.02","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"summary":"Bolt completed an unregistered private placement of $120 million in Series D convertible preferred stock and warrants to purchase up to an additional $60 million, offered and sold in reliance on Section 4(a)(2) and Regulation D. Post-transaction, PIPE investors will own approximately 41.4% of common stock on a fully-diluted basis.","company_name":"Bolt Biotherapeutics, Inc.","ticker":"BOLT","filing_date":"2026-10-23","form":"8-K","submitted_at":null,"items":[{"id":42227,"accession_number":"0001193125-26-429647","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Item 3.02 discloses an unregistered private placement of $120 million in Series D convertible preferred stock and warrants to purchase up to an additional $60 million, offered and sold in reliance on Section 4(a)(2) and Regulation D. The filing explicitly states these securities \"have not been registered under the Securities Act\" and describes the accredited investor representations. This is a classic dilutive equity issuance that materially affects ownership structure—post-transaction, PIPE investors will own approximately 41.4% of common stock on a fully-diluted basis.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-10-23T14:32:57.578969+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":37496,"run_id":34560,"accession_number":"0001193125-26-429647","anchor_item_number":"5.02","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.95,"summary":"Dr. Sheila Gujrathi was appointed as Chief Strategy Officer and to the Board of Directors effective October 23, 2026, in connection with Bolt's acquisition of Prana Therapies.","company_name":"Bolt Biotherapeutics, Inc.","ticker":"BOLT","filing_date":"2026-10-23","form":"8-K","submitted_at":null,"items":[{"id":42228,"accession_number":"0001193125-26-429647","item_number":"5.02","item_title":"Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.95,"reasoning":"Dr. Sheila Gujrathi was appointed as Chief Strategy Officer and to the Board of Directors effective October 23, 2026, in connection with Bolt's acquisition of Prana Therapies. The filing centers on her appointment to executive and board roles, with detailed biographical information establishing her qualifications. While the Item 5.02 disclosure also references the Merger Agreement context, the principal disclosed action is the appointment of a named executive officer and director, making exec_appointment the most salient classification.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-10-23T14:32:57.578969+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":37497,"run_id":34560,"accession_number":"0001193125-26-429647","anchor_item_number":"8.01","event_type":"operational_other","event_domain":"operational","is_material":true,"confidence":0.72,"summary":"Bolt disclosed Phase 1 clinical trial results for BDC-4182, a claudin 18.2-targeting antibody in gastric cancer, showing tolerability with mostly Grade 1/2 adverse events, no dose-limiting toxicities, and a 53% disease control rate in the every-2-weeks cohort.","company_name":"Bolt Biotherapeutics, Inc.","ticker":"BOLT","filing_date":"2026-10-23","form":"8-K","submitted_at":null,"items":[{"id":42231,"accession_number":"0001193125-26-429647","item_number":"8.01","item_title":"Other Events.","event_type":"operational_other","event_domain":"operational","is_material":true,"confidence":0.72,"reasoning":"The Item 8.01 disclosure centers on Phase 1 clinical trial results for BDC-4182, a claudin 18.2-targeting antibody in gastric cancer. The data shows tolerability (mostly Grade 1/2 adverse events, no dose-limiting toxicities), pharmacodynamic effects, and a 53% disease control rate in the every-2-weeks cohort. While clinical trial progress is operationally significant for a biotech company, this is a routine interim update on an ongoing study with no material adverse findings or regulatory setback. The company explicitly states it does not expect additional updates, suggesting this is a standard milestone disclosure rather than a transformative clinical event.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-10-23T14:32:57.578969+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":42224,"accession_number":"0001193125-26-429647","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"This Item 1.01 discloses the completion of a material acquisition: Bolt Biotherapeutics acquired Prana Therapies via a reverse merger on October 23, 2026, structured as a stock-for-stock transaction in which Bolt issued 430,746 shares of common stock and 16,360.929 shares of Series D Preferred Stock (convertible into ~16.8M common shares) to Prana stockholders. The transaction fundamentally restructures Bolt's equity ownership (pre-Bolt holders drop to 6.9% post-financing) and pipeline, with Prana's lead program PRA-216 becoming Bolt's flagship asset. This is a classic material acquisition triggering Item 1.01 disclosure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-10-23T14:32:57.578969+00:00","company_name":"Bolt Biotherapeutics, Inc.","ticker":"BOLT","filing_date":"2026-10-23"},{"id":42225,"accession_number":"0001193125-26-429647","item_number":"1.02","item_title":"Termination of a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The Item 1.02 disclosure describes termination of a material lease agreement triggered by a financing and strategic transaction. The supplemental exhibit (EX-99.1) reveals the strategic transaction is Bolt's acquisition of Prana Therapies via reverse merger, structured as a stock-for-stock transaction, combined with a concurrent $120 million private placement financing. This is a material acquisition that fundamentally reshapes Bolt's pipeline and ownership structure, with Prana shareholders receiving approximately 51.7% of post-transaction common stock. The lease termination is merely a consequence of this M\u0026A activity.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-10-23T14:32:57.578969+00:00","company_name":"Bolt Biotherapeutics, Inc.","ticker":"BOLT","filing_date":"2026-10-23"},{"id":42226,"accession_number":"0001193125-26-429647","item_number":"2.01","item_title":"Completion of Acquisition or Disposition of Assets.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"Bolt Biotherapeutics completed its acquisition of Prana Therapies on October 23, 2026, structured as a stock-for-stock reverse merger. The transaction is material: it fundamentally reshapes Bolt's pipeline (acquiring Prana's INSPIRE platform and lead program PRA-216), results in significant equity dilution (Prana shareholders own ~51.7% post-transaction), and is accompanied by a $120M concurrent private placement. The Item 2.01 disclosure explicitly states \"the Company completed its business combination with Prana,\" confirming the acquisition's completion and materiality to investors.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-10-23T14:32:57.578969+00:00","company_name":"Bolt Biotherapeutics, Inc.","ticker":"BOLT","filing_date":"2026-10-23"},{"id":42227,"accession_number":"0001193125-26-429647","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"Item 3.02 discloses an unregistered private placement of $120 million in Series D convertible preferred stock and warrants to purchase up to an additional $60 million, offered and sold in reliance on Section 4(a)(2) and Regulation D. The filing explicitly states these securities \"have not been registered under the Securities Act\" and describes the accredited investor representations. This is a classic dilutive equity issuance that materially affects ownership structure—post-transaction, PIPE investors will own approximately 41.4% of common stock on a fully-diluted basis.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-10-23T14:32:57.578969+00:00","company_name":"Bolt Biotherapeutics, Inc.","ticker":"BOLT","filing_date":"2026-10-23"},{"id":42228,"accession_number":"0001193125-26-429647","item_number":"5.02","item_title":"Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.95,"reasoning":"Dr. Sheila Gujrathi was appointed as Chief Strategy Officer and to the Board of Directors effective October 23, 2026, in connection with Bolt's acquisition of Prana Therapies. The filing centers on her appointment to executive and board roles, with detailed biographical information establishing her qualifications. While the Item 5.02 disclosure also references the Merger Agreement context, the principal disclosed action is the appointment of a named executive officer and director, making exec_appointment the most salient classification.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-10-23T14:32:57.578969+00:00","company_name":"Bolt Biotherapeutics, Inc.","ticker":"BOLT","filing_date":"2026-10-23"},{"id":42229,"accession_number":"0001193125-26-429647","item_number":"5.03","item_title":"Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"Item 5.03 describes the filing of a Certificate of Designation for Series D Preferred Stock in connection with a \"Merger and Financing referenced in Item 1.01 above.\" The supplemental exhibit (EX-99.1) confirms this is a material acquisition: Bolt is acquiring Prana Therapies via a stock-for-stock reverse merger, with concurrent $120 million private placement financing. The transaction fundamentally restructures Bolt's equity ownership (Prana holders will own ~51.7% post-transaction) and pipeline focus, making this a material M\u0026A event despite being disclosed under Item 5.03 rather than Item 1.01.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-10-23T14:32:57.578969+00:00","company_name":"Bolt Biotherapeutics, Inc.","ticker":"BOLT","filing_date":"2026-10-23"},{"id":42230,"accession_number":"0001193125-26-429647","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The filing discloses Bolt's acquisition of Prana Therapies via a stock-for-stock reverse merger, combined with a concurrent $120 million private placement financing (with up to $60 million additional from warrant exercises). The press release explicitly states \"Bolt Biotherapeutics Announces Acquisition of Prana Therapies and $120 Million Concurrent Private Placement\" and describes the transaction structure, equity ownership post-closing (~51.7% to Prana shareholders, ~41.4% to new investors), and management changes. This is a material M\u0026A transaction with significant financing that fundamentally restructures the company's ownership and pipeline.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-10-23T14:32:57.578969+00:00","company_name":"Bolt Biotherapeutics, Inc.","ticker":"BOLT","filing_date":"2026-10-23"},{"id":42231,"accession_number":"0001193125-26-429647","item_number":"8.01","item_title":"Other Events.","event_type":"operational_other","event_domain":"operational","is_material":true,"confidence":0.72,"reasoning":"The Item 8.01 disclosure centers on Phase 1 clinical trial results for BDC-4182, a claudin 18.2-targeting antibody in gastric cancer. The data shows tolerability (mostly Grade 1/2 adverse events, no dose-limiting toxicities), pharmacodynamic effects, and a 53% disease control rate in the every-2-weeks cohort. While clinical trial progress is operationally significant for a biotech company, this is a routine interim update on an ongoing study with no material adverse findings or regulatory setback. The company explicitly states it does not expect additional updates, suggesting this is a standard milestone disclosure rather than a transformative clinical event.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-10-23T14:32:57.578969+00:00","company_name":"Bolt Biotherapeutics, Inc.","ticker":"BOLT","filing_date":"2026-10-23"}]}
