Bolt Biotherapeutics sets 1-for-20 reverse stock split, trading adjusted June 9

Bolt Biotherapeutics, Inc. (Nasdaq: BOLT) filed a Certificate of Amendment with the Delaware Secretary of State on June 6, 2025, to carry out a one-for-twenty (1:20) reverse stock split of its common stock. The split took effect that day. The shares are scheduled to trade on a split-adjusted basis on the Nasdaq Capital Market when the market opens on June 9, 2025, under the same ticker symbol. The company reported the change in a Form 8-K filed June 6, 2025 under Item 5.03, which covers amendments to a company's charter. The filing does not say why the company chose to cut its share count.

What the filing says

At the effective time, every 20 shares of issued and outstanding common stock convert automatically into one share. The par value stays at $0.00001. The split covers all common stock outstanding immediately before the effective time. It also reduces the number of shares available under the company's equity incentive plans and its employee stock purchase plan.

Stock options and restricted stock units outstanding before the split are adjusted as well. The number of shares issuable on exercise falls, and the exercise price per share on the options rises by a matching amount. No fractional shares will be issued. A holder who would otherwise receive one gets a cash payment instead.

Stockholders approved a series of alternative amendments at the Annual Meeting held on May 27, 2025. The board approved the specific 1:20 ratio the same day. The full amendment is attached to the 8-K as Exhibit 3.1. William P. Quinn, the company's President, Chief Executive Officer and Chief Financial Officer, signed the report.

The filing gives a new CUSIP number for the common stock after the split, 097702203, while the ticker does not change.

The cash position behind the vote

Bolt's annual report for 2024 describes a developer of product candidates in cancer, built on what it calls its Boltbody ISAC approach and its myeloid expertise, aimed at immune-activating therapies. The report says its cash position of $70.2 million as of December 31, 2024 may be enough to fund operations through mid-2026. It then says that, because of significant uncertainty in its plans, including whether it achieves its collaboration income, the company has concluded there is substantial doubt about its ability to continue as a going concern within one year after the financial statements are issued.

The independent auditor's report on the 2024 financial statements carries an explanatory paragraph describing the same doubt. Bolt's net losses were $63.1 million for 2024 and $69.2 million for 2023. Its accumulated deficit stood at $427.4 million at December 31, 2024.

The annual report also says the company's future capital needs depend on drug discovery, preclinical and clinical results, and that raising more money may dilute existing stockholders, restrict operations or require the company to give up proprietary rights.

What a reverse split does and does not do

A reverse split changes the number of shares, not the company's cash, losses or runway. The 8-K does not mention a Nasdaq notice, a minimum bid price or any other listing step as the reason for the change, so the filing alone does not say whether the split was a response to an exchange requirement.

The 2024 report's going-concern language and accumulated deficit are the financial backdrop to the split. The filing does not set out a financing plan, and the split does not add to the company's cash.

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