Bolt Biotherapeutics (BOLT) Proxy Filing summary

Executive summary

• Annual meeting scheduled for May 27, 2025, to be held virtually, with voting on key proposals including director elections, auditor ratification, and a reverse stock split amendment.

• Record date for voting is April 15, 2025; only shareholders of record on this date may vote.

• Board recommends voting FOR all proposals on the agenda.

Voting matters and shareholder proposals

• Shareholders will vote on electing two Class I directors to serve until 2028.

• Ratification of PricewaterhouseCoopers LLP as independent auditor for 2025 is up for vote.

• Approval sought for an amendment to effect a reverse stock split of common stock at a ratio between 1-for-10 and 1-for-25.

• Shareholders may submit proposals for the 2026 meeting by December 26, 2025, for inclusion in the proxy statement.

Board of directors and corporate governance

• Board consists of six directors divided into three classes; two Class I directors (Laura Berner and Brian O'Callaghan) are up for election.

• Majority of directors are independent per Nasdaq standards; board leadership is separated between CEO and independent chair.

• Board diversity matrix provided, showing gender and demographic breakdown.

• Board committees include audit, compensation, and nominating/governance, each with defined responsibilities and independent members.

• Board met seven times in 2024; committee meetings held regularly.