SEC FORM 3

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Schatzman Randall C

(Last)

(First)

(Middle)

C/O BOLT BIOTHERAPEUTICS, INC.

900 CHESAPEAKE DRIVE

(Street)

REDWOOD CITY

94063

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/04/2021

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

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

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

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option (Right to Buy)	⁽¹⁾⁽²⁾	09/06/2029	Common Stock	791,185	$2.73	D
Stock Option (Right to Buy)	⁽²⁾	09/02/2030	Common Stock	100,000	$4.34	D
Stock Option (Right to Buy)	⁽³⁾	09/02/2030	Common Stock	178,571	$4.34	D

Explanation of Responses:

1. 1/4th of the shares subject to the option shall vest on the one (1) year anniversary of July 15, 2019 (the "Vesting Commencement Date"), and 1/48th of the shares shall vest each month thereafter on the same day of the month as the vesting commencement date, subject to the Reporting Person continuing to be a service provider to the Issuer through each such date.

2. For so long as the Reporting Person continuously provides services to the Issuer (or any subsidiary or parent of the Issuer) as an employee, officer, director, contractor or consultant, through the applicable vesting dates, this option will vest and become exercisable as follows: (a) prior to September 3, 2020 (the "2020 Vesting Commencement Date"), this option will not be vested or exercisable as to any of the shares subject to the option; and (b) following the 2020 Vesting Commencement Date, this option will become vested and exercisable with respect to 1/48th of the shares subject to the option when the Reporting Person completes each month of continuous service following the 2020 Vesting Commencement Date.

3. For so long as the Reporting Person continuously provides services to the Issuer (or any subsidiary or parent of the Issuer) as an employee, officer, director, contractor or consultant, through the applicable vesting dates, this option will vest and become exercisable as follows: (a) prior to January 15, 2021 (the "2021 Vesting Commencement Date"), this option will not be vested or exercisable as to any of the shares subject to the option; and (b) following the 2021 Vesting Commencement Date, this option will become vested and exercisable with respect to 1/48th of the shares subject to the option when the Reporting Person completes each month of continuous service following the 2021 Vesting Commencement Date.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Brian Woodard, Attorney-in-Fact	02/04/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.