Bolt Projects Holdings Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Leadership Update, Financial Statements and Exhibits
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Item 1.01 Entry into a Material Definitive Agreement.
On November 25, 2024, Bolt Projects Holdings, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) with Daniel Widmaier, the Company’s Chief Executive Officer and a member of the board of directors of the Company (the “Board”); David Breslauer, the Company’s Chief Technology Officer and a member of the Board; Randy Befumo, the Company’s Interim Chief Financial Officer; Jery Finard, a member of the Board; and an entity affiliated with Jerry Fiddler, a member of the Board (collectively, the “Purchasers”). Pursuant to the Purchase Agreement, the Company agreed to sell an aggregate of 1,058,826 shares of its common stock, par value $0.0001 per share (the “Shares”), to the Purchasers for aggregate gross proceeds of approximately $360,000 before deducting any offering expenses (the “Private Placement”). The purchase price for each Share was $0.34, which was equal to the closing price of the Company’s common stock on Nasdaq on the date the Purchase Agreement was entered into. The Private Placement is expected to close on December 2, 2024 or as soon as practicable thereafter.
The Private Placement is exempt from registration pursuant to the exemption for transactions by an issuer not involving any public offering under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). The Shares were not registered under the Securities Act or any state securities laws and may not be reoffered or resold in the United States absent registration with the SEC or an applicable exemption from the registration requirements.
The foregoing description of the Purchase Agreement does not purport to be a complete description of the Purchase Agreement and is qualified in its entirety by reference to the complete text of the Purchase Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein.
Item 3.02 Unregistered Sales of Equity Securities.
The information called for by this Item 3.02 is contained in Item 1.01, which is incorporated herein by reference.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers.
On November 24, 2024, Daniel Steefel notified the Company of his resignation as a member of the Board and the audit committee of the Board, effective as of that date. Mr. Steefel’s resignation was not the result of any disagreement with the Company, the Board, management, or any matter relating to the Company’s operations, policies or practices.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| 10.1 | Securities Purchase Agreement, dated November 25, 2024, by and among Bolt Projects Holdings, Inc. and the purchasers named therein. | |
| 104 | Cover Page Interactive Data File (formatted as inline XBRL). |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| BOLT PROJECTS HOLDINGS, INC. | ||
| Date: November 26, 2024 | By: | /s/ Daniel Widmaier |
| Name: | Daniel Widmaier | |
| Title: | Chief Executive Officer | |
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