Bolt Projects Holdings, Inc. Files 8-K with Material Agreement

TL;DR

Bolt Projects Holdings (BSLK) filed an 8-K on 8/14/25 detailing a material agreement and equity sales.

AI Summary

On August 14, 2025, Bolt Projects Holdings, Inc. (formerly Golden Arrow Merger Corp.) entered into a material definitive agreement. The company also reported on unregistered sales of equity securities and filed financial statements and exhibits. Bolt Projects Holdings, Inc. is incorporated in Delaware and its fiscal year ends on December 31.

Why It Matters

This filing indicates significant corporate activity, including a new material agreement and equity transactions, which could impact the company's financial standing and future operations.

Risk Assessment

Risk Level: medium — The filing involves material definitive agreements and unregistered sales of equity, which can introduce financial and operational risks.

Key Numbers

• 001-40223 — SEC File Number (Identifies the company's filing with the SEC.)
• 86-1256660 — IRS Employer Identification No. (Company's tax identification number.)

Key Players & Entities

• Bolt Projects Holdings, Inc. (company) — Registrant
• Golden Arrow Merger Corp. (company) — Former name of registrant
• August 14, 2025 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of incorporation
• 2261 Market Street, Suite 5447 (address) — Business and mail address
• San Francisco, CA 94114 (address) — Business and mail address

FAQ

Key Financial Figures

• $0.0001 — ich registered Common stock, par value $0.0001 per share BSLK The Nasdaq Stock Market
• $230.00 B — of Common stock at an exercise price of $230.00 BSLKW The Nasdaq Stock Market LLC Indic
• $4.65 — 0001 per share (the "Common Stock") for $4.65 per share or, in lieu of Shares, pre-fu
• $4.6499 — "). Each Warrant was sold at a price of $4.6499 per Warrant with an initial exercise pr
• $4.25 m — roceeds to the Company of approximately $4.25 million, prior to deducting placement age

Filing Documents

• bslk-20250814.htm (8-K) — 37KB
• bolt-ex41xformofprexfunded.htm (EX-4.1) — 117KB
• exhibit101-bslkxsecurities.htm (EX-10.1) — 269KB
• exhibit102-bslkxrraaugust2.htm (EX-10.2) — 112KB
• 0001841125-25-000116.txt ( ) — 803KB
• bslk-20250814.xsd (EX-101.SCH) — 3KB
• bslk-20250814_def.xml (EX-101.DEF) — 16KB
• bslk-20250814_lab.xml (EX-101.LAB) — 30KB
• bslk-20250814_pre.xml (EX-101.PRE) — 17KB
• bslk-20250814_htm.xml (XML) — 4KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. As previously disclosed in the Current Report on Form 8-K filed by Bolt Projects Holdings, Inc. (the "Company") on August 14, 2025, the Company entered into a securities purchase agreement (the "Purchase Agreement") on August 14, 2025 with the investors named therein (the "Investors") pursuant to which the Company agreed to sell and issue to the Investors an aggregate of 913,979 shares (the "Shares") of common stock, par value $0.0001 per share (the "Common Stock") for $4.65 per share or, in lieu of Shares, pre-funded warrants (the "Warrants") to purchase shares (the "Warrant Shares") of the Common Stock (the "Transaction"). Each Warrant was sold at a price of $4.6499 per Warrant with an initial exercise price of $0.0001 per Warrant, subject to appropriate adjustment in the event of share dividends, share splits, reorganizations or similar events affecting the Common Stock. The Warrants can be exercised on a cash or on a cashless basis, and the Warrants have no expiration date. The Warrants became exercisable beginning on the Closing Date (as defined below), subject to a restriction preventing any Investors from beneficially owning more than 4.99% or 9.99%, as applicable, of the number of shares of Common Stock outstanding immediately after giving effect to the issuance of the shares of Common Stock issuable upon the exercise of the Warrant. The Transaction closed on August 15, 2025 (the "Closing Date") with aggregate gross proceeds to the Company of approximately $4.25 million, prior to deducting placement agent fees and other offering expenses payable by the Company. Rodman & Renshaw LLC acted as the Company's exclusive placement agent in connection with the Transaction. Under the terms of the registration rights agreement entered into among the Company and the Investors in connection with the Transaction (the "Registration Rights Agreement"), the Company has agreed to file a registration statement coverin

02 Unregistered Sales of Equity Securities

Item 3.02 Unregistered Sales of Equity Securities. The disclosure set forth above in Item 1.01 of this Form 8-K is incorporated by reference into this Item 3.02. The Transaction was conducted in reliance on an exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended (the "Securities Act"), and/or Regulation D promulgated thereunder. Any issuance of Warrant Shares upon exercise of the Warrants pursuant to a cashless exercise will be made pursuant to Section 3(a)(9) of Securities Act. Any other issuance of Warrant Shares upon exercise of the Warrants will be made pursuant to Section 4(a)(2) of the Securities Act.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 4.1 Form of Pre-funded Warrant 10.1* Form of Purchase Agreement 10.2* Form of Registration Rights Agreement 104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document 1 * Certain of the schedules and attachments to this exhibit have been omitted pursuant to Regulation S-K, Item 601(a)(5). The registrant hereby undertakes to provide further information regarding such omitted materials to the Commission upon request. 2 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: August 19, 2025 By: /s/ Daniel Widmaier Name: Daniel Widmaier Title: Chief Executive Officer 3

View Full Filing

View this 8-K filing on SEC EDGAR