SCHEDULE: Pivotal BioVenture Group Reduces Bolt Biotherapeutics Stake

A group of investment entities, including Nan Fung Group and Pivotal bioVenture Partners, have reduced their beneficial ownership in Bolt Biotherapeutics, Inc. to below the 5% threshold.

Summary

• A group of reporting persons, including Nan Fung Group Holdings Limited, NF Investment Holdings Limited, and various Pivotal bioVenture Partners entities, ceased to be beneficial owners of more than five percent of Bolt Biotherapeutics, Inc.'s Common Stock.
• The event triggering this Schedule 13D Amendment No. 4 occurred on February 24, 2026, with the cessation of 5% beneficial ownership effective February 26, 2026.
• The reporting persons engaged in multiple sale transactions of Common Stock between February 17, 2026, and February 26, 2026.
• Pivotal bioVenture Partners Fund I, L.P. sold a total of 25,925 shares across these dates at weighted average prices ranging from $4.6478 to $5.1386.
• NFLS Beta Limited sold a total of 14,744 shares during the same period, with corresponding weighted average prices.
• Following these transactions, Nan Fung Group Holdings Limited and NF Investment Holdings Limited each beneficially own 87,486 shares, representing 4.6% of the class.
• Pivotal bioVenture Partners Fund I, L.P. and its related entities (Pivotal bioVenture Partners Fund I G.P., L.P., Pivotal bioVenture Partners Fund I U.G.P. Ltd., Pivotal Partners Ltd, Pivotal Life Sciences Holdings Limited) each beneficially own 52,556 shares, representing 2.7% of the class.
• Nan Fung Life Sciences Holdings Limited beneficially owns 82,486 shares (4.3%), Permwell Management Limited owns 5,000 shares (0.3%), NFLS Beta Limited owns 29,930 shares (1.6%), and NFLS Platform Holdings Limited owns 29,930 shares (1.6%).
• The percentages are based on 1,919,441 outstanding shares of Common Stock as reported by Bolt Biotherapeutics in its Form 10-Q filed on November 12, 2025.
• Mr. Kam Chung Leung directly owns an additional 8,684 shares of Common Stock, separate from the reporting group's beneficial ownership.

Sentiment

Score: 3

Explanation: StockSavvy.ai views this as a moderately negative signal, as the reduction of a significant institutional stake often suggests a re-evaluation of the investment by a sophisticated party, potentially indicating concerns or a shift in strategy.

Negatives

• A significant group of institutional investors, including Nan Fung Group and Pivotal bioVenture Partners, has reduced its stake in Bolt Biotherapeutics, Inc. to below the 5% beneficial ownership threshold.
• The divestment of a substantial number of shares by these entities, totaling over 40,000 shares across various transactions, could signal a lack of confidence or a shift in investment strategy regarding Bolt Biotherapeutics.

Risks

• The reduction in a significant institutional holding could lead to decreased investor confidence and potentially impact the company's stock price.
• A major shareholder's divestment might reduce the level of institutional oversight or advocacy for the company's strategic direction.

Future Outlook

The filing does not contain any forward-looking statements or guidance regarding Bolt Biotherapeutics' future performance or operations.

Industry Context

StockSavvy.ai notes that a reduction in a significant institutional stake in a biotech company like Bolt Biotherapeutics can sometimes signal a shift in investor confidence or a re-evaluation of the company's long-term prospects, potentially influencing other investors. Such movements are closely watched in the volatile biotechnology sector.

Related Party Transactions

• The reporting persons are a group of related entities, and their transactions are disclosed as part of their collective beneficial ownership changes.

Stakeholder Impact

• Shareholders may perceive the reduction in institutional ownership as a negative signal, potentially leading to decreased investor confidence and downward pressure on the stock price.
• The company's management might face increased scrutiny regarding its performance and strategic direction following the divestment by a major investor group.

Key Dates

Recommendation

The significant reduction in beneficial ownership by a group of institutional investors, including Nan Fung Group and Pivotal bioVenture Partners, suggests a re-evaluation of their investment in Bolt Biotherapeutics. While not an immediate 'sell' signal for all investors, it warrants a 'hold' recommendation to observe market reaction and any further developments, as such a divestment by a major holder can indicate underlying concerns or a shift in strategic focus.

Keywords

Bolt Biotherapeutics, SEC filing, Schedule 13D, beneficial ownership, institutional investor, Nan Fung Group, Pivotal bioVenture Partners, stock sale, equity stake, biotechnology