SCHEDULE: Bolt Projects Holdings: Investor Group Exits 5% Stake

A group of investors, including Ascent Partners Fund LLC, has filed an exit statement, no longer holding more than 5% of Bolt Projects Holdings, Inc. common stock, following the company's Nasdaq delisting.

Summary

• Ascent Partners Fund LLC and a group of related entities and individuals (the "Reporting Persons") have filed an Amendment No. 1 to their Schedule 13G, indicating they no longer beneficially own more than 5% of Bolt Projects Holdings, Inc.'s common stock.
• This filing serves as an "exit filing" for the Reporting Persons.
• As of December 31, 2025, the Reporting Persons collectively beneficially owned 228,408 shares, representing 4.97% of the company's total outstanding common stock.
• The percentage is calculated based on 4,594,531 shares outstanding as of December 31, 2025, which includes 4,366,123 shares outstanding as of November 7, 2025, plus 228,408 shares issued to the reporting person subsequent to the November 7, 2025 10-Q filing.
• The 228,408 shares were issued as payment adjustment shares related to an advance notice under an equity purchase agreement dated September 12, 2025, between the issuer and Ascent.

Sentiment

Score: 2

Explanation: StockSavvy.ai views this as a highly negative development for Bolt Projects Holdings, Inc., primarily due to the Nasdaq delisting and the subsequent inability to access critical financing, compounded by a significant investor group reducing its stake.

Negatives

• The Reporting Persons, a significant investor group, have reduced their beneficial ownership below the 5% threshold, signaling a decreased stake.
• Bolt Projects Holdings, Inc. was delisted from Nasdaq on January 5, 2026.
• The company has been unable to draw on its equity purchase facility since December 31, 2025, due to the Nasdaq delisting.
• Ascent sent a notice of failure of conditions under the equity purchase agreement to the company on January 15, 2025.

Risks

• Delisting Risk: Bolt Projects Holdings, Inc. was delisted from Nasdaq on January 5, 2026, which typically impacts liquidity and investor confidence.
• Financing Risk: The company has been unable to draw on its equity purchase facility since December 31, 2025, following the Nasdaq delisting, potentially limiting access to capital.
• Contractual Breach Risk: Ascent sent a notice of failure of conditions under the equity purchase agreement to the company on January 15, 2025, which could lead to further financial or legal implications.

Future Outlook

The filing indicates a challenging outlook for Bolt Projects Holdings, Inc. due to its recent delisting from Nasdaq and the subsequent inability to access its equity purchase facility. The notice of failure of conditions under the equity purchase agreement suggests potential further financial strain or disputes.

Industry Context

StockSavvy.ai notes that an investor group reducing its stake below the 5% reporting threshold, especially when coupled with a Nasdaq delisting, often signals significant operational or financial distress for the issuer. The inability to draw on an equity purchase facility further exacerbates concerns about the company's liquidity and future funding prospects, placing it in a precarious position compared to industry peers that maintain exchange listings and stable financing.

Comparison to Industry Standards

• The delisting from Nasdaq on January 5, 2026, places Bolt Projects Holdings, Inc. significantly below industry standards for publicly traded companies, as a major exchange listing is crucial for liquidity and investor confidence.
• The inability to draw on an equity purchase facility since December 31, 2025, following the delisting, indicates a failure to meet standard financing conditions, contrasting sharply with healthy companies that maintain access to capital markets.

Legal Proceedings

• The notice of failure of conditions under the equity purchase agreement sent by Ascent to the company on January 15, 2025, could potentially lead to legal disputes or claims.

Stakeholder Impact

• Shareholders: Likely to experience reduced liquidity and potentially lower share value due to the Nasdaq delisting and the investor group's reduced stake.
• Creditors/Lenders: The inability to draw on the equity purchase facility and the notice of failure of conditions could signal increased credit risk.

Next Steps

• The company needs to address the notice of failure of conditions under the equity purchase agreement.
• The company will need to navigate the implications of its Nasdaq delisting, including potential impacts on liquidity and future capital raising.

Key Dates

Recommendation

The combination of a Nasdaq delisting, the inability to access a crucial equity financing facility, and a significant investor group reducing its stake below the 5% threshold presents a severely negative outlook for Bolt Projects Holdings, Inc. These events indicate significant operational and financial distress, making the stock a strong sell for seasoned investors.

Keywords

Bolt Projects Holdings, Ascent Partners Fund, Schedule 13G, beneficial ownership, exit filing, Nasdaq delisting, equity purchase agreement, share ownership, institutional investor