Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On July 11, 2025, the Board of Directors (the "Board") of Bolt Projects Holdings, Inc. (the "Company") appointed Lorne Lucree and Gail Zauder to the Board to serve as Class II and Class III directors, respectively, effective as of that date. Mr. Lucree will serve for a term expiring at the Company's annual meeting of stockholders to be held in 2026, and Ms. Zauder will serve for a term expiring at the Company's annual meeting of stockholders to be held in 2027, in each case, until their respective successor is duly elected and qualified or until their earlier death, resignation, disqualification or removal.
In connection with Mr. Lucree's and Ms. Zauder's appointment to the Board, each became eligible to participate in, and receive cash and equity compensation pursuant to the terms and conditions of, the Company's Non-Employee Director Compensation Program filed as Exhibit 10.15 to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2024 (the "Form 10-K"). The material terms of the Company's Non-Employee Director Compensation Program are described in the Form 10-K under Part III, Item 11. "Executive Compensation - Narrative to Summary Compensation Table - Executive Compensation Arrangements - Director Compensation Program" and are incorporated by reference herein.
Each of Mr. Lucree and Ms. Zauder is expected to enter into the Company's standard form indemnification agreement in the form filed as Exhibit 10.28 to the Company's Registration Statement on Form S-4/A (File No. 333-276849) filed with the Securities and Exchange Commission on July 10, 2024.
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