Aura Biosciences Inc. 美股招股说明书（2026-05-04版本）

Pre-Funded Warrants to Purchase up to Shares of Common Stock We are offeringshares of our common stock, par value $0.00001 per share, or common stock, and pre-funded warrants to purchaseup toshares of our common stock, or the pre-funded warrants, (and the shares of common stock issuable from time to time uponexercise of the pre-funded warrants), pursuant to this prospectus supplement and the accompanying prospectus. We expect to use a portion of The pre-funded warrants will be exercisable immediately and are exercisable for one share of our common stock. The purchase price of eachpre-funded warrant is equal to the purchase price at which a share of our common stock is sold in this offering, minus $0.00001, and the Our common stock is listed on The Nasdaq Global Market under the symbol “AURA.” On May1, 2026, the last reported sale price for ourcommon stock on The Nasdaq Global Market was $7.01 per share. There is no established public trading market for the pre-funded warrants,and we do not expect a market to develop. In addition, we do not intend to apply for listing of the pre-funded warrants on any securities We are an “emerging growth company” and a “smaller reporting company” under the federal securities laws and, as such, we have elected tocomply with certain reduced public company reporting requirements for this prospectus supplement and for future filings. See “Prospectus Investing in our common stock involves a high degree of risk. See “Risk Factors” beginning on pageS-13 ofthis prospectus supplement and page 1 of the accompanying prospectus, and in the documents incorporatedby reference herein. You should read the entire prospectus supplement and the accompanying prospectus, Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securitiesor determined if this prospectus supplement or the accompanying prospectus is truthful or complete. Any representation to the The underwriters expect to deliver the shares of common stock and pre-funded warrants to purchasers on or about May Leerink Partners Citizens Capital Markets Table of Contents TABLE OF CONTENTS ABOUT THIS PROSPECTUS SUPPLEMENTSPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTSPROSPECTUS SUPPLEMENT SUMMARYRISK FACTORSUSE OF PROCEEDSDILUTIONDIVIDEND POLICYMATERIAL U.S. FEDERAL INCOME TAX CONSIDERATIONS FOR NON-U.S. HOLDERSDESCRIPTION OF PRE-FUNDED WARRANTSUNDERWRITINGLEGAL MATTERSEXPERTSWHERE YOU CAN FIND MORE INFORMATIONINCORPORATION OF CERTAIN INFORMATION BY REFERENCE PROSPECTUS ABOUT THIS PROSPECTUSRISK FACTORS Table of Contents ABOUT THIS PROSPECTUS SUPPLEMENT This document is in two parts. The first part is this prospectus supplement, which describes the specific terms of this offering of common stock andpre-funded warrants and also adds to and updates information contained in the accompanying prospectus and the documents incorporated by referenceinto this prospectus supplement and the accompanying prospectus. The second part is the accompanying prospectus dated April5, 2024, included in ourregistration statement on Form S-3 (File No.333-278253), along with the documents incorporated by reference therein, which provides more general To the extent there is a conflict between the information contained in this prospectus supplement, on the one hand, and the information contained in theaccompanying prospectus or in any document incorporated by reference that was filed with the Securities and Exchange Commission, or the SEC,before the date of this prospectus supplement, on the other hand, you should rely on the information in this prospectus supplement. If any statement in This prospectus supplement and the accompanying prospectus are part of a “shelf” registration statement that we filed with the SEC. Under the shelfregistration process, we may offer from time to time various securities, of which this offering of shares of our common stock and pre-funded warrants is Such registration statement also includes exhibits that provide more detail on the matters discussed in this prospectus supplement and the accompanyingprospectus. You should read this prospectus supplement, the accompanying prospectus, including the information incorporated by reference, the exhibits You should rely only on the information contained or incorporated by reference in this prospectus supplement, the accompanying prospectusand any free writing prospectus prepared by us or on our behalf. We have not, and the underwriters have not, authorized any other person toprovide you with information different from that contained in this prospectus supplement and the accompanying prospectus or incorporated byreference in this prospectus supplement and the accompanying prospectus. If anyone provides you with different or inconsistent information,you should not rely on it. We are not, and the underwriters are not, making an offer to sell or soliciting an offer to buy these securities underany circum