Editas Medicine Inc 美股招股说明书（2026年5月26日版）

Common Stock Warrants to Purchase Shares of Common StockShares of Common Stock We are offering (i)shares of our common stock and accompanying common stock warrants to purchase shares of ourcommon stock and, (ii)in lieu of common stock to certain investors that so choose, pre-funded warrants to purchasesharesof our common stock and accompanying common stock warrants to purchase shares of our common stock. Each share of commonstock is being offered and sold together with an accompanying common stock warrant to purchase one share of common stock at acombined offering price of $, and each pre-funded warrant is being offered and sold together with an accompanying commonstock warrant to purchase one share of common stock at a combined offering price of $, which is equal to the combinedoffering price per share of common stock and accompanying common stock warrant less the $0.0001 exercise price of each pre-funded warrant. Furthermore, to the extent that specified limitations described in the section “Description of Securities We AreOffering” restrict the exercise of the common stock warrants, the holder may choose, in lieu of receiving common stock upon The shares of common stock and the pre-funded warrants, on the one hand, and the accompanying common stock warrants, onthe other hand, are immediately separable and will be issued separately, but can only be purchased together in this offering. Eachcommon stock warrant will have an exercise price per share of common stock equal to $and will be exercisable from the dateof issuance, subject to the ownership limitation described in this prospectus supplement, and will expire on the earlier of (i)the datethat is 30days following the first public announcement by us of Phase1 clinical data for our product candidate, EDIT-401, thatdiscloses at least three patients in the trial that each demonstrated greater than 80% reduction in LDL-cholesterol as compared to Our common stock is listed on The Nasdaq Global Select Market under the symbol “EDIT.” The last reported sale price of ourcommon stock on The Nasdaq Global Select Market on May22, 2026 was $2.76 per share. Investing in our securities involves risks. See “Risk Factors” beginning on pageS-7of this prospectus supplement, as well as thosecontained in the accompanying prospectus and in the documents incorporated by reference herein. (1)See “Underwriting” beginning on pageS-22of this prospectus supplement for a description of all compensation payable to theunderwriters. We are a “smaller reporting company” under applicable Securities and Exchange Commission rules and are subject to reducedpublic company reporting requirements. See “Prospectus Summary — Implications of Being a Smaller Reporting Company.” Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of thesesecurities or passed upon the adequacy or accuracy of this prospectus supplement. Any representation to the contrary is a criminal The underwriters expect to deliver the shares of common stock, pre-funded warrants and the accompanying common stockwarrants against payment on or about May, 2026. Wells Fargo SecuritiesThe information in this preliminary prospectus supplement is not complete and may be changed. A registration statement relating to the securities has been declared effective by theSecurities and Exchange Commission. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and are not soliciting an offer to Cantorbuy these securities in any jurisdiction where the offer or sale is not permitted. The date of this prospectus supplement is TABLE OF CONTENTS PROSPECTUS SUPPLEMENTABOUT THIS PROSPECTUS SUPPLEMENTS-1FORWARD-LOOKING STATEMENTSS-2PROSPECTUS SUPPLEMENT SUMMARYS-3THE OFFERINGS-5RISK FACTORSS-7USE OF PROCEEDSS-10DILUTIONS-11DESCRIPTION OF SECURITIES WE ARE OFFERINGS-12MATERIAL U.S. FEDERAL TAX CONSIDERATIONS HOLDERS OF COMMON STOCK, PRE-FUNDED WARRANTS OR COMMON STOCK WARRANTSS-15UNDERWRITINGS-22LEGAL MATTERSS-32EXPERTSS-32WHERE YOU CAN FIND MORE INFORMATIONS-33INCORPORATION BY REFERENCES-33PROSPECTUSABOUT THIS PROSPECTUS1WHERE YOU CAN FIND MORE INFORMATION2INCORPORAITON BY REFERENCE3FORWARD-LOOKING STATEMENTS4RISK FACTORS5EDITAS MEDICINE, INC.6USE OF PROCEEDS7DESCRIPTION OF DEBT SECURITIES8DESCRIPTION OF CAPITAL STOCK17DESCRIPTION OF DEPOSITARY SHARES24DESCRIPTION OF SUBSCRIPTION RIGHTS27DESCRIPTION OF PURCHASE CONTRACTS28DESCRIPTION OF WARRANTS29DESCRIPTION OF UNITS30FORMS OF SECURITIES31PLAN OF DISTRIBUTION33LEGAL MATTERS36EXPERTS36 ABOUT THIS PROSPECTUS SUPPLEMENT This document is in two parts. The first part is this prospectus supplement, which describes the specificterms of this offering and adds to and updates information contained in the accompanying prospectus andthe documents incorporated by reference herein. The second part, the accompanying prospectus, providesmore general information. Generally, when we refer