Blaize Holdings Inc美股招股说明书(2025-06-03版)

This prospectus supplement updates, amends and supplements the prospectus dated February13, 2025 (as supplemented or amended from time totime, the “Prospectus”), which forms a part of our Registration Statement on FormS-1(RegistrationNo.333-284365).Capitalized terms used in thisprospectus supplement and not otherwise defined herein have the meanings specified in the Prospectus. This prospectus supplement is being filed to update, amend and supplement the information included in the Prospectus with information containedin our Current Report on Form10-Qfiled with the SEC on May14, 2025, which is set forth below.This prospectus supplement is not complete without the Prospectus. This prospectus supplement should be read in conjunction with the June2, 2025, the closing prices for our Common Stock and Warrants on the Nasdaq Stock Market LLC were $2.03 per share of Common Stock and$0.20 per Warrant. and other risk factors contained in the documents incorporated by reference therein for a discussion of informationthat should be considered in connection with an investment in our securities. determined if the Prospectus or this prospectus supplement is truthful or complete. Any representation to the contrary is a criminal offense. SECURITIES AND EXCHANGE COMMISSION FORM10-Q For the transition period fromCommission File Number001-41139 4659 Golden Foothill Parkway, Suite 206El Dorado Hills, CA Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 ofRegulationS-Tduring the preceding 12 months (or for such shorter period that the Registrant was required to submit such files).YES☒NO☐Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, anon-acceleratedfiler, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth This Quarterly Report on Form10-Q(this “Quarterly Report”) of Blaize Holdings, Inc. contains certain forward-looking statements within themeaning of Section27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section21E of the Securities Exchange Act of 1934, as concerning our business strategy, future revenues, market growth, capital requirements, product introductions, expansion plans and the adequacy of ourfunding. Other statements contained in this Annual Report that are not historical facts are also forward-looking statements. We have tried, wherever possible, to identify forward-looking statements by terminology such as “may,” “will,” “could,” “should,” “expects,” “anticipates,” “intends,” “plans,”“believes,” “seeks,” “estimates,” “continue,” “might,” “possible,” “potential,” “predict,” “project,” “goal,” “would,” “commit” and other stylisticvariants denoting forward-looking statements.We caution investors that any forward-looking statements presented in this Quarterly Report, or that we may make orally or in writing from timeto time, are based on information currently available, as well as our beliefs and assumptions. The actual outcome related to forward-looking statementswill be affected by known and unknown risks, trends, uncertainties, and factors that are beyond our control or ability to predict. Although we believe looking statements involve a number of risks, uncertainties (some of which are beyond our control), or other assumptions that may cause actual resultsor performance to be materially different from those expressed or implied by these forward-looking statements. These risks and uncertainties include,but are not limited to: changes in domestic and foreign business, market, financial, political and legal conditions; the expected benefits of the BusinessCombination are not obtained; the ability to meet stock exchange listing standards following the consummation of the Business Combination; the riskthat the Business Combination disrupts current plans and operations of Blaize as a result of the consummation of the Business Combination; failure torealize the anticipated benefits of the Business Combination, which may be affected by, among other things, competition, the ability of the combined infringement on the intellectual property rights of others; risks related to human capital; risks related to cybersecurity and data privacy; the outcome ofany government and regulatory proceedings and investigations and inquiries; and those factors in the other documents filed by Blaize from time to timewith the U.S. Securities and Exchange Commission (“SEC”). The discussion in this Quarterly Report should be read in conjunction with the condensedconsolidated financial statements and notes thereto included in Item 1. of Part I. of this Quarterly Report. Should one or more of these risks oruncertainties materialize, or should any of our assumptions prove incorrect, actual results may vary in material respects from th