地壳治疗公司美股招股说明书(2025-07-15版)

Sales of our common stock, if any, under this prospectus supplement will be made in negotiated transactions, including block trades or block sales, or at efforts consistent with its normal trading and sales practices, on mutually agreed terms between TD Cowen and us. There is no arrangement for funds to bereceived in any escrow, trust or similar arrangement.The compensation to TD Cowen for sales of common stock pursuant to the sales agreement will be an amount up to 3.0% of the gross proceeds of anyshares of common stock sold under the sales agreement. In connection with the sale of the common stock on our behalf, TD Cowen will be deemed to be an“underwriter” within the meaning of the Securities Act and the compensation of TD Cowen will be deemed to be underwriting commissions or discounts. We Securities Exchange Act of 1934, as amended (the “Exchange Act”).We are a “smaller reporting company” under the federal securities laws and, as such, we have elected to comply with certain reduced public company on pageS-2of this prospectus supplement.Investing in our common stock involves a high degree of risk. Before making an investment decision, you should carefully review the risks anduncertainties described under the heading “Risk Factors” beginning on page S-4 of this prospectus supplement and under similar headings in thedocuments that we have filed or that are filed after the date hereof and are incorporated by reference into this prospectus supplement. TD Cowen PROSPECTUS SUPPLEMENT DESCRIPTION OF CAPITAL STOCKDESCRIPTION OF DEBT SECURITIESDESCRIPTION OF WARRANTSLEGAL OWNERSHIP OF SECURITIESPLAN OF DISTRIBUTIONLEGAL MATTERSWHERE YOU CAN FIND MORE INFORMATIONINCORPORATION OF CERTAIN INFORMATION BY REFERENCES-i This prospectus supplement describes the terms of this offering of common stock and also adds to and updates information contained in the there is a conflict between the information contained in this prospectus supplement and the information contained in the accompanying base prospectus,you should rely on the information in this prospectus supplement. To the extent there is a conflict between the information contained in this prospectus supplement, on the one hand, and the information contained in any document incorporated by reference into this prospectus supplement that was filedwith the SEC before the date of this prospectus supplement, on the other hand, you should rely on the information in this prospectus supplement. If anystatement in one of these documents is inconsistent with a statement in another document having a later date (for example, a document incorporated byreference into this prospectus supplement) the statement in the document having the later date modifies or supersedes the earlier statement.We have not, and TD Cowen has not, authorized anyone to provide you with information in addition to or different from that contained in orincorporated by reference into this prospectus supplement. We are not, and TD Cowen is not, making an offer to sell or soliciting an offer to buy our prospects may have changed since those dates. You should read this prospectus supplement, the accompanying base prospectus, the documentsincorporated by reference herein and therein, and any free writing prospectus that we have authorized for use in connection with this offering, in theirentirety before making an investment decision.Unless the context requires otherwise, references in this prospectus supplement to the “Company,” “Tectonic,” “we,” “us” and “our” refer to Certain information contained in, or incorporated by reference into, this prospectus supplement relates to or is based on studies, publications,surveys and other data obtained from third-party sources and our own internal estimates and research. While we believe these third-party sources to bereliable as of the date of this prospectus supplement, we have not independently verified the market and industry data contained in this prospectus This summary highlights certain information about us, this offering and selected information contained elsewhere in or incorporated byreference into this prospectus supplement. This summary is not complete and does not contain all of the information that you should considerbefore deciding whether to invest in our common stock. For a more complete understanding of our Company and this offering, we encourage you toread and consider carefully the more detailed information in this prospectus supplement, the accompanying base prospectus, including theinformation incorporated by reference herein and therein, and the information included in any free writing prospectus that we have authorized foruse in connection with this offering, including the information under the heading “Risk Factors” in this prospectus supplement beginning on pageS-4 and in the documents incorporated by reference into this prospectus supplement.Company OverviewWe are a clinical-stage biotechnology company focused on the discovery and de