AEye Inc-A美股招股说明书(2025-07-25版)

This Amendment No. 3 to the Prospectus Supplements (the “Amendment”) amends and supplements the information in the by reference thereto, except to the extent that the information herein amends or supersedes the information contained in the PriorProspectus. This Amendment is not complete without, and may only be delivered or utilized in connection with, the Prior Prospectusand any future amendments or supplements thereto.We are filing this Amendment to amend the Prior Prospectus to update the maximum amount of shares that we are eligible tosell under our Registration Statement pursuant to the Sales Agreement under General Instruction I.B.6 of Form S-3. As a result ofthese limitations and the current public float of our common stock, and in accordance with the terms of the Sales Agreement, we mayoffer and sell shares of our common stock having an aggregate offering price of up to $23,728,000 from time to time through A.G.P. Inthe event that we may sell additional amounts under the Sales Agreement in accordance with General Instruction I.B.6, we will fileanother prospectus supplement or amendment prior to making such additional sales. This Amendment amends and/or supplements under the symbol “LIDR.” The last sale price of our common stock, as reported on Nasdaq on July 24, 2025, was $2.92 per share.As of July 24, 2025, the aggregate market value of our outstanding shares of common stock held by non-affiliates, or publicfloat, was determined to be $71,186,514 based on 25,417,565 shares of common stock outstanding, of which 24,378,943 are held bynon-affiliates, and at a price of $2.92 per share, the closing price of our common stock on July 24, 2025. In no event will the aggregatemarket value of securities sold by us or on our behalf pursuant to General Instruction I.B.6 of Form S-3 during the 12 calendar month the Prospectus Supplement dated September 13, 2024 and the documents incorporated by reference into this Amendment andthe Prior Prospectus, as they may be amended, updated or supplemented periodically in our reports filed with the Securitiesand Exchange Commission, before investing in our common stock.Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved ofthese securities or determined if this Amendment or the Prior Prospectus are truthful or complete. Any representation to thecontrary is a criminal offense.