CRISPR Therapeutics AG美股招股说明书(2025-10-15版)

Up to $600,000,000 Common Shares We previously entered into an Open Market Sale AgreementSMwith Jefferies LLC, or Jefferies, on August 30, 2019,or the Sales Agreement, relating to our common shares offered by this prospectus supplement and the accompanyingprospectus. In accordance with the terms of the Sales Agreement, under this prospectus supplement we may offerand sell our common shares, CHF 0.03 nominal value, having an aggregate offering price of up to $600,000,000from time to time through Jefferies, acting as our agent. Our common shares are listed on The Nasdaq Global Market under the symbol “CRSP.” On October 13, 2025, theclosing sale price of our common shares on The Nasdaq Global Market was $68.29 per share. Sales of our common shares, if any, under this prospectus supplement and the accompanying prospectus may bemade in sales deemed to be an “at the market offering” as defined in Rule 415(a)(4) promulgated under theSecurities Act of 1933, as amended, or the Securities Act. Jefferies is not required to sell any specific number ordollar amount of securities, but will act as a sales agent using commercially reasonable efforts consistent with itsnormal trading and sales practices, on mutually agreed terms between Jefferies and us. There is no arrangement forfunds to be received in any escrow, trust or similar arrangement. Jefferies will be entitled to compensation at a commission rate of up to 3.0% of the gross sales price per commonshare sold under the Sales Agreement. See “Plan of Distribution” beginning on pageS-10for additional informationregarding the compensation to be paid to Jefferies. In connection with the sale of the common shares on our behalf,Jefferies will be deemed to be an “underwriter” within the meaning of the Securities Act and the compensation ofJefferies will be deemed to be underwriting commissions or discounts. We have also agreed to provideindemnification and contribution to Jefferies with respect to certain liabilities, including liabilities under theSecurities Act or the Securities Exchange Act of 1934, as amended, or the Exchange Act. Investing in our securities involves risks. See the “Risk Factors” on pageS-4of this prospectus supplement, aswell as in the documents incorporated or deemed to be incorporated by reference into this prospectussupplement and the accompanying prospectus, concerning factors you should consider before buying thecommon shares. Neither the Securities and Exchange Commission nor any other regulatory body has approved ordisapproved of these securities or passed upon the adequacy or accuracy of this prospectus supplement or theaccompanying prospectus. Any representation to the contrary is a criminal offense. Jefferies The date of this prospectus supplement is October 15, 2025. TABLE OF CONTENTS PROSPECTUS SUPPLEMENT ABOUT THIS PROSPECTUS SUPPLEMENTPROSPECTUS SUPPLEMENT SUMMARYTHE OFFERINGRISK FACTORSSPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTSUSE OF PROCEEDSDILUTIONPLAN OF DISTRIBUTIONTAXATIONLEGAL MATTERSEXPERTSWHERE YOU CAN FIND MORE INFORMATIONINCORPORATION OF CERTAIN INFORMATION BY REFERENCE PROSPECTUS ABOUT THIS PROSPECTUSCRISPR THERAPEUTICS AGRISK FACTORSSPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTSUSE OF PROCEEDSSELLING SHAREHOLDERSDESCRIPTION OF CAPITAL SHARESCOMPARISON OF SWISS LAW AND DELAWARE LAWDESCRIPTION OF DEBT SECURITIESDESCRIPTION OF WARRANTSDESCRIPTION OF UNITSDESCRIPTION OF SUBSCRIPTION RIGHTSPLAN OF DISTRIBUTIONLEGAL MATTERSEXPERTSWHERE YOU CAN FIND MORE INFORMATIONINCORPORATION OF CERTAIN INFORMATION BY REFERENCE ABOUT THIS PROSPECTUS SUPPLEMENT This prospectus supplement and the accompanying prospectus are part of a registration statement on Form S-3ASRthat we have filed with the Securities and Exchange Commission, or SEC, utilizing a “shelf” registration process.This prospectus supplement relates to the offering of our common shares. Before buying any of the common sharesthat we are offering, we urge you to carefully read this prospectus supplement and the accompanying prospectustogether with the information incorporated by reference as described under the headings “Where You Can FindMore Information” and “Incorporation of Certain Information by Reference” in these documents. These documentscontain important information that you should consider when making your investment decision. This document is in two parts. The first part is this prospectus supplement, which describes the terms of this offeringof our common shares and also adds to and updates information contained in the accompanying prospectus and thedocuments incorporated by reference into this prospectus supplement and the accompanying prospectus. The secondpart, the accompanying prospectus dated August 5, 2024, including the documents incorporated by referencetherein, provides more general information. Generally, when we refer to this prospectus, we are referring to bothparts of this document combined. To the extent there is a conflict between