预测肿瘤学公司美股招股说明书(2025-10-29版)

(To Prospectus dated May 21, 2024 and the Prospectus Supplements dated May 21, 2024, April 18, 2025, andJune 2, 2025) Up to $18,330,000Common Stock Thisprospectus supplement(this“Prospectus Supplement”)amends and supplements certaininformation in the prospectus, dated May 21, 2024, filed with the Securities and Exchange Commission (the“SEC”) as part of our registration statement on Form S-3 (333-279123), as supplemented by our prospectussupplement, dated May 21, 2024, as further supplemented by the prospectus supplements dated April 18, 2025and June 2, 2025 (collectively with this Prospectus Supplement, the “ATM Prospectus”), relating to the offerand sale of shares of our common stock, par value $0.01 per share (“Common Stock”), from time to timepursuant to the terms of the certain ATM Sales Agreement, dated May 3, 2024 (the “Agreement”), we enteredinto with H.C. Wainwright & Co., LLC (“Wainwright”), as sales agent. During the twelve calendar months priorto, and including, the date hereof, we have sold an aggregate of 139,680 shares of our Common Stock, asadjusted to reflect the one-for-fifteen reverse stock split effected on September 29, 2025, for aggregate grossproceeds of approximately $1,872,333 through Wainwright under the Agreement. This Prospectus Supplementshould be read in conjunction with the ATM Prospectus, and is qualified by reference thereto, except to theextent that the information herein amends or supersedes the information contained in the ATM Prospectus. ThisProspectus Supplement is not complete without, and may only be delivered or utilized in connection with, theATM Prospectus, and any future amendments or supplements thereto. As of a date within 60 days of this Prospectus Supplement, the aggregate market value of our commonstockheld by non-affiliates pursuant to General Instruction I.B.6 of Form S-3 is$62,257,699,which wascalculated based on 3,458,934 shares of our outstanding Common Stock held by non-affiliates and a price of$17.9991 per share, the closing price of our Common Stock on September 29, 2025, which is the highest closingsale price of our Common Stock on the Nasdaq Capital Market within the prior 60 days. As of the date of thisProspectus Supplement, we have sold securities with an aggregate market value of approximately $2,417,337pursuant to General Instruction I.B.6 of Form S-3 during the 12 calendar months prior to, and including, the dateof this Prospectus Supplement. Pursuant to General Instruction I.B.6 of Form S-3, in no event will we sellsecurities in public primary offerings on Form S-3 with a value exceeding one-third of our public float (asdefined by General Instruction I.B.6) in any 12-calendar month period so long as our public float remains below$75.0 million. We are filing this Prospectus Supplement to amend the ATM Prospectus to update the maximumamount of shares that we are eligible to sell from and after the date hereof, and to specify the value of CommonStock we would be permitted to sell in any 12-calendar month period under General Instruction I.B.6. We maycurrentlyonly offer and sell shares of our Common Stock having an aggregate offering price of up to$18,330,000 pursuant to this Prospectus Supplement in accordance with the terms of the Agreement, and as aresult of the limitations set forth in General Instruction I.B.6. However, in the event that our public float increasesor decreases, we may sell securities in public primary offerings on Form S-3 with a value up to one-third of ourpublic float, in each case calculated pursuant to General Instruction I.B.6 and subject to the terms of theAgreement. In the event that our public float increases above $75.0 million, we will no longer be subject to thelimits in General Instruction I.B.6 of Form S-3. If our public float increases such that we may sell additionalamounts under the Agreement and the registration statement of which this Prospectus Supplement and theATM Prospectus are a part, we will file another prospectus supplement prior to making additional sales. On October 28, 2025, the Company held approximately 5.49 billion Aethir tokens (“ATH”), with amarket value of approximately $159.2 million, based on a price of $0.0290 per ATH, the price reported on theCoinbase exchange as of 4:00 p.m. ET on such date. Our Common Stock trades on the Nasdaq Capital Market (“Nasdaq”) under the symbol “POAI.” OnOctober 28, 2025, the last reported sale price of our Common Stock on Nasdaq was $9.69 per share. INVESTING IN OUR SECURITIES INVOLVES RISKS. SEE THE “RISK FACTORS” ON PAGE S-9 OF THEATMPROSPECTUS AND IN THE DOCUMENTS INCORPORATED BY REFERENCE IN THE REGISTRATIONSTATEMENTCONCERNING FACTORS YOU SHOULD CONSIDER BEFORE INVESTING IN OUR COMMONSTOCK. Neitherthe SEC nor any state securities commission has approved or disapproved of thesesecurities or passed upon the adequacy or accuracy of this Prospectus Supplement or the accompanyingprospectus. Any representation to the contrary is a criminal offense. H.C.