您的浏览器禁用了JavaScript(一种计算机语言,用以实现您与网页的交互),请解除该禁用,或者联系我们。[美股招股说明书]:Vor Biopharma Inc美股招股说明书(2025-11-12版) - 发现报告

Vor Biopharma Inc美股招股说明书(2025-11-12版)

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Vor Biopharma Inc美股招股说明书(2025-11-12版)

Prospectus supplement(To prospectus dated March31, 2025) 10,000,000 Shares We are offering 10,000,000 shares of our common stock. Our common stock is listed on The Nasdaq Global Select Market under the symbol “VOR.” On November10, 2025, the last reported sale price ofour common stock on The Nasdaq Global Select Market was $18.80per share. All share and per share numbers presented herein give effect to the1-for-20reverse stock split of our common stock effected on September18, 2025. We are an “emerging growth company” and a “smaller reporting company” as defined under applicable Securities and Exchange Commissionrules and are subject to reduced public company reporting requirements. See “Prospectus Supplement Summary—Implications of Being an EmergingGrowth Company and a Smaller Reporting Company.” Public offering priceUnderwriting discounts and commissions (1)See “Underwriting” for additional disclosure regarding underwriting compensation. We have granted the underwriters an option to purchase up to an additional 1,500,000 shares of our common stock at the public offering price, lessunderwriting discounts and commissions, within 30days from the date of the final prospectus supplement. Investing in our common stock involves a high degree of risk. See “Risk Factors” onpageS-9of this prospectus supplement and in thedocuments incorporated by reference into this prospectus supplement and the accompanying prospectus. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities orpassed upon the adequacy or accuracy of this prospectus supplement or the accompanying prospectus. Any representation to the contrary is acriminal offense. The underwriters expect to deliver the shares to purchasers on or about November 12, 2025. J.P.Morgan Citigroup November 10, 2025 Table of Contents TABLE OF CONTENTS Prospectus Supplement ABOUT THIS PROSPECTUS SUPPLEMENTPROSPECTUS SUPPLEMENT SUMMARYRISK FACTORSFORWARD-LOOKING STATEMENTSUSE OF PROCEEDSDILUTIONMATERIAL U.S. FEDERAL INCOME TAX CONSEQUENCES TONON-U.S.HOLDERSUNDERWRITINGLEGAL MATTERSEXPERTSWHERE YOU CAN FIND MORE INFORMATIONINCORPORATION OF CERTAIN INFORMATION BY REFERENCE Prospectus ABOUT THIS PROSPECTUSSUMMARYRISK FACTORSSPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTSUSE OF PROCEEDSDESCRIPTION OF CAPITAL STOCKDESCRIPTION OF DEBT SECURITIESDESCRIPTION OF WARRANTSLEGAL OWNERSHIP OF SECURITIESPLAN OF DISTRIBUTIONLEGAL MATTERSEXPERTSWHERE YOU CAN FIND MORE INFORMATIONINCORPORATION OF CERTAIN INFORMATION BY REFERENCE Table of Contents ABOUT THIS PROSPECTUS SUPPLEMENT This prospectus supplement and the accompanying prospectus relate to an offering of our common stock. Before buying any of the common stockthat we are offering, we urge you to carefully read this prospectus supplement and the accompanying prospectus, together with the informationincorporated by reference as described under the headings “Where You Can Find More Information” and “Incorporation of Certain Information byReference” in this prospectus supplement. These documents contain important information that you should consider when making your investmentdecision. Unless otherwise specified or required by context, references in this prospectus supplement to “Company,” “Vor Biopharma,” “Vor Bio,” “Vor,”“we,” “us,” and “our” refer to Vor Biopharma Inc. and its consolidated subsidiary. This document is in two parts. The first part is this prospectus supplement, which describes the terms of this offering of common stock and alsoadds to, updates and changes information contained in the accompanying prospectus and the documents incorporated by reference. The second part isthe accompanying prospectus, which gives more general information. To the extent the information contained in this prospectus supplement differs fromor conflicts with the information contained in the accompanying prospectus or any document incorporated by reference, the information in thisprospectus supplement will control. If any statement in one of these documents is inconsistent with a statement in another document having a later date—for example, a document incorporated by reference into the accompanying prospectus—the statement in the document having the later date modifiesor supersedes the earlier statement. We have not, and the underwriters have not, authorized anyone to provide you with information different from that which is contained in orincorporated by reference in this prospectus supplement, the accompanying prospectus and in any free writing prospectus that we have authorized foruse in connection with this offering. No one is making offers to sell or seeking offers to buy these securities in any jurisdiction where the offer or sale isnot permitted. You should assume that the information contained in this prospectus supplement is accurate as of the date on the front cover of thisprospectus supplement only and that any information we have incorpo