Autolus Therapeutics plc ADR美股招股说明书(2025-12-02版)

Up to 54,584,250 American Depositary Shares Representing 54,584,250 Ordinary SharesOffered by Selling Securityholders This prospectus supplement supplements the prospectus, dated May 15, 2025 (the “Prospectus”), which forms a part of our registrationstatement on Form S-1 (No. 333-287097). This prospectus supplement is being filed to update and supplement the information in theProspectus with the information contained in our Current Report on Form 8-K filed with the Securities and Exchange Commission (the The Prospectus and this prospectus supplement relate to the resale from time to time by the selling securityholders identified in theProspectus, of up to 54,584,250 American Depositary Shares, or ADSs, consisting of (i) 51,318,944 ADSs, representing 51,318,944 ofour ordinary shares, with a nominal value of $0.000042 per share, and (ii) up to an aggregate of 3,265,306 ADSs issuable upon the The ADSs are listed on the Nasdaq Global Select Market, or Nasdaq, under the symbol “AUTL.” On December 1, 2025, the closingsale price of the ADSs on Nasdaq was $1.38. This prospectus supplement should be read in conjunction with the Prospectus, including any amendments or supplements thereto,which is to be delivered with this prospectus supplement. This prospectus supplement is qualified by reference to the Prospectus,including any amendments or supplements thereto, except to the extent that the information in this prospectus supplement updates and This prospectus supplement is not complete without, and may not be delivered or utilized except in connection with, the Prospectus,including any amendments or supplements thereto. You should read this prospectus supplement carefully before you invest in our securities. Investing in our securities involvesrisks. You should consider carefully the risks that we have described under the caption “Risk Factors” on page 6 of theProspectus and in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, our Quarterly Report on Neither the SEC nor any state securities commission has approved or disapproved of these securities or passed upon theadequacy or accuracy of this prospectus supplement or the Prospectus. Any representation to the contrary is a criminal PROSPECTUS SUPPLEMENT DATED DECEMBER 2, 2025 UNITED STATESSECURITIES AND EXCHANGE COMMISSION FORM 8-K CURRENT REPORTPursuant to Section 13 or 15(d) Date of Report (Date of earliest event reported): December1, 2025 Autolus Therapeutics plc(Exact name of registrant as specified in its Charter) Not applicable(I.R.S. Employer Identification No.) England and Wales(State or other jurisdiction of incorporation ororganization) 001-38547 (Commission File Number) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrantunder any of the following provisions (see General Instruction A.2. below): ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) *Not for trading, but only in connection with the listing of the American Depositary Shares on The Nasdaq Global Select Market.The American Depositary Shares represent the right to receive ordinary shares and are being registered under the Securities Actof 1933, as amended, pursuant to a separate Registration Statement on Form F-6. Accordingly, the American Depositary Sharesare exempt from the operation of Section 12(a) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 12a-8 Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; CompensatoryArrangements of Certain Officers. Appointment of New Director On December 1, 2025, Autolus Therapeutics plc (the “Company”) announced that its board of directors (the “Board”), upon therecommendation of the Nominating and Corporate Governance Committee of the Board, appointed Ryan Richardson to serve as aClass I director of the Company, effective December 1, 2025 and continuing until the Company’s 2028 annual general meeting of Mr. Richardson brings more than 20 years of experience in the healthcare and investment banking industries. Mr. Richardsonpreviously served as Chief Strategy Officer and member of the Management Board of BioNTech SE (“BioNTech