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Camp4 Therapeutics Corp美股招股说明书(2025-12-18版)

2025-12-18美股招股说明书光***
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Camp4 Therapeutics Corp美股招股说明书(2025-12-18版)

We are offering 5,000,000 shares of our common stock pursuant to this prospectus supplement and accompanying prospectus. Our common stock is listed on The Nasdaq Global Market under the symbol “CAMP.” On December 17, 2025, the last reportedsale price per share of our common stock was $7.13. An investment in our common stock involves significant risks. You should carefully consider the risks and uncertaintiesdescribed under the heading “Risk Factors” beginning on pageS-10of this prospectus supplement and in the accompanyingprospectus, as well as those contained in the other documents that are incorporated by reference into this prospectussupplement, the accompanying prospectus and any related free writing prospectus. You should carefully read this entire Offering priceUnderwriting discounts and commissionsProceeds to CAMP4 Therapeutics Corporation, before expenses(1) (1)See “Underwriting” beginning on pageS-21of this prospectus supplement for additional information regarding underwriting compensation. Neither the U.S. Securities and Exchange Commission nor any state securities commission has approved or disapprovedof these securities or passed upon the adequacy or accuracy of this prospectus supplement or the accompanying prospectus. The shares of common stock will be ready for delivery against payment therefor on or about December 19, 2025. Leerink Partners Prospectus Supplement dated December 18, 2025 TABLE OF CONTENTS PROSPECTUS SUPPLEMENT ABOUT THIS PROSPECTUS SUPPLEMENTSPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS AND INDUSTRY DATA PROSPECTUS ABOUT THIS PROSPECTUSABOUT THE COMPANYRISK FACTORS ABOUT THIS PROSPECTUS SUPPLEMENT This document is part of a registration statement that we filed with the Securities and Exchange Commission (the “SEC”) utilizinga “shelf” registration process and consists of two parts. The first part is this prospectus supplement, which describes the specific termsof this common stock offering and also adds to and updates information contained in the accompanying prospectus and the documentsincorporated by reference herein. The second part, the accompanying prospectus, provides more general information. Generally, whenwe refer to this prospectus, we are referring to both parts of this document combined. To the extent there is a conflict between theinformation contained in this prospectus supplement and the information contained in the accompanying prospectus or any document We further note that the representations, warranties and covenants made by us in any agreement that is filed as an exhibit to anydocument that is incorporated by reference herein were made solely for the benefit of the parties to such agreement, including, in somecases, for the purpose of allocating risk among the parties to such agreements, and should not be deemed to be a representation, Neither we nor the underwriter has authorized anyone to provide any information other than that contained or incorporated byreference into this prospectus supplement, the accompanying prospectus or in any free writing prospectus prepared by or on behalf ofus or to which we have referred you. We and the underwriter take no responsibility for, and can provide no assurance as to thereliability of, any other information that others may give you. This prospectus supplement and the accompanying prospectus do notconstitute an offer to sell, or a solicitation of an offer to purchase, the common stock offered by this prospectus supplement and theaccompanying prospectus in any jurisdiction to or from any person to whom or from whom it is unlawful to make such offer orsolicitation of an offer in such jurisdiction. The information contained in this prospectus supplement or the accompanying prospectus,or incorporated by reference herein or therein is accurate only as of the respective dates thereof, regardless of the time of delivery ofthis prospectus supplement and the accompanying prospectus or of any sale of our common stock. It is important for you to read and We are offering to sell, and seeking offers to buy, shares of our common stock only in jurisdictions where offers and sales arepermitted. The distribution of this prospectus supplement and the accompanying prospectus and the offering of the common stock incertain jurisdictions may be restricted by law. Persons outside the United States who come into possession of this prospectussupplement and the accompanying prospectus must inform themselves about, and observe any restrictions relating to, the offering ofthe common stock and the distribution of this prospectus supplement and the accompanying prospectus outside the United States. This References in this prospectus supplement to “CAMP4,” “the Company,” “we,” “us” and “our” refer to CAMP4 TherapeuticsCorporation and our subsidiary on a consolidated basis, as appropriate, unless we state otherwise or the context otherwise requires.“CAMP4,” “RAP Platform,” “RNA Actuator” and our other registered or common law