英特尔美股招股说明书(2026-01-23版)

673,839,150 Shares of Common StockWarrants to Purchase 240,516,150 Shares of This prospectus supplement supersedes and replaces the prospectus supplement filed on September 5, 2025, pursuant to theterms of the Warrant and Common Stock Agreement, dated as of August 22, 2025, between us and the selling securityholder (the“Purchase Agreement”) (the “prior prospectus supplement”), and is being filed solely to transfer the registration of the offer and The securities described herein are the same securities that were registered on the prior prospectus supplement and that wereissued or are issuable pursuant to the Purchase Agreement. No new securities have been issued or are issuable to the selling This prospectus supplement relates to the offer and sale by the selling securityholder (the “selling securityholder”) identified in thisprospectus supplement of (1) a warrants (collectively, the “Warrant”) to purchase, in the aggregate, up to 240,516,150 shares ofour common stock, par value $0.001 per share (“common stock”) and (2) up to 673,839,150 shares of our common stock(collectively with the Warrant, the “securities”), 240,516,150 of which are issuable by the Company only upon exercise of theWarrant by the selling securityholder and subject to the occurrence of a Triggering Event (as defined herein). Unless agreed by This registration of the offer and sale of the securities does not necessarily mean that the selling securityholder identified in thisprospectus supplement will offer to sell any of the securities. The selling securityholder will act independently of the Company in making decisions with respect to the timing, manner and sizeof any sale or non-sale related transfer. Unless agreed by the Company and the selling securityholder, the securities may not betransferred until the first anniversary of the Closing Date, after which the securities (other than the Escrowed Shares (as defined Our common stock is listed on the Nasdaq Global Select Market (“Nasdaq”) under the symbol “INTC”. On January 23, 2026, thelast reported sale price of our common stock on Nasdaq was $45.07 per share. Investing in the securities involves a high degree of risk. Before buying any of the securities, you should carefullyconsider the risks that we have described in “Risk Factors” beginning on page S-4of this prospectus supplement and the risk factors under the heading “Risk Factors” contained in Part I, Item 1A, inour Annual Report on Form 10-K for the year ended December 27, 2025 (the “2025 Form 10-K”) which is incorporated by Neither the Securities and Exchange Commission (the “SEC”) nor any state securities commission has approved ordisapproved of these securities or determined if this prospectus supplement or the accompanying prospectus is truthfulor complete. Any representation to the contrary is a criminal offense. The date of this prospectus supplement is January 23, 2026. TABLE OF CONTENTS Prospectus Supplement ABOUT THIS PROSPECTUS SUPPLEMENTWHERE YOU CAN FIND MORE INFORMATIONINFORMATION INCORPORATED BY REFERENCE Prospectus ABOUT THIS PROSPECTUSTHE COMPANYFORWARD LOOKING STATEMENTS We have not, and the selling securityholder has not, authorized anyone to provide you any information other thanthat contained or incorporated by reference in this prospectus supplement, the accompanying prospectus or in any freewriting prospectus prepared by or on behalf of us or to which we have referred you. Neither we nor the sellingsecurityholder take any responsibility for, or can provide any assurance as to the reliability of, any other information thatothers may give you. If information in this prospectus supplement is inconsistent with the accompanying prospectus,you should rely on this prospectus supplement. We are not, and the selling securityholder is not, making an offer of Unless otherwise indicated or required by the context, as used in this prospectus supplement, the terms “we,” “our,” “us”and “Intel” refer to Intel Corporation and its consolidated subsidiaries. ABOUT THIS PROSPECTUS SUPPLEMENT This document is in two parts. The first part is this prospectus supplement, which describes the specific terms of theoffering and sale by the selling securityholder of the securities and also adds to and updates information contained in theaccompanying prospectus and the documents incorporated by reference into this prospectus supplement and the accompanyingprospectus. The second part, the accompanying prospectus, gives more general information about us and the securities we may You should read this prospectus supplement, the accompanying prospectus and any free writing prospectus prepared byor on behalf of us or to which we have referred you and the documents incorporated by reference into this prospectus supplementand the accompanying prospectus described under “Where You Can Find More Information” and “Information Incorporated by You should not consider any information in this prospectus supplement, the accompanying