Nurix Therapeutics Inc. 美股招股说明书（2026年3月6日版）

AMENDMENT NO. 1 DATED MARCH6, 2026TO PROSPECTUS SUPPLEMENT DATED OCTOBER31, 2024 Up to $413,650,000Common Stock This Amendment No.1 to prospectus supplement (the amendment) amends our prospectus supplement dated October31, 2024 (the prospectus supplement). Thisamendment should be read in conjunction with the prospectus supplement and the accompanying prospectus dated June11, 2024 (the prospectus), both of which are tobe delivered with this amendment. This amendment amends only those sections of the prospectus supplement listed in this amendment, all other sections of the We have entered into an Equity Distribution Agreement dated August4, 2021, as amended by Amendment No.1 to the Equity Distribution Agreement dated July11,2024, Amendment No.2 to the Equity Distribution Agreement dated October31, 2024 and Amendment No.3 to the Equity Distribution Agreement dated March6, 2026(such amendment, the Equity Distribution Agreement Amendment and collectively, the Equity Distribution Agreement) with Piper Sandler& Co. (Piper Sandler) relatingto shares of our common stock offered by this amendment and the prospectus supplement. The Equity Distribution Agreement Amendment increased the total amount ofour common stock, $0.001 par value per share (the common stock) that we may offer and sell under the Equity Distribution Agreement to $413.65million (which amountincludes shares that we sold under the Equity Distribution Agreement following Amendment No.2 to the Equity Distribution Agreement and prior to the date of this Our common stock is traded on The Nasdaq Global Market under the symbol “NRIX.” The last reported sale price of our common stock on The Nasdaq Global Marketon March5, 2026 was $15.22 per share. Sales of our common stock, if any, under this amendment, the prospectus supplement and the accompanying prospectus may be made in sales deemed to be an “at themarket offering” as defined in Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended (the Securities Act). Piper Sandler is not required to sell anyspecific number or dollar amount of securities, but will act as a sales agent using commercially reasonable efforts to sell on our behalf all of the shares of common stock Piper Sandler will be entitled to compensation at a commission rate of up to 3.0% of the gross sales price per share sold. In connection with the sale of the common stockon our behalf, Piper Sandler will be deemed to be an “underwriter” within the meaning of the Securities Act and the compensation of Piper Sandler will be deemed to beunderwriting commissions or discounts. We have also agreed to provide indemnification and contribution to Piper Sandler with respect to certain liabilities, including Investing in our common stock involves a high degree of risk. You should review carefully the risks and uncertainties referencedunder the heading “Risk Factors” on page S-5 of this amendment, and page 4 of the accompanying prospectus, in the other Neither the SEC nor any state securities commission has approved or disapproved of these securities or determined if this amendment, the prospectussupplement or the accompanying prospectus is truthful and complete. Any representation to the contrary is a criminal offense. Piper Sandler The date of this Amendment No.1 to Prospectus Supplement is March6, 2026. Table of Contents TABLE OF CONTENTS Amendment No.1 to Prospectus Supplement ABOUT THIS AMENDMENT NO. 1 TO PROSPECTUS SUPPLEMENTWHERE YOU CAN FIND MORE INFORMATION; INCORPORATION BY REFERENCE Table of Contents ABOUT THIS AMENDMENT NO. 1 TO PROSPECTUS SUPPLEMENT This amendment, the prospectus supplement and the accompanying prospectus are part of an automatic registration statement that we filed with the SECas a “well-known seasoned issuer” as defined in Rule 405 under the Securities Act, using a “shelf” registration process. Under this shelf registrationprocess, we may from time to time sell any combination of the securities as described in the accompanying prospectus in one or more offerings. Underthis amendment and the prospectus supplement, we may from time to time sell shares of our common stock having an aggregate offering price of up to This amendment and the prospectus supplement describe the terms of this offering of common stock and also add to and update information contained inthe documents incorporated by reference into this amendment and the prospectus supplement. To the extent there is a conflict between the informationcontained in this amendment, on the one hand, and the information contained in the prospectus supplement, the accompanying prospectus or in anydocument incorporated by reference into this amendment, the prospectus supplement or the accompanying prospectus that was filed with the SEC before We have not, and Piper Sandler has not, authorized anyone to provide you with any information other than that contained or incorporated by reference inthis amendment, the prospectus supplement, the accompan