AVITA Medical Inc美股招股说明书(2026-06-08版)

Pursuant to this prospectus supplement and the accompanying prospectus, we are offering up to 500,000 shares of common stock,$0.0001 par value per share (“common stock”), of AVITA Medical, Inc. (the “Company”) issuable upon exercise of a warrantcertificate issued by the Company to Perceptive Credit Holdings V, LP (“Perceptive”) on June 5, 2026 (the “Warrant”) pursuant tothe terms of a Credit Agreement and Guaranty (the “Credit Agreement”), dated January 13, 2026, by and among the Company, asborrower, Avita Medical Americas, LLC, a wholly-owned subsidiary of the Company, as guarantor, and Perceptive as a lender andthe administrative agent. Additionally, we are offering up to an additional 150,000 shares of common stock issuable under theportion of the Warrant that will vest and become exercisable in respect of such shares if the Company closes on the AdditionalCommitment Amount (as defined herein). The aggregate total of 650,000 shares of common stock issuable pursuant to the Warrantare referred to herein as the “Shares.” We will receive up to an aggregate of approximately $2.2 million of proceeds upon exercise of the Warrant, to the extent theWarrant is fully vested and exercised for cash. We are not paying any commissions or fees with respect to issuance of the Shares.We will bear all costs, expenses and fees in connection with the registration of the Shares. Our common stock trades on The Nasdaq Stock Market LLC under the symbol “RCEL.” Our CHESS Depositary Interests(“CDIs”) are listed on the Australian Securities Exchange (“ASX”) under the symbol “AVH” with five CDIs being equivalent toone share of our common stock. On June 4, 2026, the last reported sale price for our common stock on Nasdaq was $4.36 per shareand the last reported sale price of our CDIs on the ASX was AU$1.13 per CDI. Our business and an investment in our securities involve significant risks. Please read carefully the section entitled “RiskFactors” beginning on page S-8 of this prospectus supplement and in the documents incorporated by reference into thisprospectus supplement. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of thesesecurities, or passed upon the adequacy or accuracy of this prospectus supplement or the accompanying prospectus. Anyrepresentation to the contrary is a criminal offense. The date of this prospectus supplement is June 5, 2026. TABLE OF CONTENTS ABOUT THIS PROSPECTUS SUPPLEMENTSPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTSPROSPECTUS SUPPLEMENT SUMMARYRISK FACTORSUSE OF PROCEEDSDIVIDEND POLICYDILUTIONDESCRIPTION OF SECURITIES TO BE REGISTEREDPLAN OF DISTRIBUTIONLEGAL MATTERSEXPERTSWHERE YOU CAN FIND MORE INFORMATIONINCORPORATION OF CERTAIN INFORMATION BY REFERENCE ABOUT THIS PROSPECTUS SUPPLEMENT This document is in two parts. The first part is this prospectus supplement, which describes the specific terms of this offering andcertain other matters relating to us, which may also, where applicable, add to and update information contained in theaccompanying prospectus and the documents incorporated by reference into this prospectus supplement and the accompanyingprospectus. The second part, the accompanying prospectus, dated April 9, 2026, including the documents incorporated by referencetherein and included as part of our registration statement on Form S-3 (333-294790), gives more general information aboutsecurities we may offer from time to time, some of which does not apply to this offering. Generally, when we refer to thisprospectus, we are referring to both parts of this document combined together with all documents incorporated by reference. Ifinformation in this prospectus supplement is inconsistent with the accompanying prospectus, you should rely on the informationcontained in this prospectus supplement. However, if any statement in one of these documents is inconsistent with a statement inanother document having a later date — for example, a document incorporated by reference into this prospectus supplement or theaccompanying prospectus — the statement in the document having the later date modifies or supersedes the earlier statement as ourbusiness, financial condition, results of operations and prospects may have changed since the earlier date. We have not authorized anyone to provide you with any information or to make any representation, other than those contained orincorporated by reference in this prospectus supplement, the accompanying prospectus or any free writing prospectus we haveprepared by or on behalf of us or to which we have referred you relating to this offering. We take no responsibility for, and provideno assurance as to the reliability of, any other information that others may give you. The information contained in, or incorporatedby reference into, this prospectus supplement and the accompanying prospectus is accurate only as of the date thereof, regardless ofthe time of delivery of this prospectus supplement