Allbirds Inc-A美股招股说明书(2026-06-11版)

PROSPECTUS SUPPLEMENT$48,100,000ClassA Common Stock This prospectus supplement (this “Prospectus Supplement”) amends and supplements the prospectus supplement dated April29, 2026 (the “ATM Prospectus”). ThisProspectus Supplement should be read in conjunction with the ATM Prospectus and the accompanying base prospectus included in the Registration Statement on FormS-3 (File No.333-288434) filed with the Securities and Exchange Commission (the “Commission”) under the Securities Act of 1933, as amended (the “Securities Act”),on June30, 2025 and declared effective by the Commission on July10, 2025 (the “Registration Statement”), relating to the offer and sale of shares of our ClassAcommon stock from time to time pursuant to the terms of the ClassA Common Stock Sales Agreementdated April28, 2026 (the “Sales Agreement”) with ChardanCapital Markets LLC (“Chardan”), acting as sales agent or principal. This Prospectus Supplement is qualified by reference to the ATM Prospectus, except to the extentthat the information herein amends or supersedes the information contained in the ATM Prospectus. This Prospectus Supplement is not complete without and may onlybe delivered or utilized in connection with the ATM Prospectus, and any future amendments or supplements thereto. We previously filed the ATM Prospectus for the offer and sale of up to $50.0million shares of our ClassA common stock pursuant to the Sales Agreement under theRegistration Statement. Since our entry into the Sales Agreement, we have offered and sold shares of our ClassA common stock having an aggregate offering price ofapproximately $0.3million pursuant to the Sales Agreement and the ATM Prospectus. Further, we previously filed a prospectus supplement dated July18, 2025 (the “Prior Prospectus”) as part of our Registration Statement, for the offer and sale of up to$22.5million shares of our ClassA common stock pursuant to that certain ClassA Common Stock Sales Agreement, dated June30, 2025, between the Company and TDSecurities (USA) LLC (the “Prior Distribution Agreement”). As previously disclosed, in connection with our entry into the Sales Agreement, we terminated the PriorDistribution Agreement and the offering pursuant to the Prior Distribution Agreement has been terminated and we will not make any offers or sales of shares of ourClassA common stock pursuant to the Prior Distribution Agreement or Prior Prospectus. As of the time of its termination, we had offered and sold shares of our ClassAcommon stock having an aggregate offering price of approximately $1.9million pursuant to the Prior Distribution Agreement and Prior Prospectus. We are filing this Prospectus Supplement to supplement the ATM Prospectus to increase the aggregate amount we intend to sell pursuant to the Sales Agreement. As ofthe date of this Prospectus Supplement, we are offering up to an additional aggregate of $48.1million of our ClassA common stock for sale under the Sales Agreement,not including the shares of ClassA common stock previously sold pursuant to the Sales Agreement. Our ClassA common stock is listed on the Nasdaq Global Select Market under the symbol “BIRD”. On June10, 2026, the last reported sale price of our ClassAcommon stock on the Nasdaq Global Select Market was $3.77 per share. Sales of our ClassA common stock, if any, under this Prospectus Supplement will be made in negotiated transactions, including block trades or block sales, or at marketprices by any method that is deemed to be an “at the market offering” as defined in Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended (the“Securities Act”), including without limitation sales made through the Nasdaq Global Select Market or on any other existing trading market for our ClassA commonstock, or by any other method permitted by law. Chardan is not required to sell any specific amount of securities but will act as our sales agent using commerciallyreasonable efforts consistent with its normal trading and sales practices, on mutually agreed terms between Chardan and us. There is no arrangement for funds to bereceived in any escrow, trust or similar arrangement. Investing in our ClassA common stock involves a high degree of risk. Before making an investment decision, please read the information under the heading“Risk Factors” beginning on page S-9 of the ATM Prospectus, as well as the risks set forth in our most recent Annual Report on Form 10-K and the otherreports we file with the Securities and Exchange Commission pursuant to theSecurities Exchange Act of 1934, as amended, which are incorporated byreference into this Prospectus Supplement and the ATM Prospectus, for a discussion of certain risks that should be considered in connection with an investmentin our ClassA common stock. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon theadequacy or accuracy of this prospectus supplement. Any repr