Enliven Therapeutics Inc美股招股说明书(2026-06-11版)

Our common stock is listed on the Nasdaq Global Select Market under the symbol “ELVN.” The last reported sale price of ourcommon stock on the Nasdaq Global Select Market on June10, 2026 was $37.00 per share. There is no established publictrading market for the pre-funded warrants, and we do not expect a market to develop. In addition, we do not intend to list thepre-funded warrants on the Nasdaq Global Select Market or any other national securities exchange or nationally recognizedtrading system. Investing in our securities involves risks. Please read “Risk Factors” beginning on pageS-12 ofthis prospectus supplement, and under similar headings in the other documents that are filed afterthe date hereof and incorporated by reference into this prospectus supplement and accompanyingprospectus, to read about factors you should consider before you make your investment decision. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved ofthese securities or passed upon the adequacy or accuracy of this prospectus supplement. Any representation to thecontrary is a criminal offense. (1)See “Underwriting” beginning on pageS-28 for additional information regarding underwriter compensation. Delivery of the shares of common stock and pre-funded warrants is expected to be made on or about June, 2026. We have granted the underwriters an option for a period of 30 days to purchase up to an additional $37,500,000 of shares of ourcommon stock at the public offering price less underwriting discounts and commissions. Joint Book-Running Managers LifeSci Capital Table of Contents TABLE OF CONTENTS Prospectus Supplement ABOUT THIS PROSPECTUS SUPPLEMENTMARKET, INDUSTRY, AND OTHER DATASPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTSPROSPECTUS SUPPLEMENT SUMMARYTHE OFFERINGRISK FACTORSDESCRIPTION OFPRE-FUNDEDWARRANTSUSE OF PROCEEDSDIVIDEND POLICYDILUTIONMATERIAL U.S. FEDERAL INCOME TAX CONSEQUENCESUNDERWRITINGLEGAL MATTERSEXPERTSWHERE YOU CAN FIND MORE INFORMATIONINCORPORATION OF CERTAIN INFORMATION BY REFERENCE Prospectus ABOUT THIS PROSPECTUSPROSPECTUS SUMMARYRISK FACTORSFORWARD-LOOKING STATEMENTSUSE OF PROCEEDSDESCRIPTION OF CAPITAL STOCKDESCRIPTION OF DEBT SECURITIESDESCRIPTION OF DEPOSITARY SHARESDESCRIPTION OF WARRANTSDESCRIPTION OF SUBSCRIPTION RIGHTSDESCRIPTION OF PURCHASE CONTRACTSDESCRIPTION OF UNITSPLAN OF DISTRIBUTIONLEGAL MATTERSEXPERTSWHERE YOU CAN FIND MORE INFORMATIONINCORPORATION BY REFERENCE Table of Contents ABOUT THIS PROSPECTUS SUPPLEMENT This document is in two parts. Thefirst part is this prospectus supplement, which describes the specific terms of this offering of common stock andpre-funded warrants and also adds to and updates information contained in the accompanying prospectus and the documents incorporated by referenceinto this prospectus supplement and the accompanying prospectus. The second part is the accompanying prospectus, which gives more generalinformation, some of which may not apply to this offering. Generally, when we refer to this prospectus, we are referring to both the prospectussupplement and the accompanying prospectus. In this prospectus supplement, as permitted by law, we “incorporate by reference” information from otherdocuments that wefile with the Securities and Exchange Commission (the “SEC”). This means that we can disclose important information to you fromthose documents which we mayfile with the SEC from time to time. The information incorporated by reference is considered to be a part of thisprospectus supplement and the accompanying prospectus and should be read with the same care. This prospectus supplement describes the specificdetails regarding this offering and also adds to and updates information contained in the documents incorporated by reference into the accompanyingprospectus. To the extent there is a conflict between the information contained in this prospectus supplement, on the one hand, and the informationcontained in any document incorporated by referencefiled prior to the date of this prospectus supplement, on the other hand, you should rely on theinformation in this prospectus supplement. However, if any statement in one of these documents is inconsistent with a statement in another documenthaving a later date—for example, a document incorporated by reference in this prospectus supplement—the statement in the document having the laterdate modifies or supersedes the earlier statement as our business,financial condition, results of operations, and prospects may have changed since theearlier dates. You should not consider any information in this prospectus supplement or the accompanying prospectus to be investment, legal, or tax advice. You shouldconsult your own counsel, accountants, and other advisers for legal, tax, business,financial, and related advice regarding the purchase of the commonstock and pre-funded warrants offered by this prospectus supplement. If the description of the offering var