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商用汽车美股招股说明书(2026-06-18版)

2026-06-18 美股招股说明书 刘银河
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Our common stock is listed on The Nasdaq Global Select Market under the symbol “CVGI.” On June 17, 2026 the closing priceof our common stock, as reported on The Nasdaq Global Select Market, was $5.29 per share. Sales of our common stock, if any, under this prospectus supplement will be made in sales deemed to be an “at the marketoffering” as defined in Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended (the “Securities Act”). The SalesAgent is not required to sell any specific number or dollar amount of securities, but will use commercially reasonable efforts to sell onour behalf all of the shares of common stock requested to be sold by us, consistent with their normal trading and sales practices, on The Sales Agent will be entitled to compensation at a commission rate of up to 3.0% of the gross sales price of common stock soldunder the Sales Agreement. In connection with the sale of the common stock on our behalf, the Sales Agent will be deemed to be an“underwriter” within the meaning of the Securities Act and the compensation of the Sales Agent will be deemed to be underwritingcommissions or discounts. We have also agreed to provide indemnification and contribution to the Sales Agent with respect to certain Investing in our common stock involves a high degree of risk. You should review carefully the risks and uncertaintiesreferenced under the heading “Risk Factors” on pageS-6of this prospectus supplement and in the documents incorporated byreference into this prospectus supplement. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved ofthese securities, or determined if this prospectus supplement or the accompanying prospectus is truthful or complete. Anyrepresentation to the contrary is a criminal offense. The date of this prospectus supplement is June 18, 2026 ABOUT THIS PROSPECTUS SUPPLEMENT This prospectus supplement and the accompanying prospectus are part of a registration statement on Form S-3 that we filed withthe Securities and Exchange Commission (the “SEC”) using a “shelf” registration process. This prospectus supplement relates to an offering of our common stock. Before buying any of the common stock that we areoffering, we urge you to carefully read this prospectus supplement and the accompanying prospectus, together with the informationincorporated by reference, as described under the heading “Incorporation of Certain Information by Reference.” These documents This document is in two parts. The first part is this prospectus supplement, which describes the terms of this offering of commonstock and also adds to, updates and changes information contained in the accompanying prospectus and the documents incorporated byreference. The second part, the accompanying prospectus, provides more general information, some of which may not apply to thisoffering. Generally, when we refer to this prospectus supplement, we are referring to both parts of this document combined. To theextent the information contained in this prospectus supplement differs from or conflicts with the information contained in theaccompanying prospectus or any document incorporated by reference, the information in this prospectus supplement will control. If You should rely only on the information contained or incorporated by reference in this prospectus supplement and theaccompanying prospectus. We have not, and the Sales Agent has not, authorized anyone to provide you with information that is inaddition to or different from that contained or incorporated by reference in this prospectus supplement, the accompanying prospectusor contained in any permitted free writing prospectuses we have authorized for use in connection with this offering. We and the Sales The information contained in this prospectus supplement and the documents incorporated by reference herein are accurate only asof their respective dates, regardless of the time of delivery of any such document or the time of any sale of our common stock. Ourbusiness, financial condition, results of operations and prospects may have changed since those dates. It is important for you to readand consider all information contained or incorporated by reference in this prospectus supplement or the accompanying prospectus inmaking your investment decision. You should read this prospectus supplement and the accompanying prospectus, together with the We further note that the representations, warranties and covenants made by us in any agreement that is filed as an exhibit to anydocument that is incorporated by reference in this prospectus supplement or accompanying prospectus were made solely for the benefitof the parties to such agreement, including, in some cases, for the purpose of allocating risk among the parties to such agreements, and We are offering to sell, and seeking offers to buy, shares of our common stock only in jurisdictions where such offers and sales arepermitted. The distribution