Mobix Labs Inc-A美股招股说明书(2026-06-30版)

PROSPECTUS SUPPLEMENT NO. 4 MOBIX LABS, INC.UP TO 2,412,711 SHARES OF CLASS A COMMON STOCK This prospectus supplement amends the prospectus dated March 12, 2026 (as supplemented to date, the “Prospectus”) ofMobix Labs, Inc. a Delaware corporation (the “Company”), which forms a part of the Company’s Registration Statement on Form S-1,as amended (No. 333-290247). This prospectus supplement is being filed to update and supplement the information included orincorporated by reference in the Prospectus with the information contained in the Current Reports on Form 8-K filed with theSecurities and Exchange Commission (the “SEC”) on June 10, 2026 and June 26, 2026, as set forth below. This prospectus supplementshould be read in conjunction with the Prospectus, which is to be delivered with this prospectus supplement. Shares of our Class A Common Stock are listed on the Nasdaq Stock Market LLC (“Nasdaq”) under the symbol “MOBX”.On June 29, 2026, the closing price of our Class A Common Stock was $2.01. Investing in the Company’s Class A Common Stock involves risks. See “Risk Factors” beginning on page 5 of theProspectus and under similar headings in any amendments or supplements to the Prospectus. Neither the SEC nor any other regulatory body has approved or disapproved of these securities or passed upon theadequacy or accuracy of this prospectus. Any representation to the contrary is a criminal offense. The date of this Prospectus Supplement No. 4 is June 30, 2026 UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549 FORM 8-K CURRENT REPORTPURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported):June 9, 2026 MOBIX LABS, INC.(Exact name of registrant as specified in its charter) N/A Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrantunder any of the following provisions: ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)☒Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13(c)) Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company☒ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Item 8.01 Other Events. Business Update Mobix Labs, Inc. (the “Company”) is providing the following business update regarding certain previously disclosed and anticipatedcorporate matters. Vision Aerial Letter of Intent and Ongoing Negotiations As previously announced, the Company has entered into a non-binding letter of intent with Vision Aerial, Inc. (“Vision Aerial”)regarding a potential acquisition of Vision Aerial by the Company. The Company is currently engaged in active negotiations withVision Aerial regarding definitive transaction documents. The parties have not entered into a definitive acquisition agreement, and the proposed transaction remains subject to, among otherthings, completion of due diligence, negotiation and execution of definitive agreements, approval by the parties’ respective governingbodies, satisfaction of closing conditions to be set forth in any definitive agreements, and, if applicable, the availability of financingand receipt of any required stockholder, regulatory, exchange or third-party approvals. Vision Aerial has publicly announced that it has experienced increasing revenue and backlog. The Company is continuing to conductdue diligence with respect to Vision Aerial, including with respect to its business, financial condition, operations, customerrelationships, backlog, prospects and liabilities. There can be no assurance that the Company and Vision Aerial will enter intodefinitive agreements, that any proposed transaction will be consummated, or that any proposed transaction, if consummated, will beconsummated on the terms currently contemplated or at all. Kips Transaction; Anticipated Corrective Amendment and Resale Registration Statement As previously disclosed by the Company, on its Form 10-Q filed May 19, 2026 with the Securities and Exchange Commission, theCompany entered into certain transaction documents with Kips Bay Select LP (“Kips”) relating to a financing transaction (the “KipsTransaction”). The Company expects to enter into an amendment to the previously disclosed transaction documents fo