您的浏览器禁用了JavaScript(一种计算机语言,用以实现您与网页的交互),请解除该禁用,或者联系我们。 [美股招股说明书]:Einride AB ADR美股招股说明书(2026-07-21版) - 发现报告

Einride AB ADR美股招股说明书(2026-07-21版)

2026-07-21 美股招股说明书 WEN
报告封面

This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated July15, 2026 (as supplemented or amended from time to time, the “Prospectus”), which forms a part of our Registration Statement onForm F-1 (Registration No. 333-297308), as amended and supplemented, with the information contained in our Current Report onForm 6-K, furnished with the Securities and Exchange Commission on July 21, 2026. The Prospectus relates to (i) the issuance byEinride AB of up to 10,340,310 Ordinary Shares in the form of ADSs upon exercise of the Warrants, and (ii) the offer and resale fromtime to time by the selling securityholders identified in the Prospectus or their pledgees, donees, transferees, assignees or othersuccessors in interest (that receive any of the securities as a gift, distribution, or other non-sale related transfer) of up to (a)103,961,050 Ordinary Shares represented by ADSs (including 118,374 Ordinary Shares issuable upon the exercise of the InitialShareholder Warrants), and (b) up to 118,374 Warrants. Capitalized terms used in this prospectus supplement and not otherwisedefined herein have the respective meanings ascribed to them in the Prospectus. This prospectus supplement updates and supplements the information in the Prospectus and is not complete without, and maynot be delivered or utilized except in combination with, the Prospectus, including any amendments or supplements thereto. Thisprospectus supplement should be read in conjunction with the Prospectus and if there is any inconsistency between the information inthe Prospectus and this prospectus supplement, you should rely on the information in this prospectus supplement. Our Ordinary Shares and Warrants are listed on the Nasdaq Stock Market LLC, or Nasdaq, under the trading symbols“ENRD” and “ENRDW,” respectively. On July 20, 2026, the closing price of our ADSs on Nasdaq was $4.93 per share, and theclosing price of our Warrants on Nasdaq was $0.461 per warrant. We may further amend or supplement the Prospectus and this prospectus supplement from time to time by filing amendmentsor supplements as required. You should read the entire Prospectus, this prospectus supplement and any amendments or supplementscarefully before you make your investment decision. Investing in our securities involves a high degree of risk. See “Risk Factors” beginning on page 18 of the Prospectusfor a discussion of information that should be considered in connection with an investment in our securities. Neither the U.S. Securities and Exchange Commission nor any other regulatory body has approved or disapproved ofthese securities or determined if this prospectus supplement or the Prospectus is truthful or complete. Any representation tothe contrary is a criminal offense. The date of this prospectus supplement is July 21, 2026. UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUERPURSUANT TO RULE 13a-16 OR 15d-16UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of July 2026Commission File Number: 001-43336 Einride AB(Translation of registrant’s name into English) Stadsgården 6116 45 StockholmSweden (Address of principal executive office) Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F☒Form 40-F☐ Entry into Merger Agreement On July 16, 2026, Einride AB, a public limited liability company organized under the laws of Sweden (the “Company”), entered intoan Agreement and Plan of Merger (the “Merger Agreement”) with Einride FUSE Merger Sub, Inc., a Delaware corporation and whollyownedsubsidiary of the Company(“Merger Sub”),Flipturn,Inc.,a Delaware corporation(“Flipturn”),and ShareholderRepresentative Services LLC, solely in its capacity as stockholder representative. The Merger Agreement provides that, upon the terms and subject to the conditions set forth therein, Merger Sub will merge with andinto Flipturn, with Flipturn surviving the merger and becoming a wholly owned subsidiary of the Company (the “Merger”). Merger Consideration At the effective time of the Merger (the “Effective Time”), each outstanding share of Flipturn capital stock will be converted into theright to receive American depositary shares of the Company (“Company ADSs”), each representing one ordinary share of theCompany, based on the applicable exchange ratio specified in the Merger Agreement for the relevant class or series of Flipturn capitalstock. The aggregate merger consideration to be issued at the closing of the Merger (the “Closing” and such aggregate mergerconsideration, “Closing Merger Consideration”) has an estimated value of approximately $38.4 million, subject to certain adjustments,including adjustments for indebtedness, cash and unpaid transaction expenses. In addition, former holders of Flipturn equity maybecome entitled to receive up to approximately $33.0 million of additional