Lucid Group Inc-A美股招股说明书(2026-08-12版)

55,000 Shares of SeriesC Convertible Preferred Stock 51,651,489 Shares of Common Stock Underlying such SeriesCConvertible Preferred Stock 24,038,462 Shares of Common Stock This prospectus supplement relates to the possible offer and resale, from time to time, by the sellingstockholders identified in this prospectus supplement (the “Selling Stockholders”) of up to (i)55,000 sharesof our SeriesC Convertible Preferred Stock, par value $0.0001 per share (the “Series C ConvertiblePreferred Stock”), issued to Ayar Third Investment Company (“Ayar”) pursuant to a subscription agreement,dated April14, 2026, by and between Ayar and us (the “Ayar Subscription Agreement”), (ii)51,651,489shares of our ClassA Common Stock, par value $0.0001 per share (“Common Stock”), which may be issuedupon conversion of the SeriesC Convertible Preferred Stock as of June30, 2026, and (iii)24,038,462shares of our Common Stock (such shares of SeriesC Convertible Preferred Stock and such shares ofCommon Stock, collectively, the “Securities”) issued to SMB Holding Corporation (“SMB”), a subsidiaryof Uber Technologies, Inc. (“Uber”), by us in a private placement pursuant to a subscription agreement,dated April14, 2026, by and between SMB and us (the “Uber Subscription Agreement”). See “Summary —Ayar Private Placement” and “Summary — Uber Private Placement.” The Securities are being registered to fulfill our contractual obligations under an investor rightsagreement entered into between us and Ayar (as amended, the “Investor Rights Agreement”) and the UberSubscription Agreement. No new shares of Common Stock will be issued or sold by us in connection withthe filing of this prospectus supplement. We will not receive any of the proceeds from the sale of theSecurities by the Selling Stockholders. The Selling Stockholders identified in this prospectus supplement may offer the Securities from time totime through public or private transactions at prevailing market prices or at privately negotiated prices,through a combination of these methods or any other method as the Selling Stockholders determine fromtime to time. See “Plan of Distribution.” Our registration of the Securities covered by this prospectussupplement does not mean that the Selling Stockholders will offer or sell any of the Securities. We have agreed to pay all expenses in connection with the registration of the Securities. The SellingStockholders will pay all selling commissions and stock transfer taxes, if any, in connection with the sale ofthe Securities. Our Common Stock is listed on The Nasdaq Global Select Market (“Nasdaq”) under the symbol“LCID.” On August 11, 2026, the last sale price of our Common Stock as reported on Nasdaq was $6.70. Investing in our Securities involves risks. You should read carefully this prospectus supplement, theaccompanying prospectus and the documents incorporated or deemed incorporated by reference into thisprospectus supplement and the accompanying prospectus before you invest. See “Risk Factors” beginning onpageS-5of this prospectus supplement for information on certain risks related to the purchase of our Securities. Neither the Securities and Exchange Commission nor any state securities commission has approved ordisapproved of these securities or passed upon the accuracy or adequacy of this prospectus supplement or theaccompanying prospectus. Any representation to the contrary is a criminal offense. Prospectus Supplement dated August 12, 2026 TABLE OF CONTENTS PageProspectus SupplementABOUT THIS PROSPECTUS SUPPLEMENTS-1CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTSS-2SUMMARYS-4RISK FACTORSS-5USE OF PROCEEDSS-10DESCRIPTION OF SECURITIES BEING REGISTEREDS-11SELLING STOCKHOLDERSS-20PLAN OF DISTRIBUTIONS-22VALIDITY OF THE SECURITIESS-24EXPERTSS-24WHERE YOU CAN FIND MORE INFORMATIONS-25 ProspectusABOUT THIS PROSPECTUS1WHERE YOU CAN FIND MORE INFORMATION1FREQUENTLY USED TERMS3CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS5THE COMPANY7RISK FACTORS8USE OF PROCEEDS9DESCRIPTION OF SECURITIES10DESCRIPTION OF CAPITAL STOCK11DESCRIPTION OF DEPOSITARY SHARES22DESCRIPTION OF DEBT SECURITIES24DESCRIPTION OF WARRANTS27DESCRIPTION OF SUBSCRIPTION RIGHTS28DESCRIPTION OF PURCHASE CONTRACTS AND PURCHASE UNITS29SELLING SECURITYHOLDERS30PLAN OF DISTRIBUTION31LEGAL MATTERS32EXPERTS33 You should rely only on the information contained in or incorporated by reference in this prospectussupplement, the accompanying prospectus or any applicable free writing prospectus filed by us with theSecurities and Exchange Commission (the “SEC”). We and the Selling Stockholders have not authorizedanyoneto provide you with different information.This prospectus supplement,the accompanyingprospectus and any applicable free writing prospectus do not constitute an offer to sell or the solicitation ofan offer to buy any securities other than the registered securities to which they relate or an offer to sell orthe solicitation of an offer to buy such securities in any c