424B5 1 ny20058626x1_424b5.htm 424B5

Filed Pursuant to Rule 424(b)(5)

Registration No. 333-280153

PROSPECTUS SUPPLEMENT

(To Prospectus dated August 18, 2025)

BeyondSpring Inc.

800,000

Ordinary Shares

We are offering 800,000 of our ordinary shares to Ray Beauty Group Limited pursuant to this prospectus supplement and the accompanying prospectus and a securities purchase agreement with such investor. The offering price is $2.50 per ordinary share. Our ordinary shares are listed on the Nasdaq Capital Market under the symbol “BYSI”. On November 14, 2025, the last reported sales price of our ordinary shares on the Nasdaq Capital Market was $2.09.

Investing in our ordinary shares involves a high degree of risk. Before buying any shares, you should review carefully the risks and uncertainties described under the heading “Risk Factors” beginning on page S-3 of this prospectus supplement, on page 5 of the accompanying prospectus, under “Risk Factors” in our most recent annual report on Form 10-K and under similar headings in the other documents that are incorporated by reference into this prospectus supplement.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon the adequacy or accuracy of this prospectus supplement or the accompanying prospectus. Any representation to the contrary is a criminal offense.

Delivery of the ordinary shares is expected to be made on or about November 18, 2025 only in book-entry form.

Prospectus Supplement dated November 17, 2025.


			Page
ABOUT THIS PROSPECTUS SUPPLEMENT			S-ii
SUMMARY			S-1
THE OFFERING			S-2
RISK FACTORS			S-3
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS			S-6
USE OF PROCEEDS			S-8
DIVIDEND POLICY			S-9
DILUTION			S-10
CAPITALIZATION			S-11
LEGAL MATTERS			S-12
EXPERTS			S-13
ENFORCEABILITY OF CIVIL LIABILITIES			S-14
WHERE YOU CAN FIND MORE INFORMATION			S-15
INCORPORATION BY REFERENCE			S-16


ABOUT THIS PROSPECTUS			1
OUR COMPANY			2
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS			3
RISK FACTORS			5
USE OF PROCEEDS			6
CAPITALIZATION			6
DESCRIPTION OF SHARE CAPITAL			7
PLAN OF DISTRIBUTION			16
WHERE YOU CAN FIND MORE INFORMATION			18
INCORPORATION BY REFERENCE			19
ENFORCEMENT OF CIVIL LIABILITIES			20
LEGAL MATTERS			21
EXPERTS			22


Offering price per share		$2.50
Historical net tangible book value per share as of September 30, 2025	$(0.49)
Increase in net tangible book value per share attributable to the investor in this offering	$0.06
As adjusted net tangible book value per share after offering		$(0.43)
Dilution in net tangible book value per share to the new investor		$2.93


	As of September 30, 2025
	Actual	As Adjusted
	(Unaudited) (in thousands of U.S. Dollars (“$”), except share amounts)
Cash and Cash Equivalents	12,483	14,453
Shareholders’ deficit
Ordinary shares ($0.0001 par value; 500,000,000 shares authorized, 40,322,320 shares issued and outstanding as of September 30, 2025)	4	4
Additional paid-in capital	373,602	375,572
Accumulated deficit	(406,294)	(406,294)
Accumulated other comprehensive income	913	913
Noncontrolling interests	11,965	11,965
Total shareholders’ deficit	(19,810)	(17,840)
Total capitalization	(19,810)	(17,840)

Offering price

$2,000,000.00

SEC Form 424B5 filed by BeyondSpring Inc.