1,900,000
Shares of Common Stock
This prospectus relates to the proposed resale from time to time by Innovative Cellular Therapeutics Holdings Limited, a Cayman Island exempted company incorporated with limited liability ("ICT Holdings"), as the selling stockholder, of up to 1,900,000 shares of our common stock, par value $0.0001 per share. The shares of common stock registered for resale pursuant to this prospectus were issued as part of the consideration under an Exclusive License Agreement, dated as of November 6, 2025 (the "License Agreement"), by and among us, ICT Holdings and Innovative Cellular Therapeutics, Inc., a Delaware corporation ("ICT" and together with ICT Holdings, the "ICT Group"), pursuant to which the ICT Group granted us an exclusive license to research, develop, manufacture, commercialize and otherwise exploit certain product candidates and products worldwide except in mainland China, Taiwan, Macau and Hong Kong. On November 6, 2025, we issued a total of 1,900,000 shares of our common stock to ICT Holdings in connection with the effectiveness of the License Agreement.
We are registering the shares of our common stock on behalf of ICT Holdings, to be offered and sold by ICT Holdings from time to time. We are not selling any securities under this prospectus and will not receive any of the proceeds from the sale of shares by ICT Holdings.
This prospectus provides a general description of the common stock ICT Holdings may offer. ICT Holdings may sell the shares of our common stock described in this prospectus in a number of different ways and at varying prices. See the section titled " Plan of Distribution for Shares Offered by the Selling Stockholder" on page 21 of this prospectus for more information about how ICT Holdings may sell the shares of common stock being registered pursuant to this prospectus.
We and ICT Holdings have agreed to each be responsible for 50% of the expenses incurred in registering the shares of common stock, including certain legal and accounting fees. ICT Holdings will bear all underwriting discounts, selling commissions and similar fees and arrangements and stock transfer taxes allocable to its sales of the shares of our common stock and certain additional legal and advisor fees.
Our common stock is listed on the Nasdaq Global Select Market under the trading symbol "LYEL." On December 4, 2025, the last reported sale price of our common stock was $25.46 per share.
**1,900,000**
**Shares of Common Stock**
This prospectus relates to the proposed resale from time to time by Innovative Cellular Therapeutics Holdings Limited, a Cayman Island exempted company incorporated with limited liability ("ICT Holdings"), as the selling stockholder, of up to 1,900,000 shares of our common stock, par value $0.0001 per share. The shares of common stock registered for resale pursuant to this prospectus were issued as part of the consideration under an Exclusive License Agreement, dated as of November 6, 2025 (the "License Agreement"), by and among us, ICT Holdings and Innovative Cellular Therapeutics, Inc., a Delaware corporation ("ICT" and together with ICT Holdings, the "ICT Group"), pursuant to which the ICT Group granted us an exclusive license to research, develop, manufacture, commercialize and otherwise exploit certain product candidates and products worldwide except in mainland China, Taiwan, Macau and Hong Kong. On November 6, 2025, we issued a total of 1,900,000 shares of our common stock to ICT Holdings in connection with the effectiveness of the License Agreement.
We are registering the shares of our common stock on behalf of ICT Holdings, to be offered and sold by ICT Holdings from time to time. We are not selling any securities under this prospectus and will not receive any of the proceeds from the sale of shares by ICT Holdings.
This prospectus provides a general description of the common stock ICT Holdings may offer. ICT Holdings may sell the shares of our common stock described in this prospectus in a number of different ways and at varying prices. See the section titled " _Plan of Distribution for Shares Offered by the Selling Stockholder"_ on page 21 of this prospectus for more information about how ICT Holdings may sell the shares of common stock being registered pursuant to this prospectus.
We and ICT Holdings have agreed to each be responsible for 50% of the expenses incurred in registering the shares of common stock, including certain legal and accounting fees. ICT Holdings will bear all underwriting discounts, selling commissions and similar fees and arrangements and stock transfer taxes allocable to its sales of the shares of our common stock and certain additional legal and advisor fees.
Our common stock is listed on the Nasdaq Global Select Market under the trading symbol "LYEL." On December 4, 2025, the last reported sale price of our common stock was $25.46 per share.<p><strong>1,900,000</strong></p><p><strong>Shares of Common Stock</strong></p><p>This prospectus relates to the proposed resale from time to time by Innovative Cellular Therapeutics Holdings Limited, a Cayman Island exempted company incorporated with limited liability ("ICT Holdings"), as the selling stockholder, of up to 1,900,000 shares of our common stock, par value $0.0001 per share. The shares of common stock registered for resale pursuant to this prospectus were issued as part of the consideration under an Exclusive License Agreement, dated as of November 6, 2025 (the "License Agreement"), by and among us, ICT Holdings and Innovative Cellular Therapeutics, Inc., a Delaware corporation ("ICT" and together with ICT Holdings, the "ICT Group"), pursuant to which the ICT Group granted us an exclusive license to research, develop, manufacture, commercialize and otherwise exploit certain product candidates and products worldwide except in mainland China, Taiwan, Macau and Hong Kong. On November 6, 2025, we issued a total of 1,900,000 shares of our common stock to ICT Holdings in connection with the effectiveness of the License Agreement.</p><p>We are registering the shares of our common stock on behalf of ICT Holdings, to be offered and sold by ICT Holdings from time to time. We are not selling any securities under this prospectus and will not receive any of the proceeds from the sale of shares by ICT Holdings.</p><p>This prospectus provides a general description of the common stock ICT Holdings may offer. ICT Holdings may sell the shares of our common stock described in this prospectus in a number of different ways and at varying prices. See the section titled "<i>Plan of Distribution for Shares Offered by the Selling Stockholder"</i> on page 21 of this prospectus for more information about how ICT Holdings may sell the shares of common stock being registered pursuant to this prospectus.</p><p>We and ICT Holdings have agreed to each be responsible for 50% of the expenses incurred in registering the shares of common stock, including certain legal and accounting fees. ICT Holdings will bear all underwriting discounts, selling commissions and similar fees and arrangements and stock transfer taxes allocable to its sales of the shares of our common stock and certain additional legal and advisor fees.</p><p>Our common stock is listed on the Nasdaq Global Select Market under the trading symbol "LYEL." On December 4, 2025, the last reported sale price of our common stock was $25.46 per share.</p>