ABOUT THIS PROSPECTUS SUPPLEMENT
This prospectus supplement is part of a registration statement that we have filed with the Securities and Exchange Commission, or the SEC, utilizing a
shelf registration process. By using a shelf registration statement, we may offer shares of our common stock having an aggregate offering price of up to $125,000,000 from time to time under this prospectus supplement at prices and on
terms to be determined by market conditions at the time of offering.
We provide information to you about this offering of our common stock in two
separate documents that are bound together: (1) this prospectus supplement, which describes the specific details regarding this offering; and (2) the accompanying base prospectus, which provides general information, some of which may not
apply to this offering. Generally, when we refer to this prospectus supplement, we are referring to both documents combined. If information in this prospectus supplement is inconsistent with the accompanying base prospectus, you should
rely on this prospectus supplement. To the extent there is a conflict between the information contained in this prospectus supplement, on the one hand, and the information contained in any document incorporated by reference in this prospectus
supplement, on the other hand, you should rely on the information in this prospectus supplement. If any statement in one of these documents is inconsistent with a statement in another document having a later datefor example, a document
incorporated by reference in this prospectus supplementthe statement in the document having the later date modifies or supersedes the earlier statement.
We have not, and the Sales Agent has not, authorized anyone to provide you with information other than that contained in this prospectus supplement, the
accompanying base prospectus and any free writing prospectus we have authorized for use in connection with this offering. We are not, and the Sales Agent is not, making an offer to sell or soliciting any offer to buy these securities in any
jurisdiction where the offer or sale is not permitted or in which the person making that offer or solicitation is not qualified to do so or to anyone to whom it is unlawful to make an offer or solicitation. You should assume that the information
appearing in this prospectus supplement, the accompanying base prospectus, the documents incorporated by reference herein and therein and any free writing prospectus that we have authorized for use in connection with this offering is accurate only
as of the date of those respective documents. Our business, financial condition, results of operations and prospects may have changed since those dates.
Before buying any of the common stock that we are offering, we urge you to carefully read this prospectus supplement, the accompanying base prospectus and all
of the documents incorporated by reference herein and therein, as well as the additional information described under the heading Where You Can Find More Information; Incorporation by Reference. These documents contain important
information that you should consider when making your investment decision.
We are offering to sell, and seeking offers to buy, shares of common stock
only in jurisdictions where offers and sales are permitted. The distribution of this prospectus supplement and the offering of the common stock in certain jurisdictions may be restricted by law. Persons outside the United States who come into
possession of this prospectus supplement must inform themselves about, and observe any restrictions relating to, the offering of the common stock and the distribution of this prospectus supplement outside the United States. This prospectus
supplement does not constitute, and may not be used in connection with, an offer to sell, or a solicitation of an offer to buy, any securities offered by this prospectus supplement by any person in any jurisdiction in which it is unlawful for such
person to make such an offer or solicitation.
When we refer to Frequency, we, our and us in this
prospectus supplement, we mean Frequency Therapeutics, Inc. and its consolidated subsidiaries, unless otherwise specified.
We have proprietary
rights to trademarks that are used in this prospectus supplement, the accompanying base prospectus and the documents incorporated by reference herein and therein, which are important to our business and many of which are registered under applicable
intellectual property laws. Solely for convenience, the trademarks, service marks, and trade names referred to in this prospectus supplement, the accompany base
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