Common use of PROSPECTUS SUPPLEMENT SUMMARY Clause in Contracts

PROSPECTUS SUPPLEMENT SUMMARY. This summary highlights information contained elsewhere or incorporated by reference in this prospectus supplement and the related prospectus. This summary does not contain all of the information that you should consider before deciding to invest in our common stock. You should read this entire prospectus supplement and the related prospectus carefully, including the “Risk Factors” section contained in this prospectus supplement and the related prospectus, our consolidated financial statements and the related notes thereto and the other documents incorporated by reference in this prospectus supplement and the related prospectus. Investment in our common stock involves risks. Before deciding whether to invest in our common stock, you should consider carefully the risk factors discussed below and those contained in the section entitled “Risk Factors” contained in our Annual Report on Form 10–K for the year ended December 31, 2012, as filed with the SEC on March 29, 2013, which is incorporated herein by reference in its entirety, as well as any amendment or update to our risk factors reflected in subsequent filings with the SEC. If any of the risks or uncertainties described in our SEC filings actually occurs, our business, financial condition, results of operations or cash flow could be materially and adversely affected. This could cause the trading price of our common stock to decline, resulting in a loss of all or part of your investment. The risks and uncertainties we have described are not the only ones facing our company. Additional risks and uncertainties not presently known to us or that we currently deem immaterial may also affect our business operations. We have broad discretion in the use of the net proceeds of this offering and may not use them effectively. You will experience immediate and substantial dilution. You may experience future dilution as a result of future equity offerings.

PROSPECTUS SUPPLEMENT SUMMARY. This summary highlights selected information contained about us, this offering and information appearing elsewhere or incorporated by reference in this prospectus supplement supplement, in the accompanying prospectus and in the related prospectusdocuments we incorporate by reference. This summary is not complete and does not contain all of the information that you should consider before deciding to invest investing in our common stockstock pursuant to this prospectus supplement and the accompanying prospectus. You Before making an investment decision, to fully understand this offering and its consequences to you, you should carefully read this entire prospectus supplement and the related prospectus carefullyaccompanying prospectus, including the section “Risk Factors” section contained in this prospectus supplement and supplement, the related prospectus, our consolidated financial statements and the related notes thereto notes, and the other documents incorporated information that we incorporate by reference in into this prospectus supplement and the related prospectus. Investment in our common stock involves risks. Before deciding whether to invest in our common stocksupplement, you should consider carefully the risk factors discussed below and those contained in including the section entitled “Risk Factors” contained in our Annual Quarterly Report on Form 10–K -Q for the year quarterly period ended December March 31, 20122019. As used in this prospectus supplement, unless the context requires otherwise, the terms “Company,” “Achieve,” “we,” “our” and “us” refer to Achieve Life Sciences, Inc., unless otherwise specified. Investment in any securities offered pursuant to this prospectus supplement involves risks. You should carefully consider the risk factors incorporated by reference to our most recent Quarterly Report on Form 10-Q and any subsequent Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q or Current Reports on Form 8-K we file after the date of this prospectus supplement, and all other information contained or incorporated by reference into this prospectus supplement, as filed with the SEC on March 29, 2013, which is incorporated herein updated by reference in its entirety, as well as any amendment or update to our risk factors reflected in subsequent filings with under the SEC. If Exchange Act before acquiring any of the such securities. The occurrence of any of these risks or uncertainties described in our SEC filings actually occurs, our business, financial condition, results of operations or cash flow could be materially and adversely affected. This could might cause the trading price of our common stock you to decline, resulting in a loss of lose all or part of your investment. The risks and uncertainties we have described are not the only ones facing our company. Additional risks and uncertainties not presently known to us or that we currently deem immaterial may also affect our business operations. We have broad discretion investment in the use of the net proceeds of this offering and may not use them effectively. You will experience immediate and substantial dilution. You may experience future dilution as a result of future equity offeringsoffered securities.

PROSPECTUS SUPPLEMENT SUMMARY. This summary highlights certain information about us, this offering and selected information contained elsewhere in or incorporated by reference in into this prospectus supplement and or the related accompanying prospectus. This summary is not complete and does not contain all of the information that you should consider before deciding whether to invest in our common stock. You should For a more complete understanding of our company and this offering, we encourage you to read this entire prospectus supplement and consider carefully the related prospectus carefully, including the “Risk Factors” section contained more detailed information in this prospectus supplement and the related accompanying prospectus, our consolidated financial statements and including the related notes thereto and the other documents information incorporated by reference herein and therein, which are described under the heading “Where You Can Find More Information; Incorporation by Reference” in this prospectus supplement. You should also carefully consider the matters discussed in the sections in this prospectus supplement and in the related prospectusaccompanying prospectus titled “Risk Factors” and the other information that we incorporate by reference into this prospectus supplement, including the section titled “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2023. Investment Investing in our common stock involves risksrisk. Before deciding whether to invest in our common stock, you should consider carefully the risk factors risks and uncertainties described below. You should also consider the risks, uncertainties and assumptions discussed below and those contained in under the section entitled heading “Risk Factors” contained included in our Annual Report on Form 10–-K for the year ended December 31, 2012, as filed with the SEC on March 29, 20132023, which is incorporated herein by reference in its entiretyreference, as well as any amendment and which may be amended, supplemented or update superseded from time to our risk factors reflected in subsequent filings time by other reports we file with the SECSEC in the future. There may be other unknown or unpredictable economic, business, competitive, regulatory or other factors that could have material adverse effects on our future results. If any of the these risks or uncertainties described in our SEC filings actually occurs, our business, business prospects, financial condition, condition or results of operations or cash flow could be materially and adversely affectedseriously harmed. This could cause the trading price of our common stock to decline, resulting in a loss of all or part of your investment. The risks and uncertainties we have described are not Please also read carefully the only ones facing our company. Additional risks and uncertainties not presently known to us or that we currently deem immaterial may also affect our business operations. We have broad discretion in the use of the net proceeds of this offering and may not use them effectively. You will experience immediate and substantial dilution. You may experience future dilution as a result of future equity offeringssection titled “Special Note Regarding Forward-Looking Statements.”

PROSPECTUS SUPPLEMENT SUMMARY. This summary highlights certain information about us, this offering and selected information contained elsewhere or incorporated by reference in this prospectus supplement and the related prospectusaccompanying prospectus and in the documents we incorporate by reference. This summary is not complete and does not contain all of the information that you should consider before deciding to invest investing in our common stock. You For a more complete understanding of our company and this offering, you should carefully read this entire prospectus supplement and the related accompanying prospectus, including the information incorporated herein and therein and any free writing prospectus carefullythat we may authorize for use in connection with this offering, including the “Risk Factors” section contained in beginning on page S-6 of this prospectus supplement and our Quarterly Report on Form 10-Q for the related prospectusquarter ended September 30, 2020, which is incorporated by reference in this prospectus supplement, along with our consolidated financial statements and the related notes thereto to those consolidated financial statements and the other documents incorporated by reference in this prospectus supplement and the related accompanying prospectus. Investment in our common stock any securities offered pursuant to this prospectus supplement and the accompanying base prospectus involves risks. Before deciding whether to invest in our common stock, you You should carefully consider carefully the risk factors discussed below and those contained in the section entitled “Risk Factors” contained described below, in our Annual Report on Form 10–-K for the year ended December 31, 20122019, as filed with and in our Quarterly Report on Form 10-Q for the SEC on March 29quarterly period ended September 30, 20132020, which is incorporated herein by reference in its entiretythis prospectus supplement, as well as any amendment or update to our risk factors thereto reflected in subsequent filings with the SEC, including in our Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q, and all other information contained or incorporated by reference in this prospectus supplement, as updated by our subsequent filings under the Exchange Act. If The occurrence of any of the these risks or uncertainties described in our SEC filings actually occurs, our business, financial condition, results of operations or cash flow could be materially and adversely affected. This could might cause the trading price of our common stock you to decline, resulting in a loss of lose all or part of your investment. The risks and uncertainties we have described are not the only ones facing our company. Additional risks and uncertainties not presently known to us or that we currently deem immaterial may also affect our business operations. We have broad discretion investment in the use of the net proceeds of this offering and may not use them effectively. You will experience immediate and substantial dilution. You may experience future dilution as a result of future equity offeringsoffered securities.

PROSPECTUS SUPPLEMENT SUMMARY. This The information below is only a summary highlights of more detailed information about this offering contained elsewhere or incorporated by reference in this prospectus supplement and the related accompanying prospectus. This summary does not contain all of the information that you should consider before deciding to invest investing in our common stock. You should read this the entire prospectus supplement and the related accompanying prospectus carefully, as well as the additional materials described under the caption “Where You Can Find More Information” in this prospectus supplement as well those materials described under the caption “Where You Can Find More Information, Incorporation by Reference” in the accompanying prospectus, including the “Risk Factors” section contained in beginning on page S-3 of this prospectus supplement and “Risk Factors” in Part I, Item 1A of our Annual Report on Form 10-K for the related prospectusfiscal year ended February 26, 2022. Investing in our consolidated financial statements and common stock involves a high degree of risk. You should carefully consider the related notes thereto and risks described below, as well as the other documents information contained or incorporated by reference in this prospectus supplement and supplement, including the related prospectus. Investment in our common stock involves risks. Before deciding whether to invest in our common stock, you should consider carefully the risk factors discussed below and those contained in the section entitled information under “Risk Factors” contained in Part I, Item 1A of our Annual Report on Form 10–-K for the fiscal year ended December 31February 26, 2012, as filed with the SEC on March 29, 2013, which is incorporated herein by reference in its entirety, as well as any amendment or update to our risk factors reflected in subsequent filings with the SEC. If any of the risks or uncertainties described in our SEC filings actually occurs, our business, financial condition, results of operations or cash flow could be materially and adversely affected. This could cause the trading price of our common stock to decline, resulting in a loss of all or part of your investment2022 before making an investment decision. The risks and uncertainties we have described below are not the only ones facing our company. Additional risks and uncertainties not presently currently known to us or that we currently deem to be immaterial may also materially and adversely affect our business or results of operations in the future. Any of the following risks could materially adversely affect our business, financial condition or results of operations. We have broad discretion In such case, you may lose all or part of your original investment in the use of the net proceeds of this offering and may not use them effectively. You will experience immediate and substantial dilution. You may experience future dilution as a result of future equity offeringsshares.

PROSPECTUS SUPPLEMENT SUMMARY. This prospectus supplement summary highlights information contained elsewhere or in this prospectus supplement, the accompanying base prospectus and the documents incorporated by reference in this prospectus supplement herein and the related prospectustherein. This summary does not contain all of the information that you should consider before deciding to invest in our common stocksecurities. You should read this entire prospectus supplement and the related accompanying base prospectus carefully, including the section entitled “Risk Factors” section contained in this prospectus supplement and the related prospectus, our consolidated financial statements and the related notes thereto and the other documents information incorporated by reference into this prospectus supplement and the accompanying base prospectus, before making an investment decision. Investing in our common stock involves a high degree of risk. Before purchasing our securities, you should read and consider carefully the following risk factors as well as all other information contained and incorporated by reference in this prospectus supplement and the accompanying prospectus, including our consolidated financial statements and the related prospectusnotes. Investment in our common stock involves risks. Before deciding whether In particular, we urge you to invest in our common stock, you should consider carefully the risk factors discussed below risks and those contained in the section entitled uncertainties set forth under “Item 1A. Risk Factors” contained in our Annual Report on Form 10–-K for the year ended December 31, 20122022, as filed with the SEC on March 291, 20132023 and under “Item 1A. Risk Factors” in our Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, which is incorporated herein by reference in its entirety2023 filed with the SEC on May 15, 2023. Each of these risk factors, either alone or taken together, could adversely affect our business, operating results and financial condition, as well as any amendment adversely affect the value of an investment in our common stock. There may be additional risks that we do not presently know of or update to that we currently believe are immaterial, which could also impair our risk factors reflected in subsequent filings with the SECbusiness and financial position. If any of the risks or uncertainties events described in our SEC filings actually occursbelow were to occur, our business, financial condition, our ability to access capital resources, our results of operations or cash flow and/or our future growth prospects could be materially and adversely affected. This could cause affected and the trading market price of our common stock to securities could decline. As a result, resulting you could lose some or all of any investment you may make in a loss of all or part of your investment. The risks and uncertainties we have described are not the only ones facing our company. Additional risks and uncertainties not presently known to us or that we currently deem immaterial may also affect our business operations. We have broad discretion in the use of the net proceeds of this offering and may not use them effectively. You will experience immediate and substantial dilution. You may experience future dilution as a result of future equity offeringssecurities.