CRISPR Therapeutics AG

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No. )

Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐

Check the appropriate box:

(Name of Registrant as Specified in Its Charter)

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Baarerstrasse 14

6300 Zug

Switzerland

+41 (0) 41 561 32 77

NOTICE OF INVITATION TO 2025 ANNUAL GENERAL MEETING OF SHAREHOLDERS

To Be Held On June 5, 2025

Important Notice: Please also read the accompanying proxy statement, which forms an integral part of this notice. The proxy statement contains in particular: the statement of reasons for the below proposals of the Company’s board of directors (pages 47-55), details regarding admission to the meeting and persons eligible to vote (page 2), the voting procedure (pages 2-4) and details regarding the independent voting representative (page 4).

Dear Shareholders:

You are cordially invited to the 2025 annual general meeting of shareholders, or the 2025 Annual General Meeting, of CRISPR Therapeutics AG, or the Company, to be held on June 5, 2025 at 8:00 a.m. Central European Summer Time (2:00 a.m. Eastern Daylight Time) as a physical meeting at the offices of Walder Wyss Ltd., Seefeldstrasse 123, 8008 Zurich, Switzerland. At the 2025 Annual General Meeting, the Company’s board of directors, or the Board of Directors, will propose to the Company’s shareholders to consider and vote on the below matters. The Company’s common shares are listed only on The Nasdaq Global Market and are traded under the symbol “CRSP”.

Approval of the Swiss Management Report, the Consolidated Financial Statements and the Statutory Financial Statements of the Company for the year ended December 31, 2024.

The Board of Directors proposes to the shareholders to approve the Swiss management report, the consolidated financial statements and the statutory financial statements of the Company for the year ended December 31, 2024 and to take note of the reports of the auditors. Copies of these documents are available on the Internet atir.crisprtx.com/swiss-statutory-financial-statements-and-audit-reportsand available for download atwww.proxydocs.com/CRSP.

Approval of the Appropriation of Financial Results.

The Board of Directors proposes to the shareholders to carry forward the net loss resulting from the appropriation of financial results as follows:

Discharge of the Members of the Board of Directors and the Executive Committee.

The Board of Directors proposes to the shareholders that the members of the Board of Directors and the executive committee of the Company, or the Executive Committee, be discharged from personal liability for the business year ended December 31, 2024.

Election or Re-election of the Members to the Board of Directors and the Chairman.

The Board of Directors proposes to the shareholders that Samarth Kulkarni, Ph.D., be re-elected as member of the Board of Directors and as Chairman of the Board of Directors and that each of Ali Behbahani, M.D.; Maria Fardis, Ph.D.; H. Edward Fleming, Jr., M.D.; Simeon J. George, M.D.; John T. Greene; Katherine A. High, M.D.; Sandesh Mahatme, LL.M.; Christian Rommel, Ph.D.; Douglas A. Treco, Ph.D. and Briggs W. Morrison, M.D., be, as applicable, elected or re-elected as directors, each for a term extending until completion of the 2026 annual general meeting of shareholders. The election of Briggs W. Morrison is subject to approval of Proposal 8 hereto (approval of increasing the maximum size of the Board of Directors). Information on the professional backgrounds and qualifications of each director nominee, as well as information on committee memberships, can be found under “Board of Directors and Corporate Governance—Election of Directors” on pages 6-8 in the accompanying proxy statement and is available atwww.proxydocs.com/CRSP.

4.a Re-election of Samarth Kulkarni, Ph.D., as member and Chairman

4.b Re-election of Ali Behbahani, M.D.

4.c Re-election of Maria Fardis, Ph.D.

4.d Re-election of H. Edward Fleming, Jr., M.D.

4.e Re-election of Simeon J. George, M.D.

4.f Re-election of John T. Greene

4.g Re-election of Katherine A. High, M.D.

4.h Re-election of Sandesh Mahatme, LL.M.

4.i Re-election of Christian Rommel, Ph.D.

4.j Re-election of Douglas A. Treco, Ph.D.

4.k Election of Briggs W. Morrison, M.D.

Election or Re-election of the Members of the Compensation Committee.

The Board of Directors proposes to the shareholders to elect or re-elect, as applicable, each of Ali Behbahani, M.D., H. Edward Fleming, Jr., M.D., John T. Greene and Briggs W. Morrison, M.D. (subject to approval of Proposals 4 and 8 hereto) as members of the Compensation Committee of the Board of Directors, each for a term extending until completion of the 2026 annual general meeting of shareholders. Information on the professional backgrounds and qualifications of each director nominee can be found under “Board of Directors and Corporate Governance—Election of Directors” on pages 6-8 in the accompanying proxy statement and are available atwww.proxydocs.com/CRSP.

5.a Re-election of Ali Behbahani, M.D.

5.b Re-election of H. Edward Fleming, Jr., M.D.

5.c Re-election of John T. Greene

5.d Election of Briggs W. Morrison, M.D.

Approval of the Compensation for the Board of Directors and the Executive Committee and Non-Binding Advisory Vote on the 2024 Compensation Report.

The Board of Directors proposes to the shareholders to hold the following separate votes on the non-performance-related compensation and the variable compensation of the Board of Directors and the Executive Committee:

6.a Binding vote on maximum non-performance-related compensation for members of the Board of Directors from the 2025 Annual General Meeting to the 2026 annual general meeting of shareholders.

The Board of Directors proposes to the shareholders to approve the maximum amount of non-performance-related compensation for the members of the Board of Directors covering the period from the 2025 Annual General Meeting to the 2026 annual general meeting of shareholders, i.e., USD $670,000 (cash based compensation).

6.b Binding vote on maximum equity for members of the Board of Directors from the 2025 Annual General Meeting to the 2026 annual general meeting of shareholders.

The Board of Directors proposes to the shareholders to approve the maximum grant of equity or equity linked instruments for the members of the Board of Directors covering the period from the 2025 Annual General Meeting to the 2026 annual general meeting of shareholders with maximum value of USD $12,389,198 (equity grant date value).

6.c Binding vote on maximum non-performance-related compensation for members of the Executive Committee from July 1, 2025 to June 30, 2026.

The Board of Directors proposes to the shareholders to approve the maximum amount of non-performance-related cash compensation for the members of the Executive Committee covering the period from July 1, 2025 to June 30, 2026, i.e., USD $3,700,579 (cash based compensation plus social security costs).

6.d Binding vote on maximum variable compensation for members of the Executive Committee for the current year ending December 31, 2025.

The Board of Directors proposes to the shareholders to approve the maximum amount of variable compensation for the members of the Executive Committee for the current year ending December 31, 2025, i.e., USD $3,195,625 (cash based compensation plus social security costs).

6.e Binding vote on maximum equity for members of the Executive Committee from the 2025 Annual General Meeting to the 2026 annual general meeting of shareholders.

The Board of Directors proposes to the shareholders to approve the maximum grant of equity or equity linked instruments for the members of the Executive Committee covering the period from the 2025 Annual General Meeting of shareholders to the 2026 annual general meeting of shareholders with maximum value of USD $58,618,973 (equity grant date value).

6.f. Non-binding advisory vote on the 2024 Compensation Report.

The Board of Directors proposes to the shareholders the endorsement (a non-binding advisory vote) of the 2024 Compensation Report. The 2024 Compensation Report is available on the Internet atir.crisprtx.com/swiss-statutory-financial-statements-and-audit-reports and available for download atwww.proxydocs.com/CRSP.

Non-Binding Advisory Vote on the Compensation Paid to the Company’s Named Executive Officers under U.S. Securities Law Requirements.

The Board of Directors proposes to the shareholders to approve an advisory resolution approving the compensation of the Company’s named executive officers, as disclosed in the accompanying proxy statement for the 2025 Annual General Meeting pursuant to the executive compensation disclosure rules promulgated by the Securities and Exchange Commission.

Approval of Increasing the Maximum Size of the Board of Directors.

The Board of Directors proposes to the shareholders to approve to increase the maximum size of the Board of Directors to 11 members, and to amend art. 20 of the articles of association of the Company, or the Articles of Association, to reflect the foregoing as follows (changes inbold (new wording) orstrikethrough (no longer applicable wording):

Re-election of the Independent Voting Rights Representative.

The Board of Directors proposes to the shareholders the re-election of lic. iur. Marius Meier, Attorney at Law, c/o Bratschi AG, Lange Gasse 15, P.O. Box, CH-4052 Basel, Switzerland, as the independent voting rights representative until the closing of the 2026 annual general meeting of shareholders.

Re-election of the Auditors.

The Board of Directors proposes to the shareholders to re-elect Ernst & Young AG, Basel, as the Company’s statutory auditor for the term of office of one year and the re-election of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2025.

Transact any Other Business that may Properly Come Before the 2025 Annual General Meeting or any Adjournment or Postponement thereof.

The Board of Directors proposes to the shareholders for any other business that may properly come before the 2025 Annual General Meeting or any adjournment or postponement thereof, to follow the respective proposal of the Board of Directors as proposed at the 2025 Annual General Meeting.

The foregoing items of business are more fully described in the accompanying proxy statement, which forms a part of this notice and is incorporated herein by reference. Shareholders of record at the close of business on April 15, 2025 will be entitled to notice of and to vote at the 2025 Annual General Meeting or any adjournment or postponement thereof.

We have elected to provide access to our proxy materials over the Internet under the Securities and Exchange Commission’s “notice and access” rules. We believe that providing our proxy materials over the Internet expedites shareholders’ receipt of proxy materials, lowers costs and reduces the environmental impact of our annual general meeting.

Thank you for your ongoing support and continued interest in CRISPR Therapeutics AG.

By Order of the Board of Directors,

Samarth Kulkarni, Ph.D.Chairman of the Board of Directors and Chief Executive Officer

Zug, Switzerland

April 16, 2025

Important Notice Regarding Internet Availability of Proxy Materials: This proxy statement and our 2024 annual report to shareholders, or the 2024 Annual Report, which includes our Annual Report on Form 10-K for the year ended December 31, 2024, are available atwww.proxydocs.com/CRSP. These documents are also available to any shareholder who wishes to receive a paper copy by calling (800) 579-1639, by emailing sendmaterial@ProxyVote.com or by submitting a request over the Internet atwww.ProxyVote.com.

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