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Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents Filed Pursuant to Rule 424(b)(2) Registration No. 333-224661 Prospectus Supplement (to Prospectus dated May 3, 2018) Yatra Online, Inc. 12,500,000 Ordinary Shares We are offering 12,500,000 of our ordinary shares. Our ordinary shares, par value $0.0001 per share, are currently listed on the NASDAQ Capital Stock Market (the "NASDAQ") under the symbol "YTRA". On June 17, 2020, the closing price for the ordinary shares on the NASDAQ was $1.00 per ordinary share. We are an "emerging growth company" as that term is defined in the Jumpstart Our Business Startups Act of 2012 and, as such, will be subject to reduced public company reporting requirements. Investing in our ordinary shares involves significant risks. Please read the information contained in or incorporated by reference under the heading "Risk Factors" beginning on page S-8 of this prospectus supplement, and under similar headings in other documents filed after the date hereof and incorporated by reference into this prospectus supplement and the accompanying prospectus. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus supplement or the accompanying prospectus is truthful or complete. Any representation to the contrary is a criminal offense. Per Share Total Public offering price $0.80 $10,000,000 Underwriting discount and commissions $0.06 $750,000 Proceeds, before expenses, to us $0.74 $9,250,000 We have granted the underwriters an option to purchase up to an additional 1,875,000 ordinary shares at the public offering price, less the underwriting discount, within 30 days of the date of this prospectus supplement. The underwriters expect to deliver the ordinary shares to purchasers on or about June 23, 2020. Sole Book-Running Manager H.C. Wainwright & Co. The date of this prospectus supplement is June 18, 2020. Table of Contents TABLE OF CONTENTS PROSPECTUS SUPPLEMENT ABOUT THIS PROSPECTUS SUPPLEMENT S-ii WHERE YOU CAN FIND ADDITIONAL INFORMATION S-v INCORPORATION OF CERTAIN INFORMATION BY REFERENCE S-vi CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS S-vii PROSPECTUS SUPPLEMENT SUMMARY S-1 RISK FACTORS S-8 USE OF PROCEEDS S-48 DILUTION S-49 CAPITALIZATION S-51 DIVIDEND POLICY S-52 MATERIAL U.S. FEDERAL INCOME TAX CONSEQUENCES S-53 UNDERWRITING S-62 LEGAL MATTERS S-65 EXPERTS S-65 PROSPECTUS ABOUT THIS PROSPECTUS ii PROSPECTUS SUMMARY 1 RISK FACTORS 6 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS 6 RATIO OF EARNINGS TO FIXED CHARGES 8 USE OF PROCEEDS 8 CAPITALIZATION 9 DESCRIPTION OF SHARE CAPITAL 10 DESCRIPTION OF OUR DEBT SECURITIES 15 DESCRIPTION OF WARRANTS 22 DESCRIPTION OF UNITS 25 FORMS OF SECURITIES 27 PLAN OF DISTRIBUTION 29 TAXATION 31 EXPENSES RELATED TO THE OFFERING 31 SERVICE OF PROCESS AND ENFORCEMENT OF CIVIL LIABILITIES UNDER U.S. SECURITIES LAWS 31 LEGAL MATTERS 33 EXPERTS 33 WHERE YOU CAN FIND MORE INFORMATION 33 INCORPORATION OF CERTAIN INFORMATION BY REFERENCE 33 S-i Table of Contents ABOUT THIS PROSPECTUS SUPPLEMENT This document is part of the registration statement that we filed with the Securities and Exchange Commission, or the SEC, using a "shelf" registration process and consists of two parts. The first part is this prospectus supplement, which describes the specific terms of this offering. The second part, the accompanying prospectus, gives more general information, some of which may not apply to this offering. Generally, when we refer only to the "prospectus," we are referring to both parts combined. This prospectus supplement may add to, update or change information in the accompanying prospectus and the documents incorporated by reference into this prospectus supplement or the accompanying prospectus. If information in this prospectus supplement is inconsistent with the accompanying prospectus or with any document incorporated by reference that was filed with the SEC before the date of this prospectus supplement, you should rely on this prospectus supplement. This prospectus supplement, the accompanying prospectus and the documents incorporated into each by reference include important information about us, the securities being offered and other information you should know before investing in our securities. You should also read and consider information in the documents we have referred you to in the sections of this prospectus supplement entitled "Where You Can Find Additional Information" and "Incorporation of Certain Information by Reference." You should rely only on this prospectus supplement, the accompanying prospectus, the documents incorporated or deemed to be incorporated by reference herein or therein and any free writing prospectus prepared by us or on our behalf. We have not, and the underwriters have not, authorized anyone to provide you with information that is in addition to or different from that contained or incorporated by reference in this prospectus supplement and the accompanying prospectus. If anyone provides you with different or inconsistent information, you should not rely on it. We and the underwriters are not offering to sell these securities in any jurisdiction where the offer or sale is not permitted. You should not assume that the information contained in this prospectus supplement, the accompanying prospectus or any free writing prospectus, or incorporated by reference herein, is accurate as of any date other than as of the date of this prospectus supplement or the accompanying prospectus or any free writing prospectus, as the case may be, or in the case of the documents incorporated by reference, the date of such documents regardless of the time of delivery of this prospectus supplement and the accompanying prospectus or any sale of our securities. Our business, financial condition, liquidity, results of operations and prospects may have changed since those dates. Unless otherwise stated in this prospectus supplement, we have assumed throughout this prospectus supplement that the underwriters' option to purchase additional ordinary shares from us is not exercised. All references in this prospectus supplement or the accompanying prospectus to "we," "us," "our," "company" and "Yatra" refer to Yatra Online, Inc. and its subsidiaries, unless we state otherwise or the context otherwise requires. S-ii Table of Contents PRESENTATION OF FINANCIAL AND OTHER INFORMATION In this prospectus supplement, references to "U.S.," the "United States" or "USA" are to the United States of America, its territories and its possessions. References to "India" are to the Republic of India. References to "$", "US$", "USD" and "U.S. dollars" are to the lawful currency of the United States of America, and references to "Rs." "INR" and "rupee" each refer to the Indian rupee, the official currency of the Republic of India. The data provided herein expressed in Indian rupees per U.S. dollar is based on the noon buying rate in The City of New York for cable transfers of Indian rupees as certified for customs purposes by the Federal Reserve Bank of New York. On December 31, 2019, the exchange rate between the U.S. dollar and the Indian rupee expressed in Indian rupees per U.S. dollar was $1.00 = Rs. 71.36. On March 31, 2020 , the exchange rate between the U.S. dollar and the Indian rupee expressed in Indian rupees per U.S. dollar was $1.00 = Rs. 75.39. We make no representation that the Indian Rupee amounts represent U.S. dollar amounts or have been, could have been or could be converted into US dollars at such rates or any other rates. IMPORTANT INFORMATION ABOUT IFRS AND NON-IFRS FINANCIAL MEASURES Unless otherwise indicated, our consolidated financial statements and related notes as of and for the fiscal years ended March 31, 2019, 2018 and 2017 incorporated by reference in this prospectus supplement have been prepared in accordance with International Financial Reporting Standards, or IFRS, as issued by the International Accounting Standards Board, or IASB. References to a particular "fiscal year" are to our fiscal year ended March 31 of that year. Our fiscal quarters end on June 30, September 30 and December 31. References to a year other than a "fiscal" year are to the calendar year ended December 31. We refer in various places within this prospectus supplement to Adjusted Revenue, which is a non-IFRS measures. As certain parts of our revenue are recognized on a "net" basis and other parts of our revenue are recognized on a "gross" basis, we evaluate our financial performance based on Adjusted Revenue, which is a non-IFRS measure. Adjusted Revenue represents revenue and other income after deducting service costs and adding back expenses related to consumer promotions and loyalty program costs that has been reduced from revenue due to the adoption of new accounting standard, IFRS 15, effective from April 1, 2018. Under, IFRS 15, promotional expenses in the nature of customer inducement/acquisition costs for acquiring customers and promoting transactions across various booking platforms, such as upfront incentives and loyalty programs cost, some of which, when incurred were previously recorded as marketing and sales promotion costs, are now being recorded as a reduction of revenue. We believe that Adjusted Revenue provides investors with useful supplemental information about the financial performance of our business and more accurately reflects the value addition of the travel services that we provide to our customers. Our Adjusted Revenue may not be comparable to similarly titled measures reported by other companies due to potential differences in the method of calculation. The presentation of non-IFRS measures is not meant to be considered in isolation or as a substitute for our consolidated financial results prepared in accordance with IFRS as issued by IASB. INDUSTRY AND MARKET DATA In this prospectus supplement, we rely on and refer to information and statistics regarding the travel service industry and our competitors from market research reports and other publicly available sources.

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