Cibus Inc. 美股招股说明书（2025-06-04版本）

Filed pursuant to Rule 424(b)(5)Registration No. 333-273062 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectussupplement and the accompanying prospectus are not an offer to sell the securities and are not soliciting an offer to buy thesecurities in any jurisdiction where the offer or sale is not permitted. Subject to Completion, dated June 4, 2025 PRELIMINARY PROSPECTUS SUPPLEMENTTo Prospectus, dated October27, 2023 Shares of ClassA Common Stock Pre-FundedWarrants to Purchase Cibus, Inc. (“Cibus,” the “Company,” “we,” “our” or “us”) is offering (i)shares of its ClassA common stock, $0.0001 par value per share (“ClassA CommonStock”) and(ii)pre-fundedwarrants to purchaseshares of its ClassA Common Stock (each a“Pre-FundedWarrant” and collectively, the“Pre-FundedWarrants”),pursuant to this prospectus supplement and the accompanying prospectus. This prospectus supplement also relates to the shares of ClassA Common Stock issuable upon theexercise of thePre-FundedWarrants. The ClassA Common Stock and thePre-FundedWarrants are being sold on a “reasonable best efforts” basis. See “Plan of Distribution.” The Chairman of the Company’s Board of Directors (the “Board Chairman”) has indicated an interest in purchasing an aggregate of approximately $10.0million of sharesof ClassA Common Stock and/orPre-FundedWarrants in this offering at the respective price offered to the public. Because this indication of interest is not a binding agreement orcommitment to purchase, the Board Chairman may elect not to purchase any shares in this offering. ThePre-FundedWarrants will not have an expiration date and will be exercisable immediately, subject to the exercise limitations described herein. The exercise price foreachPre-FundedWarrant will be equal to $0.0001 per share of ClassA Common Stock. The ClassA Common Stock is listed on Nasdaq under the symbol “CBUS.” On June3, 2025, the last reported sale price of the ClassA Common Stock on Nasdaq was There is no established public trading market for thePre-FundedWarrants, and we do not expect a market to develop. In addition, we do not intend to apply for the listing ofthePre-FundedWarrants on any national securities exchange or other nationally recognized trading system. Without an active trading market, we expect that the liquidity of thePre-FundedWarrants will be limited. Investing in our securities involves a high degree of risk. Before making an investment decision, please read the information in the sectiontitled “Risk Factors” beginning on page S-6 of this prospectus supplement and in the documents incorporated by reference into this prospectus We have engaged A.G.P./Alliance Global Partners (the “Placement Agent”) to act as our exclusive Placement Agent in connection with this offering. The Placement Agenthas agreed to use its reasonable best efforts to solicit offers for the securities offered by this prospectus supplement and accompanying prospectus. The Placement Agent does nothave any obligation to sell any specific number or dollar amount of the securities being offered hereby, nor are we requiring any minimum purchase or sale of any specific numberof securities in order for us to consummate this offering. The Placement Agent is not purchasing or selling any of the securities we are offering. We have agreed to pay the (1)We have agreed to pay the Placement Agent a cash placement commission equal to (i) 7.00% of the aggregate proceeds from the sale of the securities sold in this offering tocertain investors and (ii) 2.00% of the aggregate proceeds from the sale of the securities sold in this offering to certain other investors. We will not pay any cash placementcommission to the Placement Agent in connection with the securities, if any, sold to the Board Chairman. Accordingly, amounts per share of ClassA Common Stock and perPre-FundedWarrant reflect a blended rate without taking into account securities, if any, issued to the Board Chairman. Pursuant to existing arrangements, we will also berequired to pay (i) Ducera Securities LLC a fee equal to 5.5% of the amount raised in this offering and (ii) March Capital Corporation a cash fee of 4.0% of the aggregate proceeds from securities, if any, sold to a specific investor, should such investor purchase securities in this offering. The Company has agreed to reimburse the PlacementAgent for certain expenses incurred in connection with this offering. See “Plan of Distribution” for additional disclosure regarding Placement Agent’s compensation. (2)Does not give effect to any exercise of anyPre-FundedWarrants being issued in this offering and reflects the blended rate described in footnote1.(3)Reflects actual amounts. Neither the U.S. Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon theadequacy or accuracy of this prospectus supplement or the accompanying prospect