Brookfield Infrastructure CorporationBrookfield Infrastructure PartnersL.P. Up to $400,000,000 ClassA Exchangeable Subordinate Voting Shares of Brookfield Infrastructure CorporationLimited Partnership Units of Brookfield Infrastructure PartnersL.P. (issuable or deliverable upon exchange,redemption or acquisition of ClassA Exchangeable Subordinate Voting Shares) Thisprospectus supplement(this“Prospectus Supplement”)of Brookfield Infrastructure Corporation(the“Company”)and BrookfieldInfrastructure PartnersL.P. (the “Partnership”), together with the base shelf prospectus dated April 24, 2025 (the “Base Prospectus” and together withthis Prospectus Supplement, this “Prospectus”), relates to an “at-the-market” offering (the “Offering”) of classA exchangeable subordinate voting sharesof the Company (the “Exchangeable Shares”) from time to time having an aggregate sale price of up to $400,000,000 (or the equivalent in Canadiandollars determined using the daily exchange rate posted by the Bank of Canada on the date the Exchangeable Shares are sold). See “Plan ofDistribution”. Each Exchangeable Share will be exchangeable at the option of the holder for one non-voting limited partnership unit (each, a “Unit” andcollectively, the “Units”) of the Partnership (subject to adjustment to reflect certain capital events) or its cash equivalent (the form of payment to bedetermined at the election of the Company). See “Description of Share Capital”. The Company and the Partnership have entered into an equity distribution agreement dated November19, 2025 (the “Distribution Agreement”)with RBC Capital Markets, LLC and Scotia Capital (USA)Inc. (together, the “U.S. Agents”) and RBC Dominion SecuritiesInc. and Scotia CapitalInc.(together, the “Canadian Agents” and together with the U.S. Agents, the “Agents”) pursuant to which the Company may offer and sell in the Offeringfrom time to time through the Agents, as sales agents, Exchangeable Shares in each of the provinces and territories of Canada and in the United Statespursuant to agency transaction notices delivered by the Company to the Agents from time to time in accordance with the terms of the DistributionAgreement. Sales of Exchangeable Shares, if any, under this Prospectus Supplement will be made in transactions that are deemed to be “at the marketofferings” as defined in Rule415 promulgated under the U.S. Securities Act of 1933, including, without limitation, sales made on or through the NewYork Stock Exchange (the “NYSE”) or the Toronto Stock Exchange (the “TSX”) or any other marketplace in the United States or Canada where theExchangeable Shares may be traded. The Agents may also sell the Exchangeable Shares by any other method agreed by the Company and the applicableAgent and permitted by applicable law, including, without limitation, as block transactions or through a market maker other than on the TSX or NYSE.Subject to the terms and conditions of the Distribution Agreement, the Agents will use their commercially reasonable efforts, consistent with normaltrading and sales practices, and in accordance with applicable law and regulations, to sell on the Company’s behalf all of the Exchangeable Sharesdesignated by the Company pursuant to an agency transaction notice. There is no arrangement for funds to be received in an escrow, trust, or similararrangement. The Exchangeable Shares will be distributed at the market prices prevailing at the time of the sale. As a result, prices at whichExchangeable Shares are sold may vary as between purchasers and during the period of any distribution. There is no minimum amount of funds thatmust be raised under the Offering. This means that the Offering may terminate after raising only a portion of the Offering amount set out above, or noneat all. See “Plan of Distribution”. The Offering is being made concurrently in Canada under the terms of a prospectus supplement to a short form base shelf prospectus (the“Canadian Base Prospectus”) filed with the securities commissions or similar authorities in each of the provinces of Canada. Neither this ProspectusSupplement nor the accompanying Base Prospectus constitutes a prospectus under Canadian securities laws and therefore does not qualify theExchangeable Shares in Canada. The Company will pay the Agents compensation for their services in acting as agents in connection with the sale of Exchangeable Shares pursuantto the Distribution Agreement of up to 2% of the gross offering proceeds of the Exchangeable Shares sold under the Distribution Agreement (the“Commission”). The Exchangeable Shares are listed for trading under the symbol “BIPC” on the NYSE and the TSX. The Units are listed for trading under thesymbol “BIP” on the NYSE and “BIP.UN” on the TSX. On November18, 2025, before the public announcement of this Offering, the closing sale pricesof the Exchangeable Shares on the NYSE and the TSX were $45.13 and C$63.06 respectively, and the closing sale prices of the Units on the NYSE andt