Lightwave Logic Inc美股招股说明书(2025-12-15版)

The information contained in this preliminary prospectus supplement is not complete and may be changed. This preliminaryprospectus supplement and the accompanying prospectus are not an offer to sell these securities and are not soliciting an offer SUBJECT TO COMPLETION, DATED DECEMBER 15, 2025 Filed Pursuant to Rule 424(b)(5)Registration No. 333-281059 PRELIMINARY PROSPECTUS SUPPLEMENT(To Prospectus Dated August 5, 2024) Lightwave Logic, Inc. Shares of Common Stock We are offering shares of our common stock, par value $0.001 per share, pursuant to this prospectus supplement and theaccompanying prospectus. Our common stock is currently listed on The Nasdaq Capital Market under the symbol “LWLG”. On December 12, 2025, the lastreported sale price of our common stock was $4.15 per share. Investing in our securities involves a high degree of risk. See the section entitled “Risk Factors” on page S-6 of thisprospectus supplement and the section entitled “Risk Factors” beginning on page 4of the accompanying prospectus, and in thedocuments we filed with the Securities and Exchange Commission that are incorporated in this prospectus supplement by (1)See “Underwriting” beginning on page S-13 of this prospectus supplement for additional information regarding the compensationpayable to the underwriter in connection with this offering. We have granted the underwriter an option for a period of 30 days to purchase up toadditional shares of our commonstock at the public offering price set forth above less the underwriting discounts and commissions, to cover any over-allotments, if any. Delivery of the shares of common stock is expected to be made on or aboutclosing conditions. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved ofthese securities or passed upon the adequacy or accuracy of this prospectus supplement. Any representation to the contrary isa criminal offense. Sole Bookrunner Titan Partners The date of this prospectus supplement is December TABLE OF CONTENTS PROSPECTUS SUPPLEMENT PROSPECTUS ABOUT THIS PROSPECTUS SUPPLEMENT This prospectus supplement and the accompanying prospectus form part of a registration statement on Form S-3 that we filedwith the Securities and Exchange Commission (the “SEC”) using a “shelf” registration process. Under the shelf registration process,we may from time to time offer and sell any combination of the securities described in the accompanying prospectus up to a totaldollar amount of $100,000,000 of which this offering is a part. This document contains two parts. The first part consists of thisprospectus supplement, which provides you with specific information about this offering. The second part, the accompanyingprospectus, provides more general information, some of which may not apply to this offering and some of which may have been This prospectus supplement, the accompanying prospectus and any free-writing prospectus that we prepare or authorize containand incorporate by reference information that you should consider when making your investment decision. We have not, and theunderwriter has not, authorized any other person to provide you with additional or different information. If anyone provides you withdifferent or inconsistent information, you should not rely on it. You should not assume that the information contained in thisprospectus supplement or the accompanying prospectus is accurate as of any date other than the date on the front of those documents We are not, and the underwriter is not, making an offer or sale of our common stock in any jurisdiction where such offer or sale is The information in this prospectus supplement is not complete. You should carefully read this prospectus supplement and theaccompanying prospectus, including the information incorporated by reference herein and therein, before you invest, as these None of Lightwave Logic, Inc., the underwriter or any of their representatives are making any representation to you regarding thelegality of an investment in our common stock by you under applicable laws. You should consult with your own advisors as to legal, In this prospectus supplement, the terms “Lightwave,” “we,” “us,” “our” and the “Company” refer to Lightwave Logic, Inc., aNevada corporation. References to our “common stock” are to the common stock of Lightwave Logic, Inc. CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This prospectus supplement contains forward-looking statements. Forward-looking statements involve risks and uncertainties,such as statements about our plans, objectives, expectations, assumptions or future events. In some cases, you can identify forward-looking statements by terminology such as “anticipate,” “estimate,” “plan,” “project,” “continuing,” “ongoing,” “expect,” “webelieve,” “we intend,” “may,” “should,” “will,” “could” and similar expressions denoting uncertainty or an action that may, will or isexpected to occur in the future.