SciSparc Ltd美股招股说明书(2026-01-14版)

Prospectus Supplement(To Prospectus dated February 23, 2023) 766,170 Ordinary Shares We are offering directly to certain institutional and accredited investors, or the Investors, in a registered direct offering, or theOffering, 766,170 of our ordinary shares, no par value per share, or the Ordinary Shares, through this prospectus supplement and the Our Ordinary Shares are listed on the Nasdaq Capital Market, or Nasdaq, under the symbol “SPRC”. On January 12, 2026,the last reported sale price of our Ordinary Shares on the Nasdaq Capital Market was $1.45 per share. The aggregate market value of our outstanding Ordinary Shares held by non-affiliates as of the date of this prospectussupplement was approximately $9,175,887 based on 3,584,331 Ordinary Shares outstanding, 3,548,608 of which were held by non-affiliates, and a per share price of $2.56 based on the closing sale price of our Ordinary Shares on November 13, 2025. Pursuant toGeneral Instruction I.B.5 of Form F-3, in no event will we sell securities in a public primary offering with a value exceeding more thanone-third of our public float in any 12-month period so long as our public float remains below $75.0 million. During the prior 12 Investing in any of our securities involves a high degree of risk. See the “Risk Factors” section beginning on page S-4of this prospectus supplement and page 3 of the accompanying prospectus, as well as our other filings that are incorporated by Neither the Securities and Exchange Commission, or the SEC, nor any state securities commission has approved ordisapproved of these securities or passed upon the adequacy or accuracy of this prospectus supplement or the accompanying Delivery of the securities being offered pursuant to this prospectus supplement and the accompanying prospectus is expectedto be made on or about January 14, 2026, subject to the satisfaction of certain closing conditions. This prospectus supplement is dated January 13, 2026 ABOUT THIS PROSPECTUS SUPPLEMENT This prospectus supplement and the accompanying prospectus are part of a shelf registration statement that we filed with theU.S. Securities and Exchange Commission, or the SEC, utilizing a “shelf” registration process. This document is in two parts: (i) thisprospectus supplement, which describes the specific terms of this offering and also adds to and updates information contained in theaccompanying prospectus and the documents incorporated by reference herein and (ii) a shelf registration statement on Form F-3 (FileNo. 333-269839) that the SEC declared effective on February 23, 2023. Generally, when we refer to this prospectus, we are referringto all parts of this document combined. To the extent there is a conflict between the information contained in this prospectus We further note that the representations, warranties and covenants made by us in any agreement that is filed as an exhibit toany document that is incorporated by reference herein were made solely for the benefit of the parties to such agreement, including, insome cases, for the purpose of allocating risk among the parties to such agreements, and should not be deemed to be a representation, You should rely only on the information contained in this prospectus supplement or the accompanying prospectus, orincorporated by reference herein. We have not authorized anyone to provide you with information that is different. The informationcontained in this prospectus supplement or the accompanying prospectus, or incorporated by reference herein or therein is accurateonly as of the respective dates thereof, regardless of the time of delivery of this prospectus supplement and the accompanyingprospectus or of any sale of our Ordinary Shares. It is important for you to read and consider all information contained in this We are offering to sell, and seeking offers to buy, the securities offered by this prospectus supplement only in jurisdictionswhere offers and sales are permitted. The distribution of this prospectus supplement and the accompanying prospectus and the offeringof the securities offered by this prospectus supplement in certain jurisdictions may be restricted by law. Persons outside the UnitedStates who come into possession of this prospectus supplement and the accompanying prospectus must inform themselves about, andobserve any restrictions relating to, the offering of the Ordinary Shares and the distribution of this prospectus supplement and the In this prospectus, “we,” “us,” “our,” the “Company” and “SciSparc” refer to SciSparc Ltd. All historical quantities of Ordinary Shares and per share data presented herein give retroactive effect to our 1-for-21 reverseshare split of our issued and outstanding Ordinary Shares effected prior to the start of trading on Nasdaq on July 3, 2025. All trademarks or trade names referred to in this prospectus supplement and the accompanying prospectus are the property oftheir respective owners. Solely for convenience, the trademarks and