Cibus Inc 美股招股说明书（2026年3月26日版）

6,976,744 Shares of Class A Common Stock Cibus, Inc. (“Cibus” or the “Company”) is offering 6,976,744 shares of its ClassA common stock, $0.0001 par value per share (“ClassA Common Stock”)pursuant to this prospectus supplement and the accompanying prospectus. The public offering price for each share of ClassA Common Stock is $2.15. Cibus has granted the underwriter the option to purchase, exercisable within a 30-day period, up to an additional 1,046,511shares of ClassA Common Stock.Cibus is offering all of the shares of ClassA Common Stock offered by this prospectus on a firm commitment underwritten basis. The ClassA Common Stock is listed on the Nasdaq Capital Market (“Nasdaq”) under the symbol “CBUS.” On March24, 2026, the last reported sale price of theClassA Common Stock on Nasdaq was $2.71per share. Cibus is a “smaller reporting company” as defined under applicable Securities and Exchange Commission (“SEC”) rules and are subject to reduced publiccompany reporting requirements. See “Prospectus Supplement Summary—Implications of Being a Smaller Reporting Company.” Investing in Cibus’ securities involves a high degree of risk. Before making an investment decision, please read the information in the section titled “RiskFactors” beginning on page S-5 of this prospectus supplement and in the documents incorporated by reference into this prospectus supplement and theaccompanying prospectus. (1)Cibus has agreed to pay BTIG, LLC (the “underwriter”) underwriting discounts and commissions of 7.0% of the aggregate gross proceeds in this offering. See“Underwriting” beginning on page S-16 for additional information regarding underwriting compensation payable in connection with this offering.(2)If the underwriter exercises its option to purchase additional shares in full, the total underwriting discounts and commissions payable by Cibus will be$1,207,499.88, and the total proceeds to us, before expenses, will be $16,042,498.37. Neither the SEC nor any state securities commission has approved or disapproved of the securities or passed upon the adequacy or accuracy of thisprospectus supplement or the accompanying prospectus. Any representation to the contrary is a criminal offense. Delivery of the Class A Common Stock offered hereby is expected to be made on or about March 27, 2026, subject to the satisfaction of certain closing conditions. Table of Contents TABLE OF CONTENTS Prospectus Supplement TABLE OF CONTENTSABOUT THIS PROSPECTUS SUPPLEMENTPROSPECTUS SUPPLEMENT SUMMARYTHE OFFERINGRISK FACTORSCAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTSUSE OF PROCEEDSDIVIDEND POLICYDESCRIPTION OF CAPITAL STOCKDILUTIONUNDERWRITINGCERTAIN U.S. FEDERAL INCOME TAX CONSIDERATIONS FOR NON-U.S. HOLDERSLEGAL MATTERSEXPERTSWHERE YOU CAN FIND ADDITIONAL INFORMATIONINCORPORATION OF CERTAIN INFORMATION BY REFERENCE Prospectus ABOUT THIS PROSPECTUSCAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTSINFORMATION ABOUT THE COMPANYRISK FACTORSUSE OF PROCEEDSPLAN OF DISTRIBUTIONDESCRIPTION OF CAPITAL STOCKDESCRIPTION OF DEPOSITARY SHARESDESCRIPTION OF WARRANTSDESCRIPTION OF SUBSCRIPTION RIGHTSDESCRIPTION OF UNITSLEGAL MATTERSEXPERTSWHERE YOU CAN FIND MORE INFORMATIONINCORPORATION OF CERTAIN INFORMATION BY REFERENCE Table of Contents ABOUT THIS PROSPECTUS SUPPLEMENT This prospectus supplement and the accompanying prospectus are part of a registration statement on FormS-3 (File No.333-273062) that Cibusfiled with the SEC utilizing a “shelf” registration process. This document is in two parts. The first part is this prospectus supplement, which describesthe specific terms of this offering and also adds to and updates information contained in the accompanying prospectus and the documents incorporatedby reference herein. The second part, the accompanying prospectus, provides more general information. Generally, when Cibus refers to this prospectus,it is referring to both parts of this document combined. To the extent there is a conflict between the information contained in this prospectus supplementand the information contained in the accompanying prospectus or any document incorporated by reference therein filed prior to the date of thisprospectus supplement, you should rely on the information in this prospectus supplement; provided that if any statement in one of these documents isinconsistent with a statement in another document having a later date—for example, a document incorporated by reference in the accompanyingprospectus—the statement in the document having the later date modifies or supersedes the earlier statement. Cibus further notes that the representations, warranties and covenants made by Cibus in any agreement that is filed as an exhibit to any documentthat is incorporated by reference herein or in the accompanying prospectus were made solely for the benefit of the parties to such agreement, including,in some cases, for the purpose of allocating risk among the parties to such agreements, and should not be deemed