Jupiter Neurosciences Inc美股招股说明书(2026-06-05版)

JUPITER NEUROSCIENCES, INC. This prospectus supplement updates, amends and supplements the prospectus dated December 11, 2025 (the “Prospectus”), whichforms a part of our Registration Statement on Form S-1 (Registration No. 333-291832) and is being filed to update, amend andsupplement the information included in the Prospectus with information contained in our Current Report on Form 8-K, which wasfiled with the Securities and Exchange Commission (the “SEC”) on June 5, 2026 (the “Current Report”). Accordingly, we haveattached the Current Report to this prospectus supplement. Capitalized terms used in this prospectus supplement and not otherwisedefined herein have the meanings specified in the Prospectus. This prospectus supplement is not complete without the Prospectus. This prospectus supplement should be read in conjunction withthe Prospectus, which is to be delivered with this prospectus supplement, and is qualified by reference thereto, except to the extent thatthe information in this prospectus supplement updates or supersedes the information contained in the Prospectus. Please keep thisprospectus supplement with your Prospectus for future reference. Shares of our common stock, par value $0.0001 per share (our “Common Stock”), are listed on The Nasdaq Stock Market, LLC underthe symbol “JUNS.” On June 4, 2026, the closing price of our Common Stock was $ 0.2550 per share. Investing in our securities involves risks that are described in the “Risk Factors” section of the Prospectus. Neither the SEC nor any state securities commission has approved or disapproved of the securities to be issued under theProspectus or this prospectus supplement or determined if the Prospectus or this prospectus supplement is truthful orcomplete. Any representation to the contrary is a criminal offense. The date of this prospectus supplement is June 5, 2026. UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549 FORM 8-K CURRENT REPORTPursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 June 2, 2026Date of Report (Date of earliest event reported) JUPITER NEUROSCIENCES, INC.(Exact name of registrant as specified in its charter) Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under anyof the following provisions: ☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging Growth Company☒ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; CompensatoryArrangements of Certain Officers. (e) Compensatory Arrangements of Certain Officers The following sets forth certain compensatory arrangements entered into, adopted or modified by Jupiter Neurosciences, Inc.(the “Company”) during the period covered by this Current Report. Alison Silva On June 5, 2026, the Company entered into amendment No. 3 (the “Amendment”) to the employment agreement with AlisonSilva, dated September 1, 2021, as amended. The Amendment appoints Ms. Silva as the Company’s Chief Operating Officer andPresident and increases Ms. Silva’s base salary to $340,200 from $315,000. In connection with the Amendment, on June 2, 2026, theboard of directors of the Company (the “Board”), based on the recommendation of the compensation committee of the Board (the“Compensation Committee”), approved a one-time grant of options to purchase up to 600,000 shares of the Company’s common stockunder the Jupiter Neurosciences, Inc. 2025 Equity Incentive Plan (the “Plan”) to Ms. Silva with an exercise price equal to the closingprice of the Company’s common stock on the Nasdaq Capital Market on the date of grant to recognize her contributions to theCompany. Such option grant vests over three years commencing from September 2, 2026 in equal quarterly installments, subject to therecipient’s continued service with the Company through each applicable vesting date. The foregoing summary of the Amendment does not purport to be complete and is subject to, and qualified in its entirety, bythe full text of the Amendment, a copy of which is attached to