Suncrete Inc. - 美股招股说明书（2026年6月12日版）

Filed Pursuant to Rule 424(b)(3)Registration No.333-295732 SUNCRETE, INC. 52,299,704 Shares of ClassA Common Stock (Inclusive of 23,714,609 shares of ClassA Common Stock Issuable Upon Conversion of ClassBCommon Stock, 473,800 shares of ClassA Common Stock Underlying Warrants, 2,525,094 shares ofClassA Common Stock Underlying Pre-Funded Warrants, 1,444,445 shares of ClassA Common Stock This prospectus supplement should be read in conjunction with the Prospectus. This prospectus supplement updates and supplements theinformation in the Prospectus. If there is any inconsistency between the information in the Prospectus and this prospectus supplement, you should rely We are a “controlled company” within the meaning of the listing rules of The Nasdaq Stock Market, LLC (“Nasdaq”). As a controlled company,we are exempt from certain Nasdaq governance requirements that otherwise apply to the composition and function of our board of directors (the“Board”). As a result, (i)our Board does not have a majority of independent directors, (ii)the compensation of our executive officers is not determinedby a majority of the independent directors or a committee of independent directors, and (iii)director nominees are not selected or recommended by amajority of the independent directors or a committee of independent directors. As of May5, 2026, the SunTx Group (as defined in the Prospectus) Our ClassA common stock, par value $0.0001 per share (“ClassA Common Stock”), is listed on The Nasdaq Global Market and Nasdaq Texasunder the symbol “RMIX.” On June11, 2026, the last reported sales price of the ClassA Common Stock was $20.20per share. We are an “emerginggrowth company” as defined under the U.S. federal securities laws and, as such, may elect to comply with certain reduced public company reporting Investing in our securities involves risk. See the sections entitled “Risk Factors” beginning on page 18 of theProspectus and under similar headings in any further amendments or supplements to the Prospectus to read about Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities ordetermined if the Prospectus or this prospectus supplement is truthful or complete. Any representation to the contrary is a criminal offense. UNITED STATESSECURITIES AND EXCHANGE COMMISSION FORM 8-K CURRENT REPORTPURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 8, 2026 Suncrete, Inc. (Exact name of registrant as specified in its charter) 39-4989597(I.R.S. EmployerIdentification Number) 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 thischapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with anynew or revised financial accounting standards provided pursuant to Section13(a) of the Exchange Act.☐ Item 3.02Unregistered Sales of Equity Securities On June8, 2026, Suncrete, Inc., a Delaware corporation (the “Company”), through its indirect wholly owned subsidiary, acquired Newoods, Inc.,an Arkansas corporation d/b/a ABC Block Company, a concrete product supplier (the “Acquisition”), pursuant to that certain Purchase and Sale andContribution Agreement, dated as of June8, 2026 (the “Purchase Agreement”). After giving effect to the transactions contemplated by the PurchaseAgreement, the aggregate consideration consisted of $27.2million in cash, subject to certain adjustments as set forth in the Purchase Agreement, and587,726 shares of ClassA Common Stock, par value $0.0001 per share, of the Company (“ClassA Common Stock”). The issuance of the shares of SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by theundersigned hereunto duly authorized. SUNCRETE, INC. By:/s/Randall EdgarName:Randall EdgarTitle:Chief Executive Officer Date: June12, 2026