Gladstone Land Corp美股招股说明书(2026-04-24版)

Up to $500,000,000Common Stock This prospectus supplement relates to the offer and sale of our common stock, par value $0.001 per share, in an at-the-market offering program pursuant to separateequity distribution agreements, each dated April24, 2026, as amended or supplemented from time to time (each a “Sales Agreement” and, collectively, the “SalesAgreements”), with Virtu Americas, LLC (“Virtu”) and Lucid Capital Markets, LLC (“Lucid”) (each a “Sales Agent” and collectively the “Sales Agents”). The SalesAgreements provide that we may offer and sell up to an aggregate offering price of $500,000,000 of our common stock from time to time through the Sales Agents. As ofthe date of this prospectus supplement, we have not sold any shares of our common stock under the Sales Agreements. Sales of shares of our common stock (if any) pursuant to the Sales Agreements may be made in negotiated transactions or transactions that are deemed to be “at-the-market” offerings as defined in Rule 415(a)(4) under the Securities Act of 1933, as amended (the “Securities Act”). Under the terms of the Sales Agreements, we alsomay sell shares to a Sales Agent as a principal for its own account at a price agreed upon at the time of sale. If we sell shares of our common stock to a Sales Agent asprincipal, we will enter into a separate agreement with the Sales Agent, and the sale will be made pursuant to the terms thereunder. Our common stock is traded on the Nasdaq Global Market (“Nasdaq”) under the symbol “LAND.” On April23, 2026, the last reported sale price of our common stockon Nasdaq was $10.03 per share. You are urged to obtain current market quotations of our common stock. our capital stock, including an ownership limit of 3.3% on shares of our capital stock or 3.3% in value or number (whichever is more restrictive) of shares of ourcommon stock by any person, subject to certain exceptions. See “Certain Provisions of Maryland Law and of Our Charter and Bylaws—Restrictions on Ownership andTransfer” on page 43 of the accompanying prospectus for more information about these restrictions. The Sales Agents will receive from us a commission of up to 3.0% of the gross proceeds of any shares sold through them pursuant to this prospectus supplement. TheSales Agents will use their commercially reasonable efforts to place on our behalf any shares to be offered by us under the Sales Agreements. In connection with the saleof common stock on our behalf, each Sales Agent will be deemed to be an “underwriter” within the meaning of the Securities Act, and the compensation of the SalesAgents will be deemed to be underwriting commissions or discounts. There is no specific date on which this offering will end; there are no minimum purchaserequirements; and there are no arrangements for funds to be received in any escrow, trust or similar arrangement. Investing in shares of our common stock involves substantial risks that are described in the “Risk Factors” sections beginning onpage S-7of this prospectus supplement, onpage 7of the accompanying prospectus and discussed in ourAnnual Report on Form10-Kfor the year ended December 31, 2025, and other reports and information that we file from time to time with the Securitiesand Exchange Commission (the “SEC”), which are incorporated by reference into this prospectus supplement and theaccompanying prospectus. Neither the SEC nor any state securities commission has approved or disapproved of these securities or determined if this prospectus supplement or theaccompanying prospectus is truthful or complete. Any representation to the contrary is a criminal offense. Table of Contents TABLE OF CONTENTS PROSPECTUS SUPPLEMENT ABOUT THIS PROSPECTUS SUPPLEMENTFORWARD-LOOKING STATEMENTSPROSPECTUS SUPPLEMENT SUMMARYTHE OFFERINGRISK FACTORSUSE OF PROCEEDSPLAN OF DISTRIBUTIONLEGAL MATTERSEXPERTSINCORPORATION BY REFERENCEWHERE YOU CAN FIND MORE INFORMATION PROSPECTUS ABOUT THIS PROSPECTUSFORWARD-LOOKING STATEMENTSTHE COMPANYRISK FACTORSUSE OF PROCEEDSDESCRIPTION OF SECURITIESDESCRIPTION OF CAPITAL STOCKDESCRIPTION OF WARRANTS DESCRIPTION OF DEBT SECURITIES DESCRIPTION OF SUBSCRIPTION RIGHTS MATERIAL U.S. FEDERAL INCOME TAX CONSIDERATIONS PLAN OF DISTRIBUTION LEGAL MATTERS EXPERTS WHERE YOU CAN FIND MORE INFORMATION INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE You should rely only on the information contained in, or incorporated by reference in, this prospectus supplement, the accompanyingprospectus and any free writing prospectus we may authorize to be delivered to you. We are responsible for the information contained in thisprospectus supplement and the accompanying prospectus, including the information incorporated by reference herein, and any free writingprospectus that we prepare and distribute. Neither we nor any of the Sales Agents have authorized anyone to provide you with information thatis different from that contained in, or incorporated by reference in, this prospectus supplement, the