来福威食品美股招股说明书(2026-05-14版)

Filed Pursuant to Rule 424(b)(3)Registration No. 333-291148 The information in this preliminary prospectus supplement is not complete and may be changed. A registration statementrelating to these securities has been filed with the Securities and Exchange Commission and is effective. This preliminaryprospectus supplement and the accompanying prospectus are not an offer to sell nor are we seeking an offer to buy these SUBJECT TO COMPLETION, DATED MAY 14, 2026 PROSPECTUS SUPPLEMENT(to Prospectus dated December 10, 2025) The selling stockholder (the “Selling Stockholder”) named herein is offering 3,454,756 shares of our common stock, no parvalue (“Common Stock”). We will not receive any of the proceeds from the sale of the shares of Common Stock being sold by the We have indicated an interest in repurchasing up to $5 million of shares of our Common Stock that are subject to this offeringfrom the underwriter. However, the underwriter may determine to sell no shares in this offering to us, or we may determine to Our Common Stock is traded on the Nasdaq Global Market (“Nasdaq”) under the symbol “LWAY.” On May 13, 2026, the lastreported sale price of our Common Stock on Nasdaq was $27.25 per share. (1) See the section titled “Underwriting” for additional information regarding total underwriter compensation. The underwriter has agreed to purchase shares of our Common Stock from the Selling Stockholder at a price of $ per share,which will result in approximately $ million of proceeds to the Selling Stockholder, before expenses. See “Underwriting.” Investing in our Common Stock involves risks. You should carefully read and consider “Risk Factors” beginning onpage S-9 of this prospectus supplement, on page 7 of the accompanying prospectus and in the documents incorporated by Neither the SEC nor any state securities commission has approved or disapproved of these securities or passed uponthe accuracy or adequacy of this prospectus or any applicable prospectus supplement. Any representation to the contrary is a The underwriters expect to deliver the Common Stock on or about , 2026, which will be the third business day following theinitial trade date for the Common Stock sold in this offering (this settlement cycle being referred to as “T+3”). Under Rule 15c6-1under the Securities Exchange Act of 1934, as amended, trades in the secondary market generally are required to settle in one businessday, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade Common Stockpurchased in this offering prior to the business day preceding the settlement date will be required, by virtue of the fact that the shares Sole Book-Running Manager BTIG Prospectus Supplement dated , 2026. TABLE OF CONTENTS ABOUT THIS PROSPECTUS SUPPLEMENT This prospectus is part of a registration statement on Form S-3 that we filed with the SEC utilizing a “shelf” registrationprocess. Under this process, the Selling Stockholder may from time to time, in one or more offerings, sell any and all of the shares ofCommon Stock described in this prospectus. This document is in two parts. The first part is this prospectus supplement, whichdescribes the terms of this offering of securities and also adds to, and updates information contained in, the accompanying prospectusand the documents incorporated by reference into this prospectus supplement and the accompanying prospectus. The second part, the You should rely only on the information contained in this prospectus supplement, the accompanying prospectus anddocuments incorporated by reference herein or therein. Neither we, the Selling Stockholder, nor the Underwriter has authorized anyother person to give any information or to represent anything not contained or incorporated by reference in this prospectus supplement The information contained in this prospectus supplement, the accompanying prospectus and any document incorporatedherein and therein by reference is current only as of the date of the applicable document regardless of the time of delivery of thisprospectus supplement and the accompanying prospectus or of any sale of our securities. Our business, financial condition, results of To the extent there is a conflict between the information contained in this prospectus supplement, on the one hand, and theinformation contained in the accompanying prospectus or any document incorporated herein and therein by reference, on the otherhand, you should rely on the information in this prospectus supplement. If any statement in one of these documents is inconsistent with Neither we, nor the Selling Stockholder are, and the Underwriter is not, making an offer to sell or soliciting any offer to buythese securities in any jurisdiction where the offer or sale is not permitted or in which the person making that offer or solicitation is notqualified to do so or to anyone to whom it is unlawful to make an offer or solicitation. The distribution of this prospec