Strawberry Fields REIT Inc. American Stock Prospectus (2026-05-20 Edition)

STRAWBERRY FIELDS REIT, INC. This prospectus supplement relates to the issuance and sale of up to 2,603,936 shares of common stock upon the exercise of Warrants(Series 1) (the “Warrants”) issued by Strawberry Fields REIT, Inc. (the “Company”) on May 19, 2026. We issued the Warrants in a concurrent offering outside of the United States pursuant to Regulation S (17 CFR Sections 230.901, et.seq.), specifically to investors in Israel. The Warrants became exercisable upon their listing for trading on the Tel Aviv Stock ExchangeLTD (the “TASE”) and expire on June 30, 2027. The Warrants have an exercise price per share equal to NIS 39.8. As of May 20, 2026,this was equal to $13.69. Notwithstanding the foregoing, the exercise price shall never be less than the closing price of a share of Investing in our common stock involves a high degree of risk. See “Risk Factors” on page S-7 for a discussion of information thatshould be considered in connection with an investment in our common stock. Our common stock is listed on The NYSE American under the symbol “STRW.” On May 19, 2026, the last reported sale price of ourcommon stock on The NYSE American was $12.83 per share. The Warrants are not listed or traded on any United States stock We may amend or supplement this prospectus supplement and the base prospectus from time to time by filing amendments orsupplements as required. You should read the entire prospectus supplement, accompanying base prospectus and any amendments or Our common stock is subject to restrictions on ownership and transfer designed, among other things, to preserve our qualification as areal estate investment trust, or REIT, for federal income tax purposes. See “Description of Registrant’s Securities Registered Pursuant None of the Securities and Exchange Commission (the “SEC”), any state securities commission, or any other federal or stateregulatory agency has approved or disapproved of these securities or passed upon the adequacy or accuracy of this prospectus The date of this prospectus supplement is May 20, 2026 ABOUT THIS PROSPECTUS SUPPLEMENT You should carefully read this entire prospectus supplement and the accompanying base prospectus, including the informationincluded and referred to under “Risk Factors” below, the information incorporated by reference in this prospectus supplement and in The prospectus supplement, the accompanying base prospectus, and the information incorporated by reference hereincontains specific information about the terms of this offering. This prospectus supplement also adds, updates, or changes theinformation contained in the accompanying base prospectus. This prospectus supplement and the base prospectus are part of aregistration statement that we filed with the SEC using a “shelf” registration process. Under this shelf registration process, we maysell, from time to time, any of the securities described in the base prospectus in one or more offerings, such as this offering. You should This prospectus supplement describes the specific terms of the common stock we are offering and also adds to and updatesinformation contained in the documents incorporated by reference into this prospectus supplement and the base prospectus. To theextent there is a conflict between the information contained in this prospectus supplement, on the one hand, and the informationcontained in any document incorporated by reference into this prospectus supplement or the base prospectus that was filed with theSEC before the date of this prospectus supplement, on the other hand, you should rely on the information in this prospectus You should rely only on the information contained in, or incorporated by reference into, this prospectus supplement, theaccompanying base prospectus, and in any free writing prospectus that we may authorize for use in connection with this offering. Wehave not authorized any other person to provide you with different information. If anyone provides you with different or inconsistentinformation, you should not rely on it. We are not making an offer to sell or soliciting an offer to buy our common stock in anyjurisdiction in which an offer or solicitation is not authorized or in which the person making that offer or solicitation is not qualified to Unless the context requires otherwise, references to “Strawberry”, the “Company”, “we”, “our”, “ours” and “us” are toStrawberry Fields REIT, Inc. and its subsidiaries. WHERE YOU CAN FIND MORE INFORMATION We have filed a registration statement with the SEC, of which this prospectus supplement and the base prospectus are part of,with respect to the securities being offered hereby. This prospectus supplement and the base prospectus do not contain all of theinformation set forth in the registration statement and the exhibits and schedules thereto. We refer you to the registration statement and Our common stock is listed on The NYSE American under the symbol “STRW”. We are subject to the informationrequirements of