SEC Form 424B3 filed by Stardust Power Inc.

Filed Pursuant to Rule 424(b)(3)

Registration No. 333-281160

PROSPECTUS SUPPLEMENT NO. 9

(to Prospectus dated May 5, 2025)

STARDUST POWER INC.

Up to 5,519,087 Shares of Common Stock

Up to 1,056,659 Shares of Common Stock Underlying Warrants

Up to 5,566,667 Warrants to Purchase Common Stock

This prospectus supplement updates, amends and supplements the prospectus dated May 5, 2025 (the “Prospectus”), which forms a part of our registration statement on Form S-1 (No. 333-281160). Capitalized terms used in this prospectus supplement and not otherwise defined 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 with the Prospectus, which is to be delivered with this prospectus supplement, and is qualified by reference thereto, except to the extent that the information in this prospectus supplement updates or supersedes the information contained in the Prospectus. Please keep this prospectus supplement with your Prospectus for future reference.

Our Common Stock and Warrants are listed on The Nasdaq Capital Market (“Nasdaq”) under the symbols “SDST” and “SDSTW,” respectively. On December 4, 2025, the last reported sales price of our Common Stock was $3.61 per share and the last reported sales price of our Warrants was $0.13 per Warrant.

We are an “emerging growth company” as defined under U.S. federal securities laws and, as such, have elected to comply with reduced public company reporting requirements. The Prospectus and this prospectus supplement comply with the requirements that apply to an issuer that is an emerging growth company. This prospectus supplement updates and supplements the information in the Prospectus and is not complete without, and may not be delivered or utilized except in combination with, the Prospectus, including any amendments or supplements thereto. This prospectus supplement should be read in conjunction with the Prospectus and if there is any inconsistency between the information in the Prospectus and this prospectus supplement, you should rely on the information in this prospectus supplement.

Investing in our securities involves a high degree of risk. You should review carefully the risks and uncertainties described in the section titled “Risk Factors” beginning on page 6 of the Prospectus, and under similar headings in any amendments or supplements to the Prospectus.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities, or passed upon the accuracy or adequacy of the Prospectus or this prospectus supplement. Any representation to the contrary is a criminal offense.

The date of this prospectus supplement is December 5, 2025.

ABOUT THIS PROSPECTUS SUPPLEMENT

We are filing this prospectus supplement to amend and update the “Principal Stockholders” and “Selling Securityholders” tables and the applicable footnotes of the Prospectus to reflect a distribution of an aggregate of 31,819 shares of Stardust Power Inc. common stock, par value $0.0001 per share (the “Common Stock”), from Roshen Pujari (the “transferor”), one of the selling securityholders previously identified in the Prospectus, to an entity affiliated with the transferor. This prospectus supplement is not increasing the number of shares of Common Stock or Warrants being offered under the Prospectus, but only reflecting the transfer of previously registered Common Stock and Warrants.

COVER PAGE OF THE PROSPECTUS

Directly following clause (ii) of the second paragraph on the cover page of the Prospectus, the below language shall be inserted:

On December 1, 2025, 31,819 shares of Common Stock, were distributed by the transferor to individuals and entities affiliated with the transferor.

PRINCIPAL STOCKHOLDERS

The information in the table that appears under the caption “Principal Stockholders” on page 119 of the Prospectus is modified by replacing the previous corresponding rows in the table, as well as the corresponding footnotes, with the information below.

Applicable percentages are based on (i) 9,817,809 shares of Common Stock and (ii) 1,043,080 shares of Common Stock underlying the Warrants for a total of 10,860,889 shares of Common Stock as of December 4, 2025, adjusted as required by rules promulgated by the SEC.

*Less than 1%

SELLING SECURITYHOLDERS

The information in the table that appears under the caption “Selling Securityholders” on pages 120 through 125 of the Prospectus is modified by replacing the previous table rows for the below entities and individuals, as well as the corresponding footnotes, with the information below.

*less than 1%