LUDWIG ENTERPRISES, INC（LUDG）美股招股说明书 S-1（2026-02-12修订版）（英文版）（172页）.pdf

1、As filed with the Securities and Exchange Commission on February 11,2026Registration No.333-284885 UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON,D.C.20549 AMENDMENT NO.2TOFORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Ludwig Enterprises,Inc.(Exact name of registrant as

2、specified in its charter)Nevada 8099 61-1133438(State or other jurisdiction ofincorporation or organization)(Primary Standard IndustrialClassification Code Number)(I.R.S.EmployerIdentification No.)1749 Victorian Avenue,#C-350Sparks,Nevada 89431(954)235-9026(Address,including zip code,and telephone n

3、umber,including area code,of registrants principal executive offices)Scott J.SilvermanChief Financial OfficerLudwig Enterprises,Inc.8950 SW 74th Ct,Ste 2201-A149Miami,FL 33156(Name,address and telephone number of agent for service)With copies to:Ross Carmel,Esq.Sichenzia Ross Ference Carmel,LLP1185

4、Avenue of the Americas,31st FloorNew York,NY,10036Phone:(212)930-9700Leslie Marlow,Esq.Patrick J.Egan,Esq.Blank Rome LLP1271 Avenue of the AmericasNew York,NY 10020Phone:(212)885-5000 Approximate date of commencement of proposed sale to the public:As soon as practicable after this registration state

5、ment is declared effective.If any of the securities being registered on this form are to be offered on a delayed or continuous basis pursuant to If any of the securities being registered on this Form are tobe offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act,chec

6、k the following box.If this Form is filed to register additional securities for an offering pursuant to Rule 462(b)under the Securities Act,check the following box and list the Securities Actregistration statement number of the earlier effective registration statement for the same offering.If this F