JUPITER NEUROSCIENCES, INC.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

***Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934*

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June 24, 2026

Dear Stockholders:

We invite you to attend the 2026 virtual Annual Meeting of Stockholders (the “Annual Meeting”) of Jupiter Neurosciences, Inc. (“Jupiter,” the “Company,” “us,” “our,” or “we”). The Annual Meeting will be held in a virtual meeting format on July 22, 2026 at 10:00 a.m. Eastern Time. You may attend, vote and submit questions during the Annual Meeting via the Internet athttps://edge.media-server.com/mmc/p/s8ptz3m9. We have designed the format of the Annual Meeting to ensure that you are afforded the same rights and opportunities to participate as you would at an in-person meeting, using online tools to ensure your access and participation.

Details regarding the meeting, the business to be conducted at the meeting, and information about the Company that you should consider when you vote your shares are described in the accompanying proxy statement.

At the annual meeting, seven persons will be elected to our board of directors. Our board of directors currently consists of six directors following the resignation of Allison W. Brady effective June 17, 2026. In addition, we will ask stockholders to ratify the appointment of Cherry Bekaert LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2026, to approve a proposed amendment to the Company’s 2025 Equity Incentive Plan, and to approve a proposed amendment to the Company’s Certificate of Incorporation, as amended. The board of directors recommends the approval of each of these proposals. Such other business will be transacted as may properly come before the annual meeting.

**Your vote is very important.**We encourage you to read the Proxy Statement and vote your shares as soon as possible. Whether or not you plan to attend, you can be sure your shares are represented at the Annual Meeting by promptly submitting your vote by the Internet, by telephone or by completing, signing and returning the enclosed proxy card by mail.

On behalf of the Board of Directors, thank you for your continued confidence and investment in Jupiter.

/s/ Christer Rosén

Christer Rosén

Chairman of the Board and Chief Executive Officer

1001 North US HWY 1, Suite 504

Jupiter, FL 33477

Telephone: (561) 406-6154

NOTICE OF 2026 ANNUAL MEETING OF STOCKHOLDERS OF JUPITER NEUROSCIENCES, INC.

To Be Held on July 22, 2026 at 10:00 A.M. Eastern Time

To the Stockholders of Jupiter Neurosciences, Inc.:

The 2026 Annual Meeting of Stockholders (the “Annual Meeting”) of Jupiter Neurosciences, Inc., a Delaware corporation (“Jupiter,” the “Company,” “us,” “our,” or “we”), will be held in a virtual meeting format on July 22, 2026 at 10:00 a.m. Eastern Time. You may attend, vote and submit questions during the Annual Meeting via the Internet at https://edge.media-server.com/mmc/p/s8ptz3m9. We have designed the format of the Annual Meeting to ensure that you are afforded the same rights and opportunities to participate as you would at an in-person meeting, using online tools to ensure your access and participation.

The purpose of the Annual Meeting is to consider and act upon the following matters:

1. To elect seven (7) directors, the names of whom are set forth in the accompanying Proxy Statement, each to serve until the 2027 annual meeting of stockholders and until their respective successors are duly elected and qualified;

2. To ratify the selection of Cherry Bekaert LLP (“Cherry Bekaert”) as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026;

3. To approve an amendment to the Company’s 2025 Equity Incentive Plan (the “2025 Plan”) to increase the number of shares authorized for issuance under the 2025 Plan by 5,250,000 shares of Common Stock (the “Plan Amendment Proposal”);

4. To approve an amendment to the Company’s certificate of incorporation, as amended (the “Certificate of Incorporation”), to effect a reverse stock split at a ratio not less than 1:10 and not more than 1:100, or the “Reverse Stock Split,” such ratio and the implementation and timing of such Reverse Stock Split to be determined in the discretion of our board of directors (the “Reverse Stock Split Proposal”); and

You are cordially invited to attend the virtual Annual Meeting. Only stockholders of record at the close of business on June 15, 2026 are entitled to notice of, and to vote at, the Annual Meeting or any adjournment or postponement of the meeting.

This Proxy Statement and the enclosed proxy card will be mailed to stockholders on or about June 24, 2026.

YOUR VOTE IS IMPORTANT. Whether you expect to attend the virtual Annual Meeting or not, please vote your shares by Internet, by telephone, or by completing, signing and returning the enclosed proxy card by mail. If you attend the virtual Annual Meeting, you may vote your shares over the Internet, even though you have previously signed and returned your proxy.

NOTE FOR STREET-NAME HOLDERS. If you hold your shares through a broker, bank or other nominee, you must instruct your nominee how to vote the shares held in your account. The nominee will give you the voting instruction form. If you do not provide voting instructions, we expect that your nominee will be permitted to vote only on routine matters.

BY ORDER OF THE BOARD OF DIRECTORS

/s/ Christer Rosén

Christer Rosén

Chairman of the Board and Chief Executive Officer

PROXY STATEMENT

TABLE OF CONTENTS

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PROXY STATEMENT

ANNUAL MEETING OF STOCKHOLDERS

TO BE HELD AT 10:00 A.M. EASTERN TIME ON JULY 22, 2026

This Proxy Statement and the enclosed form of proxy are furnished in connection with the solicitation of proxies by our board of directors for use at our 2026 Annual Meeting of Stockholders, and any postponements, adjournments or continuations thereof (the “Annual Meeting”). The Annual Meeting will be held on July 22, 2026, at 10:00 a.m., Eastern Time, in a virtual meeting format. References in this Proxy Statement to “we,” “us,” “our” or “the Company” refer to Jupiter Neurosciences, Inc.

Although not part of this proxy statement, we are also sending, along with this proxy statement, our 2025 annual report, which includes our financial statements for the fiscal year ended December 31, 2025.

Important Notice Regarding the Availability of Proxy Materials for the 2026 Annual Meeting of Stockholders to be held on July 22, 2026

This proxy statement, the notice of 2026 annual meeting of stockholders, our form of proxy card and our 2025 annual report (our “Annual Report”) to stockholders are available for viewing, printing and downloading at https://edge.media-server.com/mmc/p/s8ptz3m9*.* To view these materials please have your control number(s) available that appears on your proxy card. On this website, you can also elect to receive future distributions of our proxy statements and annual reports to stockholders by electronic delivery.

Additionally, you can find a copy of our Annual Report on Form 10-K, which includes our financial statements for the fiscal year ended December 31, 2025, on the website of the Securities and Exchange Commission (the “SEC”), at www.sec.gov, or in the “Overview” section of the “Investors” section of our website at www.jupiterneurosciences.com.. You may also obtain a printed copy of our Annual Report on Form 10-K, including our financial statements, free of charge, from us by sending a written request to: info@jupiterneurosciences.com. Exhibits will be provided upon written request and payment of an appropriate processing fee.

THE INFORMATION PROVIDED IN THE “QUESTION AND ANSWER” FORMAT

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THE INFORMATION CONTAINED IN THIS PROXY STATEMENT. YOU SHOULD

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