Filed Pursuant to Rule 424(b)(3)
Registration No. 333-265716
PROSPECTUS SUPPLEMENT NO. 3
(to Prospectus dated
June 27, 2022)
Local Bounti Corporation
Up to 7,587,531 Shares of Common Stock
This prospectus
supplement supplements the prospectus dated June 27, 2022 (the Prospectus), which forms a part of our registration statement on Form S-1 (No.
333-265716). This prospectus supplement is being filed to update and supplement the information in the Prospectus with the information contained in our Current Report on Form
8-K, filed with the Securities and Exchange Commission on October 24, 2022 (the Current Report). Accordingly, we have attached the Current Report to this prospectus supplement.
The Prospectus and this prospectus supplement relate to the offer and sale from time to time by the selling securityholders named in the
Prospectus (the Selling Securityholders) of up to 7,587,531 shares of our common stock, par value $0.0001 per share (the Common Stock). The shares of Common Stock covered by the Prospectus were previously issued by us, of
which (1) 5,654,600 shares of Common Stock was issued in connection with the Petes Acquisition (as defined below), and (2) 1,932,931 shares of Common Stock issued in connection with our First Amendment to Credit Agreements and
Subordination Agreement among us, certain other of our subsidiaries, and Cargill Financial Services International, Inc. (the Cargill Financial), dated as of March 14, 2022. On April 4, 2022, Local Bounti closed the transactions
contemplated by: (a) a Purchase and Sale Agreement (the PSA) dated March 14, 2022 by and among (i) the Hollandia Produce Group, Inc. Employee Stock Ownership Trust (the Share Seller), (ii) Mosaic Capital
Investors I, LP, a Delaware limited partnership (Mosaic), True West Capital Partners Fund II, L.P. f/k/a Seam Fund II, L.P., a Delaware limited partnership (TWC and collectively with Mosaic and the Share Seller, the
Sellers and each individually, a Seller), (iii) Mosaic Capital Investors LLC, a Delaware limited liability company (the Sellers Representative), solely in its capacity as Sellers Representative,
(iv) Hollandia Produce Group, Inc., a California corporation (the Target or Petes), (v) Local Bounti Operating Company LLC, a Delaware limited liability company and a wholly-owned subsidiary of the Company
(Purchaser), and (vi) the Company, pursuant to which Purchaser acquired all of the issued and outstanding shares of capital stock and rights to acquire capital stock of the Target at the closing of the transactions contemplated by
the PSA, the Georgia UPA (as defined below) and the Georgia Corporation PSA (as defined below) (the Closing), (b) a Unit Purchase Agreement (the Georgia UPA) dated March 14, 2022 by and among the Company, Purchaser
and each of the holders of Class B Common Units of the Georgia Company (each, a Georgia Share Seller), providing for the acquisition by Purchaser at the Closing of all of the issued and outstanding Class B Common Units of
Hollandia Produce GA, LLC, a Delaware limited liability company, and a majority-owned subsidiary of the Target (the Georgia Company), and (c) a Stock Purchase Agreement (the Georgia Corporation PSA, and collectively with
the Georgia UPA and the PSA, the Purchase Agreements) dated March 14, 2022 by and among the Company, Purchaser, Mosaic and TWC (Mosaic and TWC, together with the Sellers and the Georgia Share Sellers, the Selling
Parties), providing for the acquisition by Purchaser at the Closing of all of the issued and outstanding shares of capital stock of Hollandia Produce GA Investor Corporation, a Delaware corporation (the Georgia Corporation),
holding all of the issued and outstanding Series A Preferred Units of the Georgia Company. Pursuant to the Purchase Agreements, the Company (through Purchaser) acquired all of the equity interests and rights to acquire equity interests of the Target
and its subsidiaries, including the minority interest in the Georgia Company not owned by the Target, from the Selling Parties (collectively, the Petes Acquisition).
Our Common Stock and Public Warrants are listed on the New York Stock Exchange under the symbols LOCL and LOCL WS,
respectively. On October 24, 2022, the closing price of our Common Stock was $2.55 and the closing price for our Public Warrants was $0.30.
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.
See the section entitled
Risk Factors beginning on page 7 of the Prospectus to read about factors you should consider before buying our securities.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or
determined if this prospectus supplement or the Prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
The date of this prospectus supplement is October 25, 2022.