Filed Pursuant to Rule 433 of the Securities Act of 1933

Issuer Free Writing Prospectus dated March 29, 2024

Relating to Preliminary Prospectus dated March 15, 2024

Registration No. 333-276292

SUSHI GINZA ONODERA, INC.

FREE WRITING PROSPECTUS

This free writing prospectus is being filed pursuant to Rule 433 under the Securities Act of 1933 (the “Securities Act”) by Sushi Ginza Onodera, Inc. (the “Issuer”) with respect to Registration Statement No. 333-276292 (the “Registration Statement”). The Issuer has filed the Registration Statement (including a prospectus) with the Securities and Exchange Commission (the “SEC”) for the offering to which this communication relates. Before you invest, you should read the prospectus in that Registration Statement and other documents the Issuer has filed with the SEC for more complete information about the Issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the Issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling ThinkEquity LLC at (877) 436-3673 or by email at prospectus@think-equity.com or standard mail at ThinkEquity LLC, Prospectus Department, 17 State Street 41st Floor, New York, New York 10004.

The most recent registration statement (including the most recent prospectus) can be accessed through the following link:

https://www.sec.gov/Archives/edgar/data/1984725/000149315224010128/forms-1a.htm