Supplemental Prospectus (Form 424B3)

Filed pursuant to Rule 424(b)(3)

File No. 333-268699

Felicitas Private Markets Fund

Supplement dated July 16, 2026, to the

Prospectus and Statement of Additional Information ("SAI"),

each dated October 31, 2025

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Effective immediately, the following changes are made to the Prospectus and SAI:

1. The first paragraph of the section entitled: "Fees and Expenses - Investment Management Fee" on page 5 of the Prospectus is deleted and replaced with the following:

Investment Management Fee. Effective July 1, 2026, the Fund pays the Investment Adviser a management fee (the "Investment Management Fee") in consideration of the advisory services provided by the Investment Adviser to the Fund. The Fund pays the Investment Adviser an annual rate of 1.00%, payable quarterly in arrears, based upon the Fund's net assets as of quarter-end. The Investment Management Fee is paid to the Investment Adviser before giving effect to any repurchase of Shares in the Fund effective as of that date and will decrease the net profits or increase the net losses of the Fund that are credited to its Shareholders.

2. The section entitled: "Fees and Expenses - Expense Limitation and Reimbursement Agreement" on pages 5-6 of the Prospectus is deleted and replaced with the following:

Expense Limitation and Reimbursement Agreement. Effective July 1, 2026, the Investment Adviser has entered into an amended and restated expense limitation and reimbursement agreement (the "Expense Limitation and Reimbursement Agreement") with the Fund, whereby the Investment Adviser has agreed to waive fees that it would otherwise have been paid, and/or to assume expenses of the Fund (a "Waiver"), if required to ensure the Total Annual Expenses (excluding any taxes, leverage interest, brokerage commissions, dividend and interest expenses on short sales, acquired fund fees and expenses (as determined in accordance with SEC Form N-2), expenses incurred in connection with any merger or reorganization after commencement of Fund operations, any shareholder servicing fees paid under the Fund's Shareholder Service Plan, financing fees and costs, and extraordinary expenses, such as litigation expenses) do not exceed 1.50% of the net assets of the Fund on an annualized basis (the "Expense Limit") through October 31, 2027. Because taxes, leverage interest, brokerage commissions, dividend and interest expenses on short sales, acquired fund fees and expenses, expenses incurred in connection with any merger or reorganization after commencement of Fund operations, any shareholder servicing fees paid under the Fund's Shareholder Service Plan, financing fees and costs, and extraordinary expenses are excluded from the Expense Limit, Total Annual Expenses (after fee waivers and expense reimbursements) are expected to exceed 1.50%. The Expense Limitation and Reimbursement may not be terminated before October 31, 2027 by the Investment Adviser and thereafter may be terminated by the Fund or the Investment Adviser upon 30 days' written notice. Unless it is terminated, the Expense Limitation and Reimbursement Agreement automatically renews for consecutive one-year terms. For a period not to exceed three years from the date on which a Waiver is made, the Investment Adviser may recoup amounts waived or assumed, provided it is able to effect such recoupment and remain in compliance with the Expense Limit in effect at the time of the Waiver and the Expense Limit in effect at the time of the repayment. The Expense Limitation Agreement may be terminated by the Board of Trustees of the Fund (the "Board") upon thirty days' written notice to the Investment Adviser. See "FUND EXPENSES."

3. The section entitled "FUND FEES AND EXPENSES" on pages 10-11 of the Prospectus is deleted and replaced with the following:

The following tables describe the aggregate fees and expenses that the Fund expects to incur and that the Shareholders can expect to bear, either directly or indirectly, through the Fund's investments. The purpose of the following table and the example below is to assist prospective investors in understanding the various

fees and expenses that a Shareholder will bear, either directly or indirectly. The expenses shown in the table are based on estimated amounts for the current fiscal year. The Fund's actual expenses may vary from the estimated expenses shown in the table. For a more complete description of the various fees and expenses of the Fund, see "INVESTMENT MANAGEMENT," "ADMINISTRATION," "FUND EXPENSES," and "PURCHASING SHARES."

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(1) A 2.00% early repurchase fee payable to the Fund will be charged with respect to the repurchase of a Shareholder's Class Y Shares or Class I Shares at any time prior to the day immediately preceding the one-year anniversary of a Shareholder's purchase of the Shares (on a "first in-first out" basis). An early repurchase fee payable by a Shareholder may be waived by the Fund, in circumstances where the Board determines that doing so is in the best interests of the Fund and in a manner as will not discriminate unfairly against any Shareholder. See "TENDER OFFERS/REPURCHASES OF SHARES."

(2) For its provision of advisory services to the Fund, the Investment Adviser receives an annual Management Fee, payable quarterly in arrears, equal to 1.00% of the Fund's net assets determined as of quarter-end. The Management Fee is paid to the Investment Adviser before giving effect to any repurchase of Shares in the Fund effective as of that date and will decrease the net profits or increase the net losses of the Fund that are credited to its Shareholders.

(3) In addition to the Fund's direct expenses, the Fund indirectly bears a pro-rata share of the expenses of the Investment Funds. Private Investment Funds generally charge, in addition to management fees calculated as a percentage of the average NAV of the Fund's investment, performance-based fees generally from 10% to 20% of the net capital appreciation in the private Investment Fund's investment for the year or other measurement period, subject to loss carryforward provisions, as set forth in the respective private Investment Funds' offering documents. The Acquired Fund Fees and Expenses are based on expected amounts for the current fiscal year. In the future, these fees and expenses may be substantially higher or lower than reflected, because certain fees are based on the performance of the Investment Funds, which fluctuates over time. In addition, the Fund's portfolio changes from time to time, which will result in different Acquired Fund Fees and Expenses.

(4) Pursuant to exemptive relief from the SEC, the Fund offers multiple classes of Shares and has adopted a shareholder service plan ("Shareholder Service Plan") for Class I Shares. Under the Shareholder Service Plan, the Fund is permitted to pay as compensation up to 0.15% on an annualized basis of the net assets of the Fund attributable to Class I Shares (the "Shareholder Servicing Fee") to qualified recipients under the Shareholder Service Plan. The Fund may pay all or a portion of these fees to any registered securities dealer, financial institution, or any other person (each, a "Recipient") who provides certain shareholder services, pursuant to a written agreement. Class Y Shares are not subject to the Shareholder Servicing Fee.

(5) Other Expenses are estimated for the Fund's current fiscal year. "Other Expenses" include, among other things, professional fees and other expenses that the Fund will bear, including ongoing offering costs and fees and expenses of the Administrator, Transfer agent and Custodian.

(6) The Investment Adviser has entered into an expense limitation and reimbursement agreement (the "Expense Limitation and Reimbursement Agreement") with the Fund, whereby the Investment Adviser has agreed to waive fees that it would otherwise have been paid, and/or to assume expenses of the Fund (a "Waiver"), if required to ensure the Total Annual Expenses (excluding any taxes, leverage interest, brokerage commissions, dividend and interest expenses on short sales, acquired fund fees and expenses (as determined in accordance with SEC Form N-2), expenses incurred in connection with any merger or reorganization after commencement of Fund operations, any shareholder servicing fees paid under the Fund's Shareholder Service Plan, financing fees and costs, and extraordinary expenses, such as litigation expenses) do not exceed 1.50% of the net assets of the Fund on an annualized basis (the "Expense Limit") through October 31, 2027. The Expense

Limitation and Reimbursement may not be terminated before October 31, 2027 by the Investment Adviser and thereafter may be terminated by the Fund or the Investment Adviser upon 30 days' written notice. Unless it is terminated, the Expense Limitation and Reimbursement Agreement automatically renews for consecutive one-year terms. For a period not to exceed three years from the date on which a Waiver is made, the Investment Adviser may recoup amounts waived or assumed, provided it is able to effect such recoupment and remain in compliance with the Expense Limit in effect at the time of the Waiver and the Expense Limit in effect at the time of the repayment.

The following example is intended to help you compare the cost of investing in the Fund with the cost of investing in other funds. The example assumes that all distributions are reinvested at NAV and that the percentage amounts listed under annual expenses remain the same in the years shown (except that the example reflects the expense limitation for the one-year period and the first year of each additional period). The assumption in the hypothetical example of a 5% annual return is the same as that required by regulation of the SEC applicable to all registered investment companies. The assumed 5% annual return is not a prediction of, and does not represent, the projected or actual performance of the Shares.

EXAMPLE

The example is based on the annual fees and expenses set out in the table above and should not be considered a representation of future expenses. Actual expenses may be greater or less than those shown. Moreover, the rate of return of the Fund may be greater or less than the hypothetical 5% return used in the example. A greater rate of return than that used in the example would increase the dollar amount of the asset-based fees paid by the Fund.

4. The first paragraph in the section entitled: "INVESTMENT MANAGEMENT FEE" on page 43 of the Prospectus is deleted and replaced with the following:

Effective July 1, 2026, the Fund pays to the Investment Adviser an investment management fee (the "Investment Management Fee") in consideration of the advisory and other services provided by the Investment Adviser to the Fund. Pursuant to the Investment Management Agreement, the Fund pays the Investment Adviser a quarterly Investment Management Fee equal to 1.00% on an annualized basis of the Fund's NAV as of each quarter-end, subject to certain adjustments. The Investment Management Fee is paid to the Investment Adviser before giving effect to any repurchase of Shares in the Fund effective as of that date and will decrease the net profits or increase the net losses of the Fund that are credited to its Shareholders. NAV means the total value of all assets of the Fund, less an amount equal to all accrued debts, liabilities and obligations of the Fund; provided that for purposes of determining the Investment Management Fee payable to the Investment Adviser for any quarter, NAV will be calculated prior to any reduction for any fees and expenses of the Fund for that quarter, including, without limitation, the Investment Management Fee payable to the Investment Adviser for that quarter.

5. The fifth paragraph in the section entitled: "FUND EXPENSES" on pages 47-48 of the Prospectus is deleted and replaced with the following:

Effective July 1, 2026, the Investment Adviser has entered into an expense limitation and reimbursement agreement (the "Expense Limitation and Reimbursement Agreement") with the Fund, whereby the Investment Adviser has agreed to waive fees that it would otherwise have been paid, and/or to assume expenses of the Fund (a "Waiver"), if required to ensure the Total Annual Expenses (excluding any taxes, leverage interest, brokerage commissions, dividend and interest expenses on short sales, acquired fund fees and expenses (as determined in accordance with SEC Form N-2), expenses incurred in connection with any merger or reorganization, any shareholder servicing fees paid under the Fund's Shareholder Service Plan, financing fees and costs, and extraordinary expenses, such as litigation expenses) do not exceed

1.50% of the average daily net assets (the "Expense Limit"). Because taxes, leverage interest, brokerage commissions, dividend and interest expenses on short sales, acquired fund fees and expenses, expenses incurred in connection with any merger or reorganization, any shareholder servicing fees paid under the Fund's Shareholder Service Plan, financing fees and costs, and extraordinary expenses are excluded from the Expense Limit, Total Annual Expenses (after fee waivers and expense reimbursements) are expected to exceed 1.50%. The Expense Limitation and Reimbursement may not be terminated before October 31, 2027 and thereafter may be terminated by the Fund or the Investment Adviser upon 30 days' written notice. For a period not to exceed three years from the date on which a Waiver is made, the Investment Adviser may recoup amounts waived or assumed, provided it is able to effect such recoupment and remain in compliance with the Expense Limit in effect at the time of the Waiver and the Expense Limit at the time of the recoupment. For the fiscal year ended June 30, 2025, the Investment Adviser contractually waived fees and expenses totaling $510,914, and additionally voluntarily waived fees and expenses totaling $0.

6. The section entitled: "INVESTMENT MANAGEMENT AND OTHER SERVICES - Investment Management Fee" on page S-18 of the SAI is deleted and replaced with the following:

Pursuant to the Investment Management Agreement, effective July 1, 2026, the Fund pays the Investment Adviser a quarterly Investment Management Fee equal to 1.00% on an annualized basis of the Fund's NAV as of each quarter-end, subject to certain adjustments. The Investment Management Fee is paid to the Investment Adviser before giving effect to any repurchase of Shares in the Fund effective as of that date and will decrease the net profits or increase the net losses of the Fund that are credited to its Shareholders. NAV means the total value of all assets of the Fund, less an amount equal to all accrued debts, liabilities and obligations of the Fund; provided that for purposes of determining the Investment Management Fee payable to the Investment Adviser for any quarter, NAV will be calculated prior to any reduction for any fees and expenses of the Fund for that quarter, including, without limitation, the Investment Management Fee payable to the Investment Adviser for that quarter.

7. The first paragraph of the section entitled: "INVESTMENT MANAGEMENT AND OTHER SERVICES - Expense Limitation and Reimbursement Agreement" on page S-19 of the SAI is deleted and replaced with the following:

Effective July 1, 2026, the Investment Adviser has entered into an expense limitation and reimbursement agreement (the "Expense Limitation and Reimbursement Agreement") with the Fund, whereby the Investment Adviser has agreed to waive fees that it would otherwise have been paid, and/or to assume expenses of the Fund (a "Waiver"), if required to ensure the Total Annual Expenses (excluding any taxes, leverage interest, brokerage commissions, dividend and interest expenses on short sales, Incentive Fees, acquired fund fees and expenses (as determined in accordance with SEC Form N-2), expenses incurred in connection with any merger or reorganization, any shareholder servicing fees paid under the Fund's Shareholder Service Plan, financing fees and costs, and extraordinary expenses, such as litigation expenses) do not exceed 1.50% of the average daily net assets of the Fund (the "Expense Limit") through October 31, 2027. Because taxes, leverage interest, brokerage commissions, dividend and interest expenses on short sales, Incentive Fees, acquired fund fees and expenses, expenses incurred in connection with any merger or reorganization, any shareholder servicing fees paid under the Fund's Shareholder Service Plan, financing fees and costs, and extraordinary expenses are excluded from the Expense Limit, Total Annual Expenses (after fee waivers and expense reimbursements) are expected to exceed 1.50%. The Expense Limitation and Reimbursement may not be terminated before October 31, 2027 and thereafter may be terminated by the Fund or the Investment Adviser upon 30 days' written notice. From July 2, 2025 through June 30, 2026, the Investment Adviser had agreed to waive fees that it would otherwise have been paid, and/or to assume expenses of the Fund, if required to ensure the Total Annual Expenses (excluding any taxes, leverage interest, brokerage commissions, dividend and interest expenses on short sales, Incentive Fees, acquired fund fees and expenses (as determined in accordance with SEC Form N-2), expenses incurred in connection with any merger or reorganization, any shareholder servicing fees paid under the Fund's Shareholder Service Plan, financing fees and costs, and extraordinary expenses, such as litigation expenses) did not exceed 2.25% of the average daily net assets of the Fund. Prior to July 2, 2025, the Investment Adviser had agreed to waive fees that it would otherwise have been paid, and/or to assume expenses of the Fund, if required to ensure the Total Annual Expenses (excluding any taxes,

leverage interest, brokerage commissions, dividend and interest expenses on short sales, Incentive Fees, acquired fund fees and expenses (as determined in accordance with SEC Form N-2), expenses incurred in connection with any merger or reorganization, any shareholder servicing fees paid under the Fund's Shareholder Service Plan, and extraordinary expenses, such as litigation expenses) did not exceed 2.25% of the average daily net assets of the Fund. In each such case, for a period not to exceed three years from the date on which a Waiver was made, the Investment Adviser may recoup amounts waived or assumed, provided it is able to effect such recoupment and remain in compliance with the Expense Limit in effect at the time of the Waiver and the Expense Limit at the time of the repayment.

Please keep this Supplement with the Prospectus and SAI for future reference.