−Removed: FOR THE REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES
−Removed: OF EQUITY SECURITIES
+Added: FOR THE REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
for Common Stock
−Removed: common stock was approved for listing on Nasdaq on February 13, 2020, under the symbol “MEDS”.
−Removed: On September 24, 2024, in
−Removed: connection with our acquisition of Scienture, Inc.
−Removed: (k/n/a Scienture, LLC), we changed our symbol to “SCNX”.
−Removed: Prior to February
−Removed: 13, 2020, our common stock traded on the OTCQB Market under the symbol “TRXD”.
+Added: common stock is listed on Nasdaq, under the symbol “SCNX”.
At present, there is a limited market for
our common stock.
−Removed: Stock and Preferred Stock Outstanding and Holders of Record
+Added: Holders of Record
of March 27, 2026, we had 40,630,815 shares of common stock outstanding, held by 66 stockholders of record, not including holders
−Removed: who hold their shares in street name as well as 1,575,900 shares of preferred stock issued and outstanding.
+Added: who hold their shares in street name.
+Added: The actual number of stockholders is greater than this number of record holders, and includes stockholders who are
+Added: beneficial owners, but whose shares are held in street name by brokers and other nominees.
we paid a special cash dividend in the first and third quarters of 2024, we have not historically paid or declared any cash dividends
1 unchanged sentence
Any determination to pay dividends in the future will be at the discretion of our board of directors.
−Removed: Accordingly, investors have historically relied on sales of their common stock after price appreciation, which may never occur, as
−Removed: the only way to realize any future gains on their investments.
+Added: investors have historically relied on sales of their common stock after price appreciation, which may never occur, as the only way to
+Added: realize any future gains on their investments.
Sales of Unregistered Securities
the year ended December 31, 2025, the Company issued 3,760,150 shares of common stock for services.
−Removed: The Company relied on the exemption
−Removed: from registration set forth in Section 4(a)(2) of the Securities Act for this issuance.
−Removed: July 12, 2024, the Company converted 290 shares of Series C Preferred Stock into 52,158 shares of common stock at the election of the
−Removed: The Company relied on the exemption from registration set forth in Section 4(a)(2) of the Securities Act for this issuance.
−Removed: July 25, 2024, as consideration for the acquisition of Scienture LLC, the Company issued to former Scienture, Inc.
−Removed: stockholders an aggregate
−Removed: amount of (i) 291,536 shares of the Company’s common stock and (ii) 6,826,713 shares of the Company’s Series X Non-Voting
−Removed: Convertible Preferred Stock, par value $0.00001 per share (the “Series X Preferred Stock”), each share of which was convertible
−Removed: into one share of common stock.
−Removed: On September 20, 2024, all shares of Series X Preferred Stock were converted into a total of 6,826,753
−Removed: shares of common stock.
−Removed: Such issuances were made in reliance on the exemptions from registration pursuant to Section 4(a)(2) of the Securities
−Removed: August 2024, the Company issued a convertible note of $360,000, for which the Company received $314,000 in net proceeds.
−Removed: The Conversion
−Removed: Price is the lesser of i) $8.36 or (ii) 85% of the lowest volume-weighted average prices of the preceding five trading days.
−Removed: matures on August 20, 2025.
−Removed: In connection with the note, the Company issued 76,923 warrants to purchase common stock.
−Removed: The warrants have
−Removed: an exercise price of $9.36 per share, are immediately exercisable and have a term of 5 years.
−Removed: Such issuances were made in reliance on
−Removed: the exemptions from registration pursuant to Section 4(a)(2) of the Securities Act.
−Removed: in August 2024, the Company issued 28,571 shares of common stock pursuant to the exercise of warrants on a cashless basis.
−Removed: Such issuances
−Removed: were made in reliance on the exemptions from registration pursuant to Section 4(a)(2) of the Securities Act.
−Removed: November 22, 2024, the Company issued 55,000 shares of common stock pursuant to a Securities Purchase Agreement dated November 22, 2024.
−Removed: On November 25, 2024, the Company issued 70,000 shares of common stock pursuant to purchase agreement dated November 25, 2024.
−Removed: Such issuances
−Removed: were made in reliance on the exemptions from registration pursuant to Section 4(a)(2) of the Securities Act.
−Removed: each case, the issuance did not involve a public offering and was made without general solicitation or general advertising, and the recipient
−Removed: of the shares was an accredited investor.
+Added: The Company relied on the
+Added: exemption from registration set forth in Section 4(a)(2) of the Securities Act for this issuance.
+Added: Such issuance did not
+Added: involve a public offering and was made without general solicitation or general advertising, and the recipient of the shares was an
+Added: accredited investor.
of Equity Securities by the Issuer and Affiliated Purchasers
1 unchanged sentence
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.