What changed in this filing

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Item 5. Other Information

2025-08-12 compared with 2025-05-12 · 29 added, 23 removed, 30 unchanged (63% of the section changed)

OTHER INFORMATION

During the quarter ended March 31, 2025, there was no information required to be disclosed in a report on Form 8-K which was not disclosed

During the quarter ended June 30, 2025, there was no information required to be disclosed in a report on Form 8-K which was not disclosed

in a report on Form 8-K.

During the quarter ended March 31, 2025, there were no material changes to the procedures by which stockholders may recommend nominees

to our board of directors.

During the quarter ended March 31, 2025, no officer or director adopted or terminated (1) a plan, contract, or set of instructions intended

During the quarter ended June 30, 2025, there were no material changes to the procedures by which stockholders may recommend nominees

to our Board.

During the quarter ended June 30, 2025, no officer or director adopted or terminated (1) a plan, contract, or set of instructions intended

to by covered by the 10b5-1 affirmative defense or (2) a written trading arrangement as defined in Item 408(c) of Regulation S-K.

Amended and Restated Certificate of Incorporation of the Company, as amended through September 20, 2024 (incorporated by reference

to Exhibit 3.1 of the Company’s Form 10-K filed on March 26, 2025).

Second Amended and Restated Certificate of Incorporation of the Company, as amended through September 20, 2024 (incorporated by reference to Exhibit 3.1 of the Company’s Form 10-K filed on March 26, 2025).

Certificate of Amendment to Second Amended and Restated Certificate of Incorporation (1-for-6 Reverse Stock Split of Common Stock) filed with the Delaware Secretary of State on February 12, 2020, and effective February 13, 2020 (incorporated by reference to Exhibit 3.3 of the Company’s Form 10-K filed on March 26, 2025).

2 unchanged sentences

Certificate of Amendment of Second Amended and Restated Certificate of Incorporation (incorporated by reference to Exhibit 3.6 of the Company’s Form 10-K filed on March 26, 2025).

and Restated Bylaws of the Company, as amended through March 24, 2022 (incorporated by reference to Exhibit 3.10 of the

Company’s Form 10-K filed on March 26, 2025).

Amended and Restated Bylaws of the Company, as amended through March 24, 2022 (incorporated by reference to Exhibit 3.10 of the Company’s Form 10-K filed on March 26, 2025).

Certificate of Designation of Series B Preferred Stock (incorporated by reference to Exhibit 3.1 of the Company’s Form 8-K filed on June 26, 2023).

1 unchanged sentence

Certificate of Designation of Preference, Rights and Limitations of Series X Non-Voting Convertible Preferred Stock (incorporated by reference to Exhibit 3.1 of the Company’s Form 8-K filed on July 31, 2024).

Consulting Agreement by and between Scienture Holdings, Inc.

and Draper, Inc.

dated March 17, 2025 (incorporated by reference to Exhibit 10.1 of the Company’s Form 8-K filed on March 21, 2025).

Independent Contractor Agreement by and between Scienture Holdings, Inc.

and EMS Consulting Services, LLC (incorporated by reference to Exhibit 5.1 of the Company’s Form 8-K filed on March 13, 2025).

Exclusive Commercial and Supply Agreement dated March 4, 2025, by and between Scienture, LLC and Summit Biosciences Inc.

(incorporated by reference to Exhibit 1.1 of the Company’s Form 8-K filed on March 10, 2025).

Certification of Principal Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Certification of Principal Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Form of Common Stock Purchase Agreement by and between Scienture Holdings, Inc.

and the investors named therein.

Form of Indemnification Agreement (incorporated by reference to Exhibit 10.1 of the Company’s Form 8-K filed on July 3, 2025).

Membership Interest Purchase Agreement by and among Scienture Holdings, Inc., Integra Pharmacy Solutions LLC, and Tollo Health, Inc., dated April 8, 2025 (incorporated by reference to Exhibit 1.01 of the Company’s Form 8-K filed on April 11, 2025).

Stock Purchase Agreement by and among Scienture Holdings, Inc.

and Tollo Health, Inc., dated April 8, 2025 (incorporated by reference to Exhibit 1.02 of the Company’s Form 8-K filed on April 11, 2025).

Form of Promissory Note (incorporated by reference to Exhibit 1.03 of the Company’s Form 8-K filed on April 11, 2025).

Certification of Principal Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant

to Section 302 of the Sarbanes-Oxley Act of 2002

Certification of Principal Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant

to Section 302 of the Sarbanes-Oxley Act of 2002

Certification of Principal Executive Officer pursuant to 18 U.S.C.

Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Section 1350, as adopted pursuant to Section 906

of the Sarbanes-Oxley Act of 2002

Certification of Principal Financial Officer pursuant to 18 U.S.C.

Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Section 1350, as adopted pursuant to Section 906

of the Sarbanes-Oxley Act of 2002

XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within

6 unchanged sentences

Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

+ Indicates management contract or compensatory plan or arrangement.

Exhibits and/or schedules have been omitted pursuant to Item 601(a)(5) of Regulation S-K.

6 unchanged sentences

HOLDINGS, INC.

Suren Ajjarapu

Executive Officer

Narasimhan Mani

Executive Officer and President

Executive Officer)

Chief Financial Officer

Shankar Hariharan

Executive Officer and Executive Chairman

(Principal Executive Officer)

Financial Officer

Accounting/Financial Officer)

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.

What changed 10-Q

Item 5. Other Information