Scienture Holdings, Inc.

Code

A

Shares

500,000

Price

$0.00

Footnotes

5

These shares of the Series X Non-Voting Convertible Preferred Stock, par value $0.00001 per share (the "Series X Preferred Stock"), of Scienture Holdings, Inc. (the "Issuer"), formerly known as TRxADE HEALTH, INC., automatically converted on a one-for-one basis into shares of the Issuer's common stock, par value $0.00001 per share ("Common Stock"), on the twentieth calendar day following the Issuer's mailing of an information statement on Schedule 14C in connection with the closing of the Issuer's previously announced acquisition of Scienture, Inc. on July 25, 2024 pursuant to an Agreement and Plan of Merger. The Series X Preferred Stock had no expiration date. These shares of Common Stock were transferred by Dr. Shankar Hariharan to a designee of NVK Finance, LLC (the "Lender") as consideration for the Lender's consent to certain transactions contemplated by that certain First Amendment to Loan and Security Agreement, dated November 22, 2024, entered into by the Issuer, the Lender, Dr. Hariharan, and certain other parties thereto. These shares of restricted Common Stock ("Restricted Shares") vest in two equal annual installments beginning on April 14, 2026. These Restricted Shares vest in two equal annual installments beginning on October 1, 2026. On February 20, 2026, the Compensation Committee of the Issuer's Board of Directors approved the award of these Restricted Shares as a discretionary stock bonus for performance in 2025. The Restricted Shares will be issued in three tranches of 166,666 shares on June 1, 2026, 166,667 shares on September 1, 2026, and 166,667 shares on December 1, 2026. Each tranche of Restricted Shares will vest three years following its respective issuance date.