[8-K] Scienture Holdings, Inc. Reports Material Event

Rhea-AI Filing Summary

Scienture Holdings (SCNX) filed a prospectus supplement increasing the amount it may sell under its Form S-3, General Instruction I.B.6, and its equity distribution agreement with Maxim Group LLC to an aggregate offering price of up to $9,592,009.

The company reports it has sold approximately $13,252,250 in gross proceeds of securities under I.B.6 during the prior 12 months. The prospectus supplement states that $9,592,009 remains available to be sold. This notice is not an offer to sell or a solicitation to buy, and any sales would relate to the company’s common stock, par value $0.00001 per share, on permitted terms and in compliant jurisdictions.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 24, 2025

SCIENTURE HOLDINGS, INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware		001-39199		46-3673928
(State or other jurisdiction of incorporation)		(Commission File No.)		(I.R.S. Employer Identification No.)

20 Austin Blvd.
Commack, NY 11725
(Address of Principal Executive Offices)

(631) 670-6039
(Registrant’s Telephone Number)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common stock, par value $0.00001 per share		SCNX		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01. Other Events.

On October 24, 2025, Scienture Holdings, Inc. (the “Company”) filed with the Securities and Exchange Commission a prospectus supplement to its Registration Statement on Form S-3 (Registration No. 333-289198) increasing the amount of shares of the Company’s common stock, par value $0.00001 per share, that the Company is eligible to sell under General Instruction I.B.6 of Form S-3 and pursuant to the equity distribution agreement with Maxim Group LLC, dated September 19, 2025, to an aggregate offering price of up to $9,592,009. As of the date hereof, the Company has sold approximately $13,252,250 in gross proceeds of securities pursuant to General Instruction I.B.6 of Form S-3 during the prior 12 months. Thus, $9,592,009 remains available to be sold pursuant to the prospectus supplement. This Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the Company’s common stock in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
5.1		Opinion of Dykema Gossett PLLC
23.1		Consent of Dykema Gossett PLLC (included in Exhibit 5.1)
104		Cover Page Interactive Data File (embedded with the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	SCIENTURE HOLDINGS, INC.
	By:	/s/ Dr. Narasimhan Mani
		Dr. Narasimhan Mani
		Co-Chief Executive Officer
Date: October 30, 2025

FAQ

What did Scienture Holdings (SCNX) announce in its 8-K?

The company filed a prospectus supplement increasing the amount it may sell under its S-3 ATM with Maxim Group to an aggregate offering price of up to $9,592,009.

How much capacity remains available for SCNX to sell under the ATM?

The prospectus supplement states that $9,592,009 remains available to be sold under General Instruction I.B.6.

How much has SCNX sold in the prior 12 months under I.B.6?

The company reports approximately $13,252,250 in gross proceeds of securities sold during the prior 12 months under I.B.6.

Which counterparty is named in the equity distribution agreement?

The equity distribution agreement is with Maxim Group LLC, dated September 19, 2025.

What securities are referenced for potential sale by SCNX?

The filing refers to the company’s common stock, par value $0.00001 per share.

Does this filing constitute an offer to sell SCNX securities?

No. The notice states it is not an offer to sell or the solicitation of an offer to buy.