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Scienture Holdings shareholders elect five directors

Holders representing 14,496,459.75 votes were represented in person or by proxy, equal to 35.3% of voting power and constituting a quorum.

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Form Type
8-K

Rhea-AI Filing Summary

Scienture Holdings, Inc. (SCNX) reported the results of its October 28, 2026 annual meeting. Stockholders elected director nominees Mayur Doshi, Donald G. Fell, Subbarao Jayanthi, Shankar Hariharan and Narasimhan Mani to one-year terms, ratified CM3 Advisory as independent auditor for the fiscal year ending December 31, 2026, and approved named executive officer compensation in a non-binding advisory vote.

Stockholders also approved an adjournment proposal, but the meeting was not adjourned because a quorum was present and sufficient votes were represented to approve the proposals. The auditor appointment received 14,371,355.75 votes for and 122,576 against; executive compensation received 11,710,444.75 votes for and 1,052,401 against.

Item 5.07 Submission of Matters to a Vote of Security Holders Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Votes represented 14,496,459.75 votes At the October 28, 2026 annual meeting
Voting power represented 35.3% At the October 28, 2026 annual meeting
Common shares entitled to vote 41,064,146 shares At the 2026 annual meeting
Auditor ratification votes for 14,371,355.75 votes CM3 Advisory appointment for fiscal 2026
Executive compensation votes for 11,710,444.75 votes Non-binding advisory proposal
Executive compensation votes against 1,052,401 votes Non-binding advisory proposal
Adjournment proposal votes for 13,870,140 votes Proposal approved; adjournment deemed unnecessary
quorum regulatory
"constituted a quorum for the transaction of business"
A quorum is the minimum number of members needed to officially hold a meeting or make decisions. It ensures that decisions are made with enough participation to represent the group’s interests, much like a majority must be present for a vote to be valid. For investors, understanding quorum is important because it affects when and how important company or organization decisions can be legally made.
non-binding advisory vote regulatory
"approved, by a non-binding advisory vote"
A non-binding advisory vote is a shareholder vote that expresses investors’ opinion on a proposal (such as executive pay, corporate policy, or governance practices) but does not legally force the company to act. Think of it like a customer survey: it signals whether owners approve or disapprove and can pressure boards and managers to change course, so investors watch the result as an indicator of governance risk and potential future shifts in company strategy or leadership.
Broker Non-Votes regulatory
"Votes For | Votes Withheld | Broker Non-Votes"
Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.
record date regulatory
"the record date of September 11, 2026"
The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did SCNX stockholders approve at the 2026 annual meeting?

Stockholders elected five director nominees, ratified CM3 Advisory as independent auditor for the fiscal year ending December 31, 2026, and approved named executive officer compensation on a non-binding advisory basis. They also approved an adjournment proposal, although the meeting was not adjourned.

How many votes supported SCNX's executive compensation proposal?

The proposal received 11,710,444.75 votes for and 1,052,401 votes against, with 184,548 abstentions. The vote was non-binding and advisory.

Why wasn't the SCNX annual meeting adjourned?

Although stockholders approved the adjournment proposal, the company deemed adjournment unnecessary because a quorum was present and sufficient votes were represented to approve the proposals.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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 28, 2026

 

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

(The Nasdaq Capital Market)

 

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 5.07. Submission of Matters to a Vote of Security Holders.

 

On October 28, 2026, Scienture Holdings, Inc. (the “Company”) held its 2026 annual meeting of stockholders (the “2026 Annual Meeting”) virtually via a live webcast. The Company’s stockholders voted on four proposals at the 2026 Annual Meeting, each of which is listed below and described in more detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on September 18, 2026 (the “Proxy Statement”):

 

  1. To elect five directors to the Company’s board of directors, each to serve a term of one year and until either the Company’s stockholders have elected their respective successors and such successors have been qualified or their earlier resignation or removal;
     
  2. To ratify the appointment of CM3 Advisory as the Company’s independent auditor for the fiscal year ending December 31, 2026;
     
  3. To approve, by a non-binding advisory vote, the compensation of the Company’s named executive officers as described in the Proxy Statement; and
     
  4. To approve an adjournment of the 2026 Annual Meeting, if necessary and appropriate, as determined by the Company’s board of directors in its sole discretion, to solicit additional proxies if there are insufficient votes at the time of the 2026 Annual Meeting to approve the presented proposals or to constitute a quorum.

 

With respect to each proposal, holders of the Company’s common stock, par value $0.00001 per share, were entitled to cast one vote per share of common stock held as of the close of business on the record date of September 11, 2026. Holders of the Company’s common stock representing 14,496,459.75 votes were represented in person or by proxy at the 2026 Annual Meeting, which represented 35.3% of the voting power of the 41,064,146 shares of the Company’s common stock entitled to vote at the 2026 Annual Meeting and constituted a quorum for the transaction of business.

 

The final results of voting on each of the proposals presented at the 2026 Annual Meeting, as certified by the Company’s independent inspector of election, are set forth below.

 

Proposal No. 1: Election of Directors.

 

The Company’s stockholders elected each of the five director nominees listed below to serve a term of one year and until either the Company’s stockholders have elected their respective successors and such successors have been qualified or their earlier resignation or removal. The results of the vote taken were as follows:

 

Nominee   Votes For   Votes Withheld   Broker Non-Votes
Mayur Doshi   12,392,815.75   554,578   1,549,066
Donald G. Fell   12,324,085.75   623,308   1,549,066
Subbarao Jayanthi   12,660,832.75   286,561   1,549,066
Shankar Hariharan   12,713,905.75   233,488   1,549,066
Narasimhan Mani   12,640,097.75   307,296   1,549,066

 

 

 

 

Proposal No. 2: Ratification of Appointment of Independent Registered Public Accounting Firm

 

The stockholders ratified the appointment of CM3 Advisory as the Company’s independent auditor for the fiscal year ending December 31, 2026. The results of the vote taken were as follows:

 

Votes For   Votes Against   Abstentions   Broker Non-Votes
14,371,355.75   122,576   2,528   —

 

Proposal No. 3: Approval, on a Non-Binding, Advisory Basis, of the Compensation of the Company’s Named Executive Officers

 

The stockholders approved, by a non-binding advisory vote, the compensation of the Company’s named executive officers as described in the Proxy Statement. The results of the vote taken were as follows:

 

Votes For   Votes Against   Abstentions   Broker Non-Votes
11,710,444.75   1,052,401   184,548   1,549,066

 

Proposal No. 4: Approval of Adjournment of the Annual Meeting, if Necessary or Appropriate

 

The stockholders of the Company approved a proposal to adjourn the 2026 Annual Meeting to a later date or dates, if necessary or appropriate, including to solicit additional proxies if there were insufficient votes to approve the presented proposals or to constitute a quorum. Although this proposal was approved by the Company’s stockholders, because there was a quorum present and there were sufficient votes represented at the time of the 2026 Annual Meeting to approve the proposals, adjournment of the 2026 Annual Meeting was deemed unnecessary. The results of the vote taken were as follows:

 

Votes For   Votes Against   Abstentions   Broker Non-Votes
13,870,140   552,805.75   73,514   —

 

Item 9.01. Financial Statements and Exhibits.

 

Exhibit No.   Description
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. Shankar Hariharan
    Dr. Shankar Hariharan
    Executive Chairman and Co-Chief Executive Officer
Date: November 3, 2026    

 

 

 

Filing Exhibits & Attachments

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