Grundlæggende statistik
| LEI | 549300GHZ32QH7U06I52 |
| CIK | 1382574 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to TRxADE HEALTH, Inc.
SEC Filings (Chronological Order)
Denne side giver en komplet, kronologisk liste over SEC-arkiveringer, eksklusive ejerskabsregistreringer, som vi leverer andre steder.
| May 29, 2026 |
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): May 26, 2026 SCIENTURE HOLDINGS, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39199 46-3673928 (State or other jurisdiction (Commission (I.R.S. Employer of |
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| May 22, 2026 |
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): May 18, 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 F |
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| May 22, 2026 |
Exhibit 99.1 SCIENTURE Reports First Quarter 2026 Financial Results and Business Update Highlighted by Significant Revenue Growth and Gross Margin Expansion COMMACK, NY, May 18, 2026 (GLOBE NEWSWIRE) — SCIENTURE HOLDINGS, INC. (NASDAQ: SCNX) (“Scienture”), a holding company for existing and planned pharmaceutical operating companies focused on providing enhanced value to patients, physicians and c |
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| May 15, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2026 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-39199 Scienture Holdings, Inc. (Exact name of reg |
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| May 5, 2026 |
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): May 5, 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 Fi |
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| May 5, 2026 |
Exhibit 99.1 |
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| May 1, 2026 |
INTELLECTUAL PROPERTY SECURITY AGREEMENT Exhibit 10.6 INTELLECTUAL PROPERTY SECURITY AGREEMENT This INTELLECTUAL PROPERTY SECURITY AGREEMENT (“IP Security Agreement”), dated as of April 27, 2026, is made by SCIENTURE, LLC, a Delaware limited liability company (“Guarantor”), in favor of STREETERVILLE CAPITAL, LLC, a Utah limited liability company (the “Secured Party”). A. Scienture Holdings, Inc., a Delaware corporation and parent company |
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| May 1, 2026 |
Exhibit 10.7 PLEDGE AGREEMENT This Pledge Agreement (this “Agreement”) is entered into as of April 27, 2026 by and between Streeterville Capital, LLC, a Utah limited liability company (“Secured Party”), and Scienture Holdings, Inc., a Delaware corporation (“Pledgor”). A. Effective as of the date hereof, Secured Party purchased from Pledgor that certain Secured Promissory Note B of even date herewi |
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| May 1, 2026 |
Exhibit 10.1 Note Purchase Agreement This Note Purchase Agreement (this “Agreement”), dated as of April 27, 2026, is entered into by and between Scienture Holdings, Inc., a Delaware corporation (“Company”), and Streeterville Capital, LLC, a Utah limited liability company, its successors and/or assigns (“Investor”). A. Company and Investor are executing and delivering this Agreement in reliance upo |
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| May 1, 2026 |
Exhibit 10.3 SECURED PROMISSORY NOTE B Effective Date: April 27, 2026 U.S. $3,000,000.00 FOR VALUE RECEIVED, Scienture Holdings, Inc., a Delaware corporation (“Borrower”), promises to pay to Streeterville Capital, LLC, a Utah limited liability company, or its successors or assigns (“Lender”), $3,000,000.00 and any interest, fees, charges, and late fees accrued hereunder on the date that is eightee |
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| May 1, 2026 |
Exhibit 10.2 SECURED PROMISSORY NOTE A-1 Effective Date: April 27, 2026 U.S. $8,420,000.00 FOR VALUE RECEIVED, Scienture Holdings, Inc., a Delaware corporation (“Borrower”), promises to pay to Streeterville Capital, LLC, a Utah limited liability company, or its successors or assigns (“Lender”), $8,420,000.00 and any interest, fees, charges, and late fees accrued hereunder on the date that is eight |
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| May 1, 2026 |
Exhibit 10.5 Security Agreement This Security Agreement (this “Agreement”), dated as of April 27, 2026, is executed by Scienture, LLC, a Delaware limited liability company (“Guarantor”), in favor of Streeterville Capital, LLC, a Utah limited liability company (“Secured Party”). A. Scienture Holdings, Inc., a Delaware corporation and parent company of Guarantor (“Debtor”), issued to Secured Party: |
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| May 1, 2026 |
[Remainder of page intentionally left blank; signature page to follow] Exhibit 10.8 GUARANTY This GUARANTY, made effective as of April 27, 2026, is given by Scienture LLC, a Delaware limited liability company (“Scienture LLC”), and SCNX Holdings, LLC, a Utah limited liability company (“SCNX Holdings”, and together with Scienture LLC, “Guarantors”, and each individually, a “Guarantor”) for the benefit of Streeterville Capital, LLC, a Utah limited liability company (“I |
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| May 1, 2026 |
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): April 27, 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 |
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| May 1, 2026 |
Exhibit 10.4 Security Agreement This Security Agreement (this “Agreement”), dated as of April 27, 2026, is executed by Scienture Holdings, Inc., a Delaware corporation (“Debtor”), in favor of Streeterville Capital, LLC, a Utah limited liability company (“Secured Party”). A. Debtor issued to Secured Party: (i) that certain Secured Promissory Note A-1 of even date herewith in the original principal |
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| April 30, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-39199 Scienture Holdings, Inc. (Exact name of regist |
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| March 30, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-39199 Scienture Holdings, Inc. (Exact name of registra |
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| March 30, 2026 |
Exhibit 21.1 Subsidiaries LIST OF SUBSIDIARIES – ALL 100% OWNED (UNLESS OTHERWISE STATED) Scienture LLC (f/k/a Scienture, Inc.), a Delaware limited liability company. |
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| November 18, 2025 |
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): November 17, 2025 SCIENTURE HOLDINGS, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39199 46-3673928 (State or other jurisdiction of incorporation) (Commiss |
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| November 18, 2025 |
Exhibit 99.1 |
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| November 14, 2025 |
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): November 12, 2025 SCIENTURE HOLDINGS, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39199 46-3673928 (State or other jurisdiction of incorporation) (Commiss |
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| November 13, 2025 |
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): November 7, 2025 SCIENTURE HOLDINGS, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39199 46-3673928 (State or other jurisdiction of incorporation) (Commissi |
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| November 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-39199 Scienture Holdings, Inc. (Exact name of |
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| November 12, 2025 |
Exhibit 3.6 |
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| November 7, 2025 |
Scienture Holdings, Inc. Up to $150,000,000 Common Stock Filed pursuant to Rule 424(b)(5) Registration No. 333-289198 Prospectus Supplement (To Prospectus dated August 8, 2025) Scienture Holdings, Inc. Up to $150,000,000 Common Stock Scienture Holdings, Inc. has entered into an Equity Distribution Agreement (the “ATM Sales Agreement”) with Maxim Group LLC (“Maxim”) dated September 19, 2025, relating to the sale of shares of our common stock, par value $ |
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| October 30, 2025 |
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) (Commissi |
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| October 24, 2025 |
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 20, 2025 SCIENTURE HOLDINGS, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39199 46-3673928 (State or other jurisdiction of incorporation) (Commissi |
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| October 24, 2025 |
Exhibit 10.1 |
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| October 24, 2025 |
Exhibit 10.1 |
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| October 24, 2025 |
$9,592,009 Scienture Holdings, Inc. Common Stock Filed pursuant to Rule 424(b)(5) Registration No. 333-289198 AMENDMENT NO. 1 DATED OCTOBER 24, 2025 To Prospectus Supplement dated September 19, 2025 (To Prospectus dated August 8, 2025) $9,592,009 Scienture Holdings, Inc. Common Stock This prospectus supplement (“Prospectus Supplement No. 1”) amends and supplements the information in the prospectus supplement dated September 19, 2025, filed with |
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| October 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| October 17, 2025 |
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 14, 2025 SCIENTURE HOLDINGS, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39199 46-3673928 (State or other jurisdiction of incorporation) (Commissi |
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| October 16, 2025 |
Exhibit 10.4 Security Agreement This Security Agreement (this “Agreement”), dated as of October 14, 2025, is executed by Scienture Holdings, Inc., a Delaware corporation (“Debtor”), in favor of Streeterville Capital, LLC, a Utah limited liability company (“Secured Party”). A. Debtor issued to Secured Party a certain Secured Promissory Note of even date herewith, as may be amended from time to time |
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| October 16, 2025 |
Exhibit 10.5 Security Agreement This Security Agreement (this “Agreement”), dated as of October 14, 2025, is executed by Scienture, LLC, a Delaware limited liability company (“Guarantor”), in favor of Streeterville Capital, LLC, a Utah limited liability company (“Secured Party”). A. Scienture Holdings, Inc., a Delaware corporation and parent company of Guarantor (“Debtor”), issued to Secured Party |
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| October 16, 2025 |
Exhibit 10.3 SECURED PROMISSORY NOTE Effective Date: October 14, 2025 U.S. $3,911,111.11 FOR VALUE RECEIVED, Scienture Holdings, Inc., a Delaware corporation (“Borrower”), hereby unconditionally promises to pay to Streeterville Capital, LLC, a Utah limited liability company, or its successors or assigns (“Lender”), $3,911,111.11 and any interest, fees, charges, and late fees accrued hereunder on t |
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| October 16, 2025 |
SECOND AMENDMENT OF LOAN AND SECURITY AGREEMENT Exhibit 10.1 SECOND AMENDMENT OF LOAN AND SECURITY AGREEMENT THIS SECOND AMENDMENT OF LOAN AND SECURITY AGREEMENT (“Amendment”) is made as of October 10, 2025 between NVK FINANCE, LLC, a Nebraska limited liability company (“Lender”), SCIENTURE, LLC (“Borrower”), a Delaware limited liability company and successor by merger of Scienture, Inc., and SCIENTURE HOLDINGS, INC., the sole member of Borrowe |
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| October 16, 2025 |
Exhibit 10.2 Note Purchase Agreement This Note Purchase Agreement (this “Agreement”), dated as of October 14, 2025, is entered into by and between Scienture Holdings, Inc., a Delaware corporation (“Company”), and Streeterville Capital, LLC, a Utah limited liability company, its successors and/or assigns (“Investor”). A. Company and Investor are executing and delivering this Agreement in reliance u |
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| October 16, 2025 |
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 10, 2025 Scienture Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39199 46-3673928 (State or other jurisdiction of incorporation) (Commissi |
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| October 16, 2025 |
[Remainder of page intentionally left blank; signature page to follow] Exhibit 10.6 GUARANTY This GUARANTY, made effective as of October 14, 2025, is given by Scienture, LLC, a Delaware limited liability company (“Guarantor”), for the benefit of Streeterville Capital, LLC, a Utah limited liability company, and its successors, transferees, and assigns (collectively “Investor”). PURPOSE A. Scienture Holdings, Inc., a Delaware corporation and parent of Guarantor (“Compa |
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| October 14, 2025 |
250,000 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-289198 Prospectus Supplement (To Prospectus dated August 8, 2025) 250,000 Shares of Common Stock This prospectus relates to the resale from time to time of up to 250,000 shares of our common stock, par value $0.0001 per share (the “Shares”), by the selling stockholder identified herein (collectively, with any of such stockholder’s transferees, |
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| October 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| October 6, 2025 |
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 1, 2025 Scienture Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39199 46-3673928 (State or other jurisdiction of incorporation) (Commissio |
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| October 3, 2025 |
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 3, 2025 Scienture Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39199 46-3673928 (State or other jurisdiction of incorporation) (Commissio |
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| October 3, 2025 |
Exhibit 10.1 October 3, 2025 Scienture Holdings, Inc. 20 Austin Blvd. Commack, NY 11725 Attention: Dr. Narasimhan Mani, Co-Chief Executive Officer Email: [email protected] With a copy to: Dykema Gossett PLLC 111 E Kilbourn Avenue, Suite 1050 Milwaukee, Wisconsin 53202 Attention: Kate Bechen Email: [email protected] Re: Acknowledgement of Satisfaction – 10% Original Issue Discount Secured Debent |
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| September 23, 2025 |
Exhibit 1.1 |
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| September 23, 2025 |
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): September 19, 2025 Scienture Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39199 46-3673928 (State or other jurisdiction of incorporation) (Commis |
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| September 19, 2025 |
Filed pursuant to Rule 424(b)(5) Registration No. 333-289198 Prospectus Supplement (To Prospectus dated August 8, 2025) Up to $9,200,000 Common Stock Scienture Holdings, Inc. has entered into an Equity Distribution Agreement (the “ATM Sales Agreement”) with Maxim Group LLC (“Maxim”) relating to the sale of shares of our common stock, par value $0.00001 per share, offered by this prospectus supplem |
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| August 27, 2025 |
X0101 EFFECT 33 LIVE 2025-08-27 16:30:00 S-3 0001382574 Scienture Holdings, Inc. 333-289824 |
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| August 27, 2025 |
SCIENTURE HOLDINGS, INC. SCIENTURE HOLDINGS, INC. 2,097,317 Shares of Common Stock Filed Pursuant to Rule 424(b)(3) Registration No. 333- 289824 PROSPECTUS SCIENTURE HOLDINGS, INC. SCIENTURE HOLDINGS, INC. 2,097,317 Shares of Common Stock This prospectus relates to the resale from time to time of up to 2,097,317 shares of Scienture Holdings, Inc. (the “Company,” “we,” “our,” and “us”) common stock, par value $0.00001 per share (“Common Stock”), by the selling stockholders identi |
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| August 26, 2025 |
20 Austin Blvd. Commack, NY 11725 20 Austin Blvd. Commack, NY 11725 August 26, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549 Re: Scienture Holdings, Inc. Registration Statement on Form S-3 File No. 333-289824 Ladies and Gentleman: Pursuant to Rule 461 under the Securities Act of 1933, as amended, the undersigned registrant he |
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| August 25, 2025 |
Exhibit 10.1 CONSULTING AGREEMENT This Consulting Agreement (this “Agreement”) is made and entered into as of this 25th day of July, 2024, between TRxADE HEALTH, INC., a Delaware corporation (as the name may be changed in accordance with the provisions of the DGCL, the “Company”) and Surendra K. Ajjarapu (“Consultant”). The Company and Consultant are referred to herein individually as a “Party,” o |
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| August 25, 2025 |
As filed with the Securities and Exchange Commission on August 22, 2025. As filed with the Securities and Exchange Commission on August 22, 2025. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Scienture Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 46-3673928 (State or other jurisdiction of (I.R.S. Employer incorporation or or |
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| August 25, 2025 |
Exhibit 107 Calculation of Filing Fee Table Form S-3 (Form Type) SCIENTURE HOLDINGS, INC. |
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| August 19, 2025 |
August 19, 2025 Narasimhan Mani Chief Executive Officer Scienture Holdings, Inc. 20 Austin Blvd. Commack, NY 11725 Re: Scienture Holdings, Inc. Draft Registration Statement on Form S-3 Submitted August 15, 2025 CIK No. 0001382574 Dear Narasimhan Mani: This is to advise you that we do not intend to review your registration statement. We request that you publicly file your registration statement and |
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| August 15, 2025 |
As confidentially submitted to the Securities and Exchange Commission on August 14, 2025. |
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| August 15, 2025 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of August 13, 2025, between Scienture Holdings, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditio |
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| August 15, 2025 |
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): August 13, 2025 SCIENTURE HOLDINGS, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39199 46-3673928 (State or other jurisdiction (Commission (I.R.S. Employe |
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| August 15, 2025 |
Exhibit 10.2 PLACEMENT AGENCY AGREEMENT August 13, 2025 Dr. Narasimhan Mani President & Co-Chief Executive Office Scienture Holdings, Inc. 20 Austin Blvd. Commack, NY 11725 Dear Dr. Mani: This agreement (the “Agreement”) constitutes the agreement between Maxim Group LLC (“Maxim” or the “Placement Agent”) and Scienture Holdings, Inc., a Delaware corporation (collectively with its owned or controlle |
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| August 15, 2025 |
3,225,000 Shares of Common Stock Filed pursuant to Rule 424(b)(5) Registration No. 333-289198 Prospectus Supplement (To Prospectus dated August 8, 2025) 3,225,000 Shares of Common Stock We are offering in a registered direct offering 3,225,000 shares of our common stock, par value $0.00001 per share (the “common stock”) to investors pursuant to this prospectus supplement and accompanying base prospectus and a securities purchase |
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| August 15, 2025 |
Commack, NY, Aug. 14, 2025 (GLOBE NEWSWIRE) — Exhibit 99.1 Commack, NY, Aug. 14, 2025 (GLOBE NEWSWIRE) — Scienture Holdings, Inc. (Nasdaq: SCNX) (“Scienture” or the “Company”), a holding company for existing and planned pharmaceutical operating companies focused on providing enhanced value to patients, physicians and caregivers through developing, bringing to market, and distributing novel specialty products to satisfy unmet market needs, tod |
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| August 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-39199 Scienture Holdings, Inc. (Exact name of regi |
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| August 12, 2025 |
Exhibit 10.1 COMMON STOCK PURCHASE AGREEMENT This Common Stock Purchase Agreement (this “Agreement”) is made and entered into as of July 2025, by and between SCIENTURE HOLDINGS, INC., a Delaware corporation with its principal (the “Company”) and the investors listed on Schedule A hereto (each, an “Investor”). WHEREAS, subject to the terms and conditions set forth in this Agreement, the Company des |
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| August 8, 2025 |
August 8, 2025 Narasimhan Mani Co-Chief Executive Officer and President Scienture Holdings, Inc. |
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| August 8, 2025 |
20 Austin Blvd. Commack, NY 11725 20 Austin Blvd. Commack, NY 11725 August 8, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549 Re: Scienture Holdings, Inc. Registration Statement on Form S-3 File No. 333-289198 Ladies and Gentleman: Pursuant to Rule 461 under the Securities Act of 1933, as amended, the undersigned registrant her |
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| August 4, 2025 |
Dykema Gossett PLLC 111 E. Kilbourn Ave. Suite 1050 Milwaukee, WI 53202 www.dykema.com Tel: 414-488-7300 Kate Bechen Direct Dial: (414) 488-7333 Email: [email protected] August 4, 2025 U.S. Securities and Exchange Commission Division of Corporate Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549 Attention: Daniel Crawford, Tim Buchmiller, Tracie Mariner, and Kevin Vaughn R |
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| August 1, 2025 |
Form of Indenture for Debt Securities Exhibit 4.5 SCIENTURE HOLDINGS, INC. INDENTURE Dated as of , 20 DEBT SECURITIES Trustee INDENTURE dated as of , 20 , among Scienture Holdings, Inc. a Delaware corporation (the “Company”), and , as trustee (the “Trustee”). WITNESSETH: WHEREAS, the Company has duly authorized the execution and delivery of this Indenture to provide for the issuance of debentures, notes, bonds or other evidences of in |
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| August 1, 2025 |
As filed with the Securities and Exchange Commission on August 1, 2025. As filed with the Securities and Exchange Commission on August 1, 2025. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Scienture Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware 46-3673928 (State or other jurisdiction of (I.R.S. Employer incorporation or org |
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| August 1, 2025 |
Exhibit 107 Calculation of Filing Fee Table Form S-3 (Form Type) Scienture Holdings, Inc. |
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| August 1, 2025 |
Dykema Gossett PLLC 111 E. Kilbourn Ave. Suite 1050 Milwaukee, WI 53202 www.dykema.com Tel: 414-488-7300 Kate Bechen Direct Dial: (414) 488-7333 Email: [email protected] August 1, 2025 U.S. Securities and Exchange Commission Division of Corporate Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549 Attention: Daniel Crawford, Tim Buchmiller, Tracie Mariner, and Kevin Vaughn R |
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| July 24, 2025 |
July 24, 2025 Narasimhan Mani Co-Chief Executive Officer and President Scienture Holdings, Inc. |
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| July 24, 2025 |
Scienture Holdings, Inc. Obtains $1.2 Million in Bridge Funding Exhibit 99.1 Scienture Holdings, Inc. Obtains $1.2 Million in Bridge Funding Commack, NY, July 24, 2025 (GLOBENEWSWIRE) – SCIENTURE HOLDINGS, INC. (NASDAQ: SCNX) (the “Company”) a holding company for existing and planned pharmaceutical operating companies focused on providing enhanced value to patients, physicians and caregivers through developing, bringing to market, and distributing novel specia |
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| July 24, 2025 |
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): July 18, 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 |
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| July 24, 2025 |
July 24, 2025 Narasimhan Mani Co-Chief Executive Officer and President Scienture Holdings, Inc. |
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| July 15, 2025 |
July 14, 2025 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549 Re: Scienture Holdings, Inc. Withdrawal of Offering Statement on Form 1-A, filed September 25, 2024 File No. 024-12510 Ladies and Gentlemen: Pursuant to Rule 259(a) under Regulation A of the Securities Act of 1933, as amended, the Company hereby re |
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| July 8, 2025 |
As confidentially submitted to the Securities and Exchange Commission on July 8, 2025. |
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| July 3, 2025 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): June 27, 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 |
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| July 3, 2025 |
Form of Indemnification Agreement Exhibit 10.1 Scienture holdings, INC. DIRECTOR AND OFFICER INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”) is made as of by and between Scienture Holdings, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”). RECITALS WHEREAS, the Company desires to attract and retain the services of highly qualified individuals, such as Indemnitee, to serve the Company; WHEREAS |
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| June 16, 2025 |
As filed with the Securities and Exchange Commission on June 16, 2025 As filed with the Securities and Exchange Commission on June 16, 2025 Registration No. |
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| May 22, 2025 |
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): May 16, 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 F |
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| May 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-39199 Scienture Holdings, Inc. (Exact name of reg |
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| April 24, 2025 |
4,300,000 SHARES OF COMMON STOCK Filed Pursuant to Rule 424(b)(3) Registration No. 333-283591 PROSPECTUS SUPPLEMENT NO. 1 (To Prospectus Dated February 24, 2025) 4,300,000 SHARES OF COMMON STOCK This prospectus supplement (this “Supplement”) is being filed to update and supplement the information contained in the prospectus dated February 24, 2025 (the “Prospectus”) relating to the resale from time to time of up to 4,300,000 shar |
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| April 11, 2025 |
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): April 8, 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 |
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| April 11, 2025 |
Exhibit 99.1 SCIENTURE announces the divestiture of its legacy subsidiaries for a total consideration of $5 million and dedicates its full focus to the Branded and Specialty Pharma segment through Scienture, LLC. TAMPA, FL, April 08, 2025 (GLOBE NEWSWIRE) — SCIENTURE HOLDINGS, INC. (NASDAQ: SCNX) (the “Company”), a holding company for existing and planned pharmaceutical operating companies focused |
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| April 11, 2025 |
Exhibit 1.03 THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. NO SALE OR DISPOSITION MAY BE EFFECTED EXCEPT IN COMPLIANCE WITH RULE 144 UNDER SAID ACT OR AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR THE HOLDER SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE ACT OR RECEIPT OF A NO-ACTION LETTE |
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| April 11, 2025 |
SCIENTURE HOLDINGS, INC. SCIENTURE HOLDINGS, INC. 2,643,421 SHARES OF COMMON STOCK Filed Pursuant to Rule 424(b)(3) Registration No. 333-286399 PROSPECTUS SCIENTURE HOLDINGS, INC. SCIENTURE HOLDINGS, INC. 2,643,421 SHARES OF COMMON STOCK This prospectus relates to the resale from time to time of up to 2,643,421 shares of common stock, par value $0.00001, of Scienture Holdings, Inc. (f/k/a TRxADE HEALTH, INC.), a Delaware corporation (“we,” “us,” “our,” or the “Company”), by Aren |
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| April 11, 2025 |
Exhibit 1.02 Stock PURCHASE AGREEMENT This STOCK PURCHASE AGREEMENT (“Agreement”) is made as of April 8, 2025, by and among SCIENTURE HEALTH, INC., a Delaware corporation (“Seller”), BONUM HEALTH, INC., a Delaware corporation and Softell Inc, a Florida corporation (collectively known as the “Company”) and TOLLO HEALTH, LLC., a Delaware corporation (“Buyer”). Buyer, Company and Seller are each refe |
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| April 11, 2025 |
Exhibit 1.01 Membership Interest PURCHASE AGREEMENT This MEMBERSHIP INTEREST PURCHASE AGREEMENT (“Agreement”) is made as of April 8, 2025, by and among SCIENTURE HOLDINGS, INC., a Delaware corporation (“Seller”), Integra Pharma Solutions LLC, a Florida limited liability company (“Company”) and TOLLO HEALTH, LLC., a Delaware limited liability company (“Buyer”). Buyer, Company and Seller are each re |
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| April 9, 2025 |
6308 Benjamin Rd, Suite 708 Tampa, Florida 33634 6308 Benjamin Rd, Suite 708 Tampa, Florida 33634 April 9, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549 Re: Scienture Holdings, Inc. Registration Statement on Form S-1 File No. 333-286399 Ladies and Gentleman: Pursuant to Rule 461 under the Securities Act of 1933, as amended, the undersigned |
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| April 4, 2025 |
Exhibit 107 Calculation of Filing Fee Table Form S-1 (Form Type) SCIENTURE HOLDINGS, INC. |
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| April 4, 2025 |
As filed with the Securities and Exchange Commission on April 4, 2025 As filed with the Securities and Exchange Commission on April 4, 2025 Registration No. |
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| March 26, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-39199 Scienture Holdings, Inc. (Exact name of registra |
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| March 26, 2025 |
Exhibit 21.1 Subsidiaries LIST OF SUBSIDIARIES – ALL 100% OWNED (UNLESS OTHERWISE STATED) Scienture LLC (f/k/a Scienture, Inc.), a Delaware limited liability company. Softell Inc (f/k/a Trxade, Inc.), a Florida corporation. Integra Pharma Solutions, Inc. (f/k/a Pinnacle Tek, Inc.), a Florida corporation. Bonum Health, Inc a Delaware corporation. Bonum Health, LLC, a Delaware corporation. |
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| March 21, 2025 |
Consulting Agreement by and between Scienture Holdings, Inc. and Draper, Inc. dated March 17, 2025 Exhibit 10.1 |
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| March 21, 2025 |
March 21, 2025 Surendra Ajjarapu Chief Executive Officer Scienture Holdings, Inc. 6308 Benjamin Rd, Suite 708 Tampa, FL 33634 Re: Scienture Holdings, Inc. Draft Registration Statement on Form S-1 Submitted March 18, 2025 CIK No. 0001382574 Dear Surendra Ajjarapu: Our initial review of your draft registration statement indicates that it fails to comply with the requirements of the Securities Act of |
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| March 21, 2025 |
Exhibit 99.1 SCIENTURE announces the U.S. FDA Approval of its NDA for SCN-102, to be launched as ArbliTM, (losartan potassium) Oral Suspension, 10mg/mL. The global market for losartan potassium was approximately $1.5 billion in sales in 2024. TAMPA, FL, March 18, 2025 (GLOBE NEWSWIRE) — – SCIENTURE HOLDINGS, INC. NASDAQ: SCNX), a holding company for existing and planned pharmaceutical operating co |
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| March 21, 2025 |
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): March 17, 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 |
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| March 18, 2025 |
As confidentially submitted to the Securities and Exchange Commission on March 17, 2025. |
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| March 13, 2025 |
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): March 10, 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 |
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| March 10, 2025 |
Exhibit 99.1 SCIENTURE to commercially launch REZENOPY®, a life-saving opioid overdose emergency treatment through a collaboration with KINDEVA DRUG DELIVERY L.P. TAMPA, FL, March 06, 2025 (GLOBE NEWSWIRE) — SCIENTURE HOLDINGS, INC. NASDAQ: SCNX), a holding company for existing and planned pharmaceutical operating companies focused on providing enhanced value to patients, physicians and caregivers |
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| March 10, 2025 |
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): March 4, 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 |
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| March 10, 2025 |
Exhibit 1.1 EXCLUSIVE COMMERCIAL and SUPPLY AGREEMENT This Exclusive Commercial and Supply Agreement (hereinafter, this “Agreement”) is entered into by and between: SUMMIT BIOSCIENCES INC., a Delaware corporation and wholly owned subsidiary of Kindeva Drug Delivery L.P., with corporate address at 1513 Bull Lea Rd., Lexington, KY 40511 (hereinafter referred to as “KNDD”); and SCIENTURE, LLC (a whol |
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| February 24, 2025 |
SCIENTURE HOLDINGS, INC. 4,300,000 SHARES OF COMMON STOCK Filed Pursuant to Rule 424(b)(3) Registration No. 333-283591 PROSPECTUS SCIENTURE HOLDINGS, INC. 4,300,000 SHARES OF COMMON STOCK This prospectus relates to the resale from time to time of up to 4,300,000 shares of common stock, par value $0.00001, of Scienture Holdings, Inc. (f/k/a TRxADE HEALTH, INC.), a Delaware corporation (“we,” “us,” “our,” or the “Company”), by Arena Finance Markets, LP (“A |
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| February 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| February 12, 2025 |
6308 Benjamin Rd, Suite 708 Tampa, Florida 33634 6308 Benjamin Rd, Suite 708 Tampa, Florida 33634 February 12, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549 Re: Scienture Holdings, Inc. Registration Statement on Form S-1 File No. 333-283591 Ladies and Gentleman: Pursuant to Rule 461 under the Securities Act of 1933, as amended, the undersig |
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| February 7, 2025 |
February 7, 2025 Surendra Ajjarapu Chief Executive Officer Scienture Holdings, Inc. |
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| February 6, 2025 |
As filed with the Securities and Exchange Commission on February 6, 2025 As filed with the Securities and Exchange Commission on February 6, 2025 Registration No. |
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| February 6, 2025 |
Dykema Gossett PLLC 111 E. Kilbourn Ave. Suite 1050 Milwaukee, WI 53202 www.dykema.com Tel: 414-488-7300 Kate Bechen Direct Dial: (414) 488-7333 Email: [email protected] February 6, 2025 U.S. Securities and Exchange Commission Division of Corporate Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549 Attention: Daniel Crawford, Tim Buchmiller, Tracie Mariner, and Sasha Parikh |
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| February 5, 2025 |
February 5, 2025 Surendra Ajjarapu Chief Executive Officer Scienture Holdings, Inc. |
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| January 30, 2025 |
As filed with the Securities and Exchange Commission on January 29, 2025 As filed with the Securities and Exchange Commission on January 29, 2025 Registration No. |
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| January 29, 2025 |
California | Illinois | Michigan | Minnesota | Texas | Washington, D.C. | Wisconsin Dykema Gossett PLLC 111 E. Kilbourn Ave. Suite 1050 Milwaukee, WI 53202 www.dykema.com Tel: 414-488-7300 Kate Bechen Direct Dial: (414) 488-7333 Email: [email protected] January 29, 2025 U.S. Securities and Exchange Commission Division of Corporate Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549 Attention: Daniel Crawford, Tim Buchmiller, Tracie Mariner, and Sasha Parikh |
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| January 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| January 24, 2025 |
January 24, 2025 Surendra Ajjarapu Chief Executive Officer Scienture Holdings, Inc. |
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| January 17, 2025 |
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): January 15, 2025 SCIENTURE HOLDINGS, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39199 46-3673928 (State or other jurisdiction of incorporation) (Commissi |
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| January 14, 2025 |
As filed with the Securities and Exchange Commission on January 13, 2025 As filed with the Securities and Exchange Commission on January 13, 2025 Registration No. |
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| January 14, 2025 |
Exhibit 10.25 |
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| January 13, 2025 |
California | Illinois | Michigan | Minnesota | Texas | Washington, D.C. | Wisconsin Dykema Gossett PLLC 111 E. Kilbourn Ave. Suite 1050 Milwaukee, WI 53202 www.dykema.com Tel: 414-488-7300 Kate Bechen Direct Dial: (414) 488-7333 Email: [email protected] January 13, 2025 U.S. Securities and Exchange Commission Division of Corporate Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549 Attention: Daniel Crawford, Tim Buchmiller, Tracie Mariner, and Sasha Parikh |
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| January 8, 2025 |
Presentation, dated January 8, 2025. Exhibit 99.1 |
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| January 8, 2025 |
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): January 3, 2025 SCIENTURE HOLDINGS, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39199 46-3673928 (State or other jurisdiction of incorporation) (Commissio |
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| December 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statement SCIENTURE HOLDINGS, INC. (Exact name of Registra |
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| December 30, 2024 |
Three Months Ended September 30, Dykema Gossett PLLC 111 E. Kilbourn Ave. Suite 1050 Milwaukee, WI 53202 www.dykema.com Tel: 414-488-7300 Kate Bechen Direct Dial: (414) 488-7333 Email: [email protected] December 30, 2024 U.S. Securities and Exchange Commission Division of Corporate Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549 Attention: Tracie Mariner and Sasha Parikh Re: Scienture Holdings, Inc. For |
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| December 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive Information Statement SCIENTURE HOLDINGS, INC. (Exact name of Registra |
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| December 20, 2024 |
December 20, 2024 Surendra Ajjarapu Chief Executive Officer Scienture Holdings, Inc. |
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| December 20, 2024 |
December 20, 2024 Surendra Ajjarapu Chief Executive Officer Scienture Holdings, Inc. |
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| December 3, 2024 |
Exhibit 10.7 |
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| December 3, 2024 |
Exhibit 21.1 LIST OF SUBSIDIARIES Wholly-owned Subsidiaries of the Company: Scienture, LLC, a Delaware limited liability company (formerly, Scienture, Inc., a Delaware corporation) Softell Inc. (f/k/a Trxade Inc.), a Florida corporation BONUM HEALTH, INC., a Delaware non-stock corporation Bonum Health, LLC, a Delaware limited liability company Indirect Ownership: Softell Inc. owns 100% of the capi |
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| December 3, 2024 |
Exhibit 107 Calculation of Filing Fee Table Form S-1 (Form Type) SCIENTURE HOLDINGS, INC. |
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| December 3, 2024 |
As filed with the Securities and Exchange Commission on December 3, 2024 As filed with the Securities and Exchange Commission on December 3, 2024 Registration No. |
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| November 26, 2024 |
Exhibit 10.3 SECURITY AGREEMENT This SECURITY AGREEMENT, dated as of November 25, 2024 (this “Agreement”), is among SCIENTURE HOLDINGS, INC., a Delaware corporation (the “Company”), Scienture, LLC, a Delaware limited liability company (“Scienture” and a “Guarantor”), such other Subsidiaries of the Company as may become party hereto in accordance with Section 4(ii) hereof (each, a “Guarantor”, and |
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| November 26, 2024 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of November 22, 2024, between SCIENTURE HOLDINGS, INC., a Delaware corporation (the “Company”), and each purchaser identified on the signature page hereto (each, a “Purchaser” and together, the “Purchasers”). Each of the Company and each Purchaser shall individually be referred to herein as |
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| November 26, 2024 |
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): November 22, 2024 SCIENTURE HOLDINGS, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39199 46-3673928 (State or other jurisdiction of incorporation) (Commiss |
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| November 26, 2024 |
Exhibit 10.7 PURCHASE AGREEMENT THIS PURCHASE AGREEMENT (this “Agreement”), dated as of November 25, 2024, is made by and between ARENA BUSINESS SOLUTIONS GLOBAL SPC II, LTD (the “Investor”), and SCIENTURE HOLDINGS, INC., a Delaware corporation (the “Company”). WHEREAS, the parties desire that, upon the terms and subject to the conditions contained herein, the Company shall have the right to issue |
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| November 26, 2024 |
Exhibit 10.5 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of November 25, 2024, by and between SCIENTURE HOLDINGS, INC., a Delaware corporation (the “Company”), and those certain purchasers identified on the signature page hereto (together with it permitted assigns, the “Investors”). Capitalized terms used herein and not otherwise defined herein shall ha |
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| November 26, 2024 |
Exhibit 10.2 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
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| November 26, 2024 |
Exhibit 99.1 Scienture Holdings, Inc. Announces Private Placement of $3 Million of 10% Secured Convertible Debentures as Initial Tranche of $12 Million Offering and Entry into $50 Million Equity Line of Credit Agreement Scienture Holdings to Receive Funding of Up to $12 Million From Private Placement of 10% Secured Convertible Debentures and Up to $50 Million from Equity Line of Credit Tampa, FL, |
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| November 26, 2024 |
Exhibit 10.4 GUARANTEE GUARANTEE (the “Guarantee”), dated as of November 25, 2024, by the Guarantors (as defined below) in favor of the Purchasers (as defined below). WHEREAS, Scienture Holdings, Inc., a Delaware corporation (the “Borrower”), is the holder of certain equity interests of the Guarantors; and WHEREAS, pursuant to that certain Security Agreement (defined below), the Borrower is pledgi |
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| November 26, 2024 |
Placement Agency Agreement between the Company and Dawson James, dated November 25, 2024. Exhibit 10.6 PLACEMENT AGENCY AGREEMENT Dawson James Securities, Inc. 101 North Federal Highway, Suite 600 Boca Raton, FL 33432 November 25, 2024 Ladies and Gentlemen: This letter (this “Agreement”) constitutes the agreement between Scienture Holdings, Inc., a Delaware corporation (the “Company”) and Dawson James Securities, Inc. (“Dawson”) pursuant to which Dawson shall serve as the exclusive pla |
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| November 26, 2024 |
Exhibit 10.8 FIRST AMENDMENT OF LOAN AND SECURITY AGREEMENT THIS FIRST AMENDMENT OF LOAN AND SECURITY AGREEMENT (“Amendment”) is made as of the 22nd day of November, 2024 between NVK FINANCE, LLC, a Nebraska limited liability company (“Lender”), SCIENTURE, LLC (“Borrower”), a Delaware limited liability company and successor by merger of Scienture, Inc., Scienture Holdings, Inc., the sole member of |
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| November 6, 2024 |
Exhibit 6.7 TRXADE GROUP, INC. EXECUTIVE EMPLOYMENT AGREEMENT THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is entered into this March 1st 2021, to be effective as of the Effective Date as defined below between Trxade Group, Inc., a Delaware corporation (the “Company”), and Prashant Patel, an individual (the “Executive”) (each of the Company and Executive are referred to herein as a “Part |
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| November 6, 2024 |
Exhibit 10.5 ASSIGNMENT AND ASSUMPTION OF MEMBERSHIP INTERESTS – INTEGRA PHARMA SOLUTIONS, LLC THIS ASSIGNMENT AND ASSUMPTION OF MEMBERSHIP INTERESTS – INTEGRA PHARMA SOLUTIONS, LLC (“Agreement”) is made and entered into effective as of the 4th day of October, 2024 (the “Effective Date”) by and among SCIENTURE HOLDINGS, INC., a Delaware corporation (“the “Transferor”) and SOFTELL INC., f/k/a TRXAD |
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| November 6, 2024 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 11.3 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the use in this Offering Statement on Form 1-A of Scienture Holdings, Inc. of our report dated 31st July 2024 relating to the Financial Statements of Scienture, Inc. as of and for the years ended December 31, 2023 and 2022 which appears in this Offering Statement. We also consent to the reference to us under |
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| November 6, 2024 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 11.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in this Offering Statement on Form 1-A of (Scienture Holdings, Inc. f/k/a TRxADE Health, Inc.) (the “Company”) of our report dated April 22, 2024, relating to our audit of the Company’s consolidated financial statements as of and for the year ended December 31, 2023. Our report contai |
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| November 6, 2024 |
California | Illinois | Michigan | Minnesota | Texas | Washington, D.C. | Wisconsin Exhibit 12.1 Dykema Gossett PLLC 111 E. Kilbourn Ave. Suite 1050 Milwaukee, WI 53202 WWW.DYKEMA.COM Tel: 414-488-7300 November [●], 2024 Scienture Holdings, Inc. 6308 Benjamin Rd Suite 708 Tampa, Florida 33634 Ladies and Gentlemen: We have acted as legal counsel to Scienture Holdings, Inc. (f/k/a TRxADE Health, Inc.), a Delaware corporation (the “Company”), in connection with the preparation and f |
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| November 6, 2024 |
PRELIMINARY OFFERING CIRCULAR, DATED November 5, 2024 PRELIMINARY OFFERING CIRCULAR, DATED November 5, 2024 AN OFFERING STATEMENT PURSUANT TO REGULATION A RELATING TO THESE SECURITIES HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION. |
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| November 6, 2024 |
Exhibit 3.1 |
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| November 6, 2024 |
Exhibit 3.2 |
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| November 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-39199 Scienture Holdings, Inc. (Exact name of |
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| November 6, 2024 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 11.2 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the inclusion in this Registration Statement on Form 1-A of our report dated March 27, 2023 with respect to the audited consolidated financial statements of TRxADE HEALTH, INC. for the year ended December 31, 2022. Our report contains an explanatory paragraph regarding the Company’s ability to continue as a going c |
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| October 11, 2024 |
Other Events, Financial Statements and Exhibits 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): September 20, 2024 SCIENTURE HOLDINGS, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39199 46-3673928 (State or other jurisdiction of incorporation) (Commis |
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| October 8, 2024 |
Presentation, dated October 4, 2024. EX-99.1 2 ex99-1.htm Exhibit 99.1 |
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| October 8, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits 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 4, 2024 SCIENTURE HOLDINGS, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39199 46-3673928 (State or other jurisdiction of incorporation) (Commissio |
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| September 25, 2024 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 11.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in this Offering Statement on Form 1-A of Scienture Holdings, Inc. (f/k/a TRxADE Health, Inc.) (the “Company”) of our report dated April 22, 2024, relating to our audit of the Company’s consolidated financial statements as of and for the year ended December 31, 2023. Our report contai |
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| September 25, 2024 |
Exhibit 1.1 September [●], 2024 PERSONAL AND CONFIDENTIAL Mr. Surendra K. Ajjarapu, Chief Executive Officer Scienture Holdings, Inc. 6308 Benjamin Rd, Suite 708 Tampa, FL 33634 Re: SCNX| Placement Agent Agreement Dear Mr. Ajjarapu: The purpose of this placement agent agreement (this “Agreement”) is to outline our agreement pursuant to which Aegis Capital Corp. (“Aegis”) will act as the placement a |
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| September 25, 2024 |
PRELIMINARY OFFERING CIRCULAR, DATED SEPTEMBER 25, 2024 PRELIMINARY OFFERING CIRCULAR, DATED SEPTEMBER 25, 2024 AN OFFERING STATEMENT PURSUANT TO REGULATION A RELATING TO THESE SECURITIES HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION. |
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| September 24, 2024 |
Exhibit 99.2 TRxADE Health, Inc. Announces Name Change to Scienture Holdings, Inc. and Ticker Symbol Change to “SCNX” TRxADE Health, Inc. today announced that it changed its name and ticker symbol to “Scienture Holdings, Inc.” and “SCNX”, respectively, and that the business will continue as a Nasdaq-listed company. TAMPA, FL, September 24, 2024 (GLOBE NEWSWIRE) — TRxADE Health, Inc. (the “Company” |
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| September 24, 2024 |
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): September 20, 2024 SCIENTURE HOLDINGS, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39199 46-3673928 (State or other jurisdiction of incorporation) (Commis |
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| September 24, 2024 |
TRxADE Health, Inc. Announces Name Change to Scienture Holdings, Inc. Exhibit 99.1 TRxADE Health, Inc. Announces Name Change to Scienture Holdings, Inc. TAMPA, FL and COMMACK, NY, September 20, 2024 (GLOBE NEWSWIRE) – TRxADE Health, Inc. (“TRxADE”) (NASDAQ: MEDS) and Scienture, LLC (“Scienture”), a wholly owned subsidiary of TRxADE, today announced that it is changing its name to Scienture Holdings, Inc. (“Scienture Holdings”), effective Monday, September 23, 2024. |
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| September 24, 2024 |
Exhibit 3.1 |
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| August 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statement TRxADE HEALTH, INC. (Exact name of Registrant as |
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| August 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive Information Statement TRxADE HEALTH, INC. (Exact name of Registrant as |
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| August 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-39199 TRxADE HEALTH, INC. (Exact name of registran |
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| July 31, 2024 |
Exhibit 10.2 CONSULTING AGREEMENT This Consulting Agreement (this “Agreement”) is made and entered into as of this 25th day of July, 2024, between TRxADE HEALTH, INC., a Delaware corporation (as the name may be changed in accordance with the provisions of the DGCL, the “Company”) and Surendra K. Ajjarapu (“Consultant”). The Company and Consultant are referred to herein individually as a “Party,” o |
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| July 31, 2024 |
Exhibit 10.1 LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of July 25, 2024, by and between (i) TRxADE HEALTH, INC., a Delaware corporation (including any successor entity thereto, “MEDS”), and (ii) (the “Subject Party”). Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Merger Agreement (as defi |
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| July 31, 2024 |
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): July 25, 2024 TRxADE HEALTH, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39199 46-3673928 (State or other jurisdiction of incorporation) (Commission File |
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| July 31, 2024 |
Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER among: TRXADE HEALTH, INC.; MEDS MERGER SUB I, INC.; MEDS MERGER SUB II, LLC; and SCIENTURE, INC. Dated as of July 25, 2024 TABLE OF CONTENTS Section 1. Definitions and Interpretative Provisions. 6 1.1 Definitions. 6 1.2 Other Definitional and Interpretative Provisions. 16 Section 2. Description of Transaction. 17 2.1 The Merger.. 17 2.2 E |
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| July 31, 2024 |
Exhibit 99.1 TRxADE Health, Inc. Announces Business Combination with Scienture, Inc., in a Transaction Valued at $103 Million Scienture, Inc., a private branded and specialty pharmaceutical company, entered into a business combination with TRxADE Health Inc., in an all-stock transaction valued at $103 million. TAMPA, FL and COMMACK, NY, July 26, 2024 (GLOBE NEWSWIRE) — TRxADE HEALTH, INC. (“TRxADE |
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| July 31, 2024 |
Exhibit 3.1 |
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| July 31, 2024 |
Exhibit 10.3 CONSULTING AGREEMENT This Consulting Agreement (this “Agreement”) is made and entered into as of this 25th day of July, 2024, between TRxADE HEALTH, INC., a Delaware corporation (as the name may be changed in accordance with the provisions of the DGCL, the “Company”) and Prashant Patel (“Consultant”). The Company and Consultant are referred to herein individually as a “Party,” or coll |
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| July 31, 2024 |
Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is dated as of , 2024, by and among TRxADE Health, Inc., a Delaware corporation (the “Company”), and the several former stockholders of Scienture, Inc. signatory hereto (each, including its successors and assigns, a “Holder” and collectively, the “Holders”). This Agreement is made in connection with th |
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| July 9, 2024 |
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): July 8, 2024 TRxADE HEALTH, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39199 46-3673928 (State or other jurisdiction of incorporation) (Commission File N |
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| July 9, 2024 |
TRxADE Health, Inc. Announces Special Cash Dividend Exhibit 99.1 TRxADE Health, Inc. Announces Special Cash Dividend TAMPA, FL – (July 9, 2024) – TRxADE HEALTH, INC. (Nasdaq: MEDS) (the “Company”), announced that the Company’s board of directors has declared a special cash dividend of $1.50 per share of common stock. The special dividend is being paid using a portion of the proceeds received in May 2024 in connection with the prior sale of the Comp |
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| June 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-39199 TRxADE HEALTH, INC. (Exact name of registra |
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| June 20, 2024 |
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): June 17, 2024 TRxADE HEALTH, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39199 46-3673928 (State or other jurisdiction of incorporation) (Commission File |
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| May 30, 2024 |
Exhibit 99.1 TRxADE Health, Inc. Announces Receipt of Notice from Nasdaq Regarding Late Filing of Quarterly Report on Form 10-Q TAMPA, FL – (May 29, 2024) – TRxADE HEALTH, Inc. (Nasdaq: MEDS) (the “Company”), announced that, on May 23, 2024, the Company received a notice (the “Notice”) from the Nasdaq Listing Qualifications Department (“Nasdaq”) indicating that because the Company had not yet file |
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| May 30, 2024 |
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): May 23, 2024 TRxADE HEALTH, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39199 46-3673928 (State or other jurisdiction of incorporation) (Commission File N |
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| May 23, 2024 |
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): May 23, 2024 TRxADE HEALTH, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39199 46-3673928 (State or other jurisdiction of incorporation) (Commission File N |
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| May 17, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| May 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-39199 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on |
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| May 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No.1) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No.1) (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission File Number: 001- |
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| May 3, 2024 |
Exhibit 97.1 TRxADE HEALTH, INC. RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION POLICY Adopted , 2024 This Recovery of Erroneously Awarded Compensation Policy (this “Policy”) is the compensation recovery policy of TRXADE HEALTH, INC. (the “Company”), adopted by the Company in accordance with the provisions of Rule 10D-1 promulgated by the Securities and Exchange Commission (the “SEC”) under the Secu |
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| April 22, 2024 |
Exhibit 21.1 Subsidiaries* LIST OF SUBSIDIARIES – ALL 100% OWNED (UNLESS OTHERWISE STATED) Trxade, Inc., a Florida corporation Integra Pharma Solutions, Inc. (formerly Pinnacle Tek, Inc., a Florida corporation) Bonum Health, Inc a Delaware corporation Bonum Health, LLC, a Delaware corporation * Pursuant to Item 601(b)(21)(ii) of Regulation S-K, the names of other subsidiaries of TRxADE HEALTH, INC |
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| April 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to Commission File Number: 001-39199 TRxADE HEALTH |
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| April 22, 2024 |
Exhibit 19.1 |
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| April 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-39199 (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report |
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| March 6, 2024 |
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): February 29, 2024 TRxADE HEALTH, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39199 46-3673928 (State or other jurisdiction of incorporation) (Commission F |
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| March 6, 2024 |
Exhibit 10.2 STOCK PURCHASE AGREEMENT between TRXADE HEALTH, INC., and SUPERLATUS FOODS INC. dated March 5th, 2024 TABLE OF CONTENTS ARTICLE I PURCHASE AND SALE 3 Section 1.01 Purchase and Sale. 3 Section 1.02 Purchase Price. 3 ARTICLE II CLOSING 4 Section 2.01 Closing. 4 Section 2.02 Seller Closing Deliverables. 4 Section 2.03 Buyer’s Deliveries. 4 ARTICLE III REPRESENTATIONS AND WARRANTIES OF SE |
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| March 6, 2024 |
Exhibit 10.1 LAFAYETTE ENERGY CORP SUBSCRIPTION AGREEMENT Series A Convertible Preferred Stock at $2.50 per Share Date: February 29, 2024 Full Subscription Commitment: $5,000,000.00 1. Subscription: (a) The undersigned (individually and/or collectively, the “Participant”) hereby applies to purchase restricted Series A Convertible Preferred Stock (the “Series A Preferred” or the “Shares”) of Lafaye |
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| March 6, 2024 |
TRxADE Health, Inc. Announces Special Cash Dividend Exhibit 99.1 TRxADE Health, Inc. Announces Special Cash Dividend TAMPA, FL – (March 6, 2024) – TRxADE HEALTH Inc. (Nasdaq: MEDS) (the “Company”), announced that the Company’s board of directors has declared a special cash dividend of $8.00 per share of common stock. The special dividend is being paid using a portion of the proceeds from the closing of the recently announced sale of the Company’s w |
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| February 26, 2024 |
UNITED STATES OF AMERICA BEFORE THE SECURITIES AND EXCHANGE COMMISSION February 26, 2024 In the Matter of TRxADE HEALTH, INC 2420 Brunello Trace Lutz, Florida 33558 ORDER DECLARING REGISTRATION STATEMENT ABANDONED UNDER THE SECURITIES ACT OF 1933, AS AMENDED File No: 333-271309 TRxADE HEALTH, INC filed with the Commission a registration statement to register securities under Section 6(a) of the Securities Act of 1933. |
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| February 16, 2024 |
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): February 16, 2024 TRxADE HEALTH, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39199 46-3673928 (State or other jurisdiction of incorporation) (Commission F |
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| February 16, 2024 |
Exhibit 2.1 ASSET PURCHASE AGREEMENT between TRXADE, INC., MICRO MERCHANT SYSTEMS, INC. and, solely for purposes of Sections 5.7 and 9.13, TRXADE HEALTH INC. dated as of February 16, 2024 TABLE OF CONTENTS Page Article I Purchase and Sale 1 1.1 Purchase and Sale of Assets 1 1.2 Excluded Assets 2 1.3 Assumed Liabilities 3 1.4 Excluded Liabilities 3 1.5 Estimated Purchase Price 5 1.6 Purchase Price |
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| February 14, 2024 |
MEDS / TRxADE HEALTH, Inc. / ARMISTICE CAPITAL, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. |
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| January 17, 2024 |
Trxade health, Inc files its 3Q 10Q Exhibit 99.1 Trxade health, Inc files its 3Q 10Q TAMPA, FL, January 17, 2024 (GLOBE NEWSWIRE) — TRxADE HEALTH, INC. (NASDAQ: MEDS) (“TRxADE”), a parent company of pharmaceutical business-to-business exchange platform, announced today that it filed its Quarterly Report on Form 10-Q for the period ended September 30, 2023 (the “Form 10-Q”). On November 21, 2023, the Company received a standard notic |
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| January 17, 2024 |
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): January 16, 2024 TRxADE HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-39199 46-3673928 (State or other jurisdiction of incorporation) (Commission Fi |
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| January 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-39199 TRxADE HEALTH, INC. (Exact name of regi |
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| January 11, 2024 |
Exhibit 10.1 AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER This AMENDMENT NO. 1 TO THE AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER (this “Amendment”), dated as of January 8, 2024, is entered into by and among TRxADE Health, Inc., a Delaware corporation, (the “Company”), (ii) Foods Merger Sub, Inc., a Delaware corporation, and wholly owned subsidiary of the Company (“Merger Sub”), and (iii) |
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| January 11, 2024 |
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): January 8, 2024 TRxADE HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-39199 46-3673928 (State or other jurisdiction of incorporation) (Commission Fil |
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| November 28, 2023 |
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): November 21, 2023 TRxADE HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-39199 46-3673928 (State or other jurisdiction of incorporation) (Commission F |
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| November 21, 2023 |
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): November 20, 2023 TRxADE HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-39199 46-3673928 (State or other jurisdiction of incorporation) (Commission F |
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| November 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (CHECK ONE): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR Commission File Number: 001-39199 For Period Ended: September 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report |
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| October 13, 2023 |
Exhibit 10.1 SUPPLIER AGREEMENT This Supplier Agreement (this “Agreement”) is made, effective as of the 9th day of October, 2023 (“Effective Date”), by and between Superlatus PD Holding Company, a corporation and existing under the laws of the State of Delaware, with its principal place of business located at 445 Park Avenue; New York, NY 10022 (hereinafter referred to as “Supplier”) and Rainfores |
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| October 13, 2023 |
Exhibit 99.1 Superlatus Announces Distribution Partnership with North America’s Leading Wholesale Distributor and Expanded Points of Retail Sales TAMPA, FL, Oct. 12, 2023 (GLOBE NEWSWIRE) — Superlatus, Inc. (“Superlatus”), a food technology and distribution company and wholly owned subsidiary of TRxADE HEALTH, Inc. (NASDAQ: MEDS, “TRxADE”), a pharmaceutical exchange platform provider, is pleased t |
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| October 13, 2023 |
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 9, 2023 TRxADE HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-39199 46-3673928 (State or other jurisdiction of incorporation) (Commission Fil |
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| October 11, 2023 |
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 4, 2023 TRxADE HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 001-39199 46-3673928 (State or other jurisdiction of incorporation) (Commission Fil |
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| October 11, 2023 |
Certificate of Designation of Preferences, Rights and Limitations of Series C Preferred Stock Exhibit 3.1 TRxADE HEALTH, Inc. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES C CONVERTIBLE PREFERRED STOCK The undersigned, Suren Ajjarapu, does hereby certify that: 1. He is the Chief Executive Officer, of TRxADE HEALTH, Inc., a Delaware corporation (the “Corporation” or the “Company”). 2. The Corporation is authorized to issue up to 1,000 shares of preferred stock. |
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| October 4, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 2, 2023 TRxADE HEALTH, INC. |
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| October 4, 2023 |
Exhibit 99.1 Superlatus, Newly Merged with TRxADE HEALTH, Acquires the assets of Spero Foods, a plant-based tech company Disrupting the Dairy and Egg Industry. ● Spero is another addition to the growing Superlatus CPG portfolio under their Urgent Company umbrella of brands. ● Spero® is a plant-based tech company specializing in alternative dairy and egg replacements, on a mission to outcompete tra |
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| September 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 2) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi |
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| September 14, 2023 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): September 14, 2023 TRxADE HEALTH, INC. |
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| September 14, 2023 |
Exhibit 16.1 |
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| September 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi |
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| August 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 24, 2023 TRxADE HEALTH, INC. |
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| August 25, 2023 |
Exhibit 99.1 Superlatus Innovates $151 Billion US Snacking Market with Pulse-Based Protein Twists Under the Brave Robot Brand TAMPA, FL, Aug. 24, 2023 –Superlatus Inc. (‘Superlatus’ or the ‘Company’) recently merged with TRxADE HEALTH, Inc. (NASDAQ: MEDS) and is gearing up to revolutionize the snack industry. The Company has unveiled its intent to introduce pulse-based twisted protein snacks throu |
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| August 24, 2023 |
Exhibit 10.1 |
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| August 24, 2023 |
Press Release, Dated August 22, 2023 Exhibit 99.1 |
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| August 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): August 21, 2023 TRxADE HEALTH, INC. |
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| August 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 001-39199 TRxADE HEA |
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| August 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| August 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (CHECK ONE): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR Commission File Number: 001-39199 For Period Ended: June 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on F |
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| July 31, 2023 |
Form of MEDS Shareholder Registration Rights Agreement for MEDS Rights Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), is made and entered into as of July 30, 2023 (the “Effective Date”), by and among TRxADE Health, Inc., a Delaware corporation (together with successors by recapitalization, merger, consolidation, spin-off, reorganization or similar transaction, collectively the “Company”), and each of the undersigned |
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| July 31, 2023 |
TRxADE HEALTH, Inc. Announces Closing of Acquisition of Superlatus, Inc. Exhibit 99.1 TRxADE HEALTH, Inc. Announces Closing of Acquisition of Superlatus, Inc. NEW YORK, July 31, 2023 — TRxADE HEALTH, Inc. (NASDAQ: MEDS) (“TRxADE”), a pharmaceutical exchange platform provider, today announced the closing of the previously announced acquisition of Superlatus, Inc. (“Superlatus”), a U.S.-based holding company of food products and distribution capabilities (the “Merger”). |
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| July 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 28, 2023 TRxADE HEALTH, INC. |
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| July 31, 2023 |
Exhibit 10.1 FORM OF LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of July 31, 2023, by and among (i) TRxADE Health, Inc., a Delaware corporation (“MEDS”); (ii) Superlatus Inc., a Delaware corporation (the “Company”) and (iii) the undersigned Holders. Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in |
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| July 14, 2023 |
Exhibit 2.1 AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER by and among TRXADE HEALTH, INC., FOODS MERGER SUB, INC., and Superlatus Inc. Dated as of July 14, 2023 Table of Contents Section 1. Definitions and Interpretative Provisions 3 1.1 Definitions 3 1.2 Other Definitional and Interpretative Provisions 17 Section 2. Description of Transaction 18 2.1 The Merger 18 2.2 Effects of the Merger 18 |
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| July 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 14, 2023 TRxADE HEALTH, INC. |
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| July 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 14, 2023 TRxADE HEALTH, INC. |
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| July 14, 2023 |
TRxADE HEALTH, Inc. Amends Definitive Merger Agreement with Superlatus, Inc. Exhibit 99.1 TRxADE HEALTH, Inc. Amends Definitive Merger Agreement with Superlatus, Inc. NEW YORK, July 14, 2023 — TRxADE HEALTH, Inc. (NASDAQ: MEDS) (“TRxADE”), a pharmaceutical exchange platform provider, announced today that it entered into an amended and restated merger agreement with Superlatus, Inc. (“Superlatus”), a U.S.-based holding company of food products and distribution capabilities, |
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| July 14, 2023 |
TRxADE HEALTH, Inc. Amends Definitive Merger Agreement with Superlatus, Inc. Exhibit 99.1 TRxADE HEALTH, Inc. Amends Definitive Merger Agreement with Superlatus, Inc. NEW YORK, July 14, 2023 — TRxADE HEALTH, Inc. (NASDAQ: MEDS) (“TRxADE”), a pharmaceutical exchange platform provider, announced today that it entered into an amended and restated merger agreement with Superlatus, Inc. (“Superlatus”), a U.S.-based holding company of food products and distribution capabilities, |
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| July 14, 2023 |
Exhibit 2.1 AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER by and among TRXADE HEALTH, INC., FOODS MERGER SUB, INC., and Superlatus Inc. Dated as of July 14, 2023 Table of Contents Section 1. Definitions and Interpretative Provisions 3 1.1 Definitions 3 1.2 Other Definitional and Interpretative Provisions 17 Section 2. Description of Transaction 18 2.1 The Merger 18 2.2 Effects of the Merger 18 |
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| July 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 7, 2023 TRxADE HEALTH, INC. |
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| June 30, 2023 |
Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER by and among TRXADE HEALTH, INC., FOODS MERGER SUB, INC., and Superlatus Inc. Dated as of June 30, 2023 Table of Contents Section 1. Definitions and Interpretative Provisions 2 1.1 Definitions 2 1.2 Other Definitional and Interpretative Provisions 17 Section 2. Description of Transaction 17 2.1 The Merger 17 2.2 Effects of the Merger 18 2. |
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| June 30, 2023 |
Exhibit 99.1 Superlatus, Inc. and TRxADE HEALTH, Inc. Sign Definitive Merger Agreement to Create a Global Strategic Platform for Food and Healthy Snack Marketplace and Distribution NEW YORK, June 30, 2023 — Superlatus, Inc. (“Superlatus”), a U.S.-based holding company of food products and distribution capabilities, announced today that it has signed a definitive agreement to be acquired by TRxADE |
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| June 30, 2023 |
Exhibit 99.1 Superlatus, Inc. and TRxADE HEALTH, Inc. Sign Definitive Merger Agreement to Create a Global Strategic Platform for Food and Healthy Snack Marketplace and Distribution NEW YORK, June 30, 2023 — Superlatus, Inc. (“Superlatus”), a U.S.-based holding company of food products and distribution capabilities, announced today that it has signed a definitive agreement to be acquired by TRxADE |
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| June 30, 2023 |
Exhibit 10.1 STOCK SWAP AGREEMENT THIS STOCK SWAP AGREEMENT (this “Agreement”) is entered into by and among Trxade Health, Inc., a Delaware corporation (“Trxade”), Suren Ajjarapu and Prashant Patel (together with Suren, each a “Shareholder,” and collectively, the “Shareholders”) dated as of June 28, 2023. WHEREAS, Trxade is a holding company that currently owns the shares or membership interests i |
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| June 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 28, 2023 TRxADE HEALTH, INC. |
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| June 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 28, 2023 TRxADE HEALTH, INC. |
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| June 30, 2023 |
Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER by and among TRXADE HEALTH, INC., FOODS MERGER SUB, INC., and Superlatus Inc. Dated as of June 30, 2023 Table of Contents Section 1. Definitions and Interpretative Provisions 2 1.1 Definitions 2 1.2 Other Definitional and Interpretative Provisions 17 Section 2. Description of Transaction 17 2.1 The Merger 17 2.2 Effects of the Merger 18 2. |
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| June 30, 2023 |
Exhibit 10.1 STOCK SWAP AGREEMENT THIS STOCK SWAP AGREEMENT (this “Agreement”) is entered into by and among Trxade Health, Inc., a Delaware corporation (“Trxade”), Suren Ajjarapu and Prashant Patel (together with Suren, each a “Shareholder,” and collectively, the “Shareholders”) dated as of June 28, 2023. WHEREAS, Trxade is a holding company that currently owns the shares or membership interests i |
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| June 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 23, 2023 TRxADE HEALTH, INC. |
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| June 26, 2023 |
Exhibit 3.1 TRxADE HEALTH, INC. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES B PREFERRED STOCK Pursuant to Section 151 of the General Corporation Law of the State of Delaware, TRxADE HEALTH, INC., a corporation organized and existing under the General Corporation Law of the State of Delaware (the “Corporation”), in accordance with the provisions of Section 103 thereo |
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| June 23, 2023 |
Exhibit 10.2 CONFIDENTIAL June 23, 2023 Superlatus, Inc. 445 Park Avenue New York NY 10022 Attention: Timothy Alford Re: Amendment to Acquisition Letter Dear Mr. Bakhshi: Reference is made to that certain Acquisition Letter, dated as of June 22, 2023 (the “Original Agreement”), between Superlatus Foods, Inc. (the “Company”) and TRxADE Health, Inc., a Delaware corporation (“MEDS” together with the |
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| June 23, 2023 |
The corrected statement is as follows: Exhibit 99.1 TRxADE HEALTH, Inc. Issues Correction to Press Release Announcing its Anticipated Combination with Superlatus, Inc. (Correction Notice) NEW YORK, June 23, 2023 – TRxADE HEALTH, Inc. (NASDAQ:MEDS) (“TRxADE”), a pharmaceutical exchange platform, today announced a correction to its press release issued on Friday, June 23, 2023, 8:05 U.S. Eastern Time, entitled “Superlatus, Inc. to Combin |
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| June 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 22, 2023 TRxADE HEALTH, INC. |
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| June 23, 2023 |
Superlatus, Inc. to Combine with TRxADE HEALTH, Inc., to Create a Global Food Consolidation Platform Exhibit 99.1 Superlatus, Inc. to Combine with TRxADE HEALTH, Inc., to Create a Global Food Consolidation Platform NEW YORK, June 23, 2023 – Superlatus, Inc. (“Superlatus”), a U.S.-based holding company of food products and distribution capabilities, has signed a binding letter of intent (the “LOI”) to be acquired by TRxADE HEALTH, Inc. (NASDAQ:MEDS) (“TRxADE”), a pharmaceutical exchange platform p |
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| June 23, 2023 |
Exhibit 10.1 Execution Version CONFIDENTIAL June 22, 2023 Superlatus, Inc. 445 Park Avenue New York NY 10022 Attention: Timothy Alford Re: Acquisition Letter Dear Mr. Bakhshi: We refer to our Letter of Intent dated 24 May 2023 where TRxADE Health, Inc., a Delaware corporation (“we” or “MEDS”) expressed interest in acquiring Superlatus Foods, Inc. (the “Company”). We write this acquisition letter ( |
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| June 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 23, 2023 TRxADE HEALTH, INC. |
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| June 21, 2023 |
TRxADE Health, Inc.’s Board of Directors Approves Reverse Stock Split Exhibit 99.1 TRxADE Health, Inc.’s Board of Directors Approves Reverse Stock Split Lutz, Florida, June 21, 2023 – TRxADE Health, Inc. (Nasdaq: MEDS) (the “Company”), today announced that its board of directors has approved a 1-for-15 reverse stock split of its common stock. The reverse stock split will take effect at 11:59 p.m. Eastern Time on June 21, 2023 and will be effective at the open of bus |
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| June 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 15, 2023 TRxADE HEALTH, INC. |
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| June 15, 2023 |
Form of Certificate of Amendment to Second Amended and Restated Certificate of Incorporation Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF TRXADE HEALTH, INC. TRxADE Health Inc. (the “Corporation”), a corporation organized and existing under the General Corporation Law of the State of Delaware (the “General Corporation Law”), DOES HEREBY CERTIFY: First: The name of the Corporation is TRxADE Health Inc. Second: That the Corporation’ |
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| June 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): June 15, 2023 TRxADE HEALTH, INC. |
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| May 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
