Scienture Holdings, Inc.

Except as set forth below, there have been no material changes from the risk factors previously disclosed in Part I, Item 1A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, filed with the SEC on March 26, 2025 (the “Form 10-K”). Investors should review the risks disclosed in the Form 10-K and in this Quarterly Report on Form 10-Q, prior to making an investment in the Company. The business, financial condition and operating results of the Company can be affected by a number of factors, whether currently known or unknown, including but not limited to those described in the Form 10-K and this Quarterly Report on Form 10-Q, any one or more of which could, directly or indirectly, cause the Company’s actual financial condition and operating results to vary materially from past, or from anticipated future, financial condition and operating results. Any of these factors, in whole or in part, could materially and adversely affect the Company’s business, financial condition, operating results and stock price.

The Company’s stockholders may not realize a benefit from the Company’s acquisition of its existing subsidiary, Scienture, LLC, commensurate with the ownership dilution stockholders have experienced in connection with such acquisition.

As previously disclosed, the Company and Scienture completed a merger transaction on July 25, 2024. If the combined company is unable to realize the full strategic and financial benefits currently anticipated from the merger, the Company’s stockholders will have experienced dilution of their ownership interests in the Company without receiving any commensurate benefit, or only receiving part of the commensurate benefit to the extent the combined company is able to realize only part of the strategic and financial benefits currently anticipated from the merger.