Scienture Holdings (SCNX) Proxy filing summary

Executive summary

• Annual meeting scheduled for October 28, 2026, to be held virtually, with record date set as September 11, 2026.

• Shareholders will vote on four key proposals: election of directors, auditor ratification, executive compensation (say-on-pay), and potential adjournment.

• Proxy materials are available online, with multiple voting methods including internet, phone, mail, and virtual attendance.

Voting matters and shareholder proposals

• Proposal 1: Election of five directors for one-year terms; nominees are Mayur Doshi, Donald G. Fell, Shankar Hariharan, Subbarao Jayanthi, and Narasimhan Mani.

• Proposal 2: Ratification of CM3 Advisory as independent auditor for fiscal year ending December 31, 2026.

• Proposal 3: Non-binding advisory vote on executive compensation (say-on-pay).

• Proposal 4: Approval to adjourn the meeting if necessary to solicit additional proxies.

• No cumulative voting rights; appraisal or dissenters' rights are not applicable.

Board of directors and corporate governance

• Board consists of five directors, majority of whom are independent; independence determined per Nasdaq and SEC rules.

• Three standing committees: audit, compensation, and nominating/corporate governance, each chaired by an independent director.

• Committee charters and governance documents are available on the company website.

• Board and committees meet regularly, with executive sessions held without management.

• Stockholders can communicate directly with the board.