Material Agreement (Form 8-K)

Item 1.01. Termination of a Material Definitive Agreement.

On October 20, 2025, Scienture, LLC, a wholly owned subsidiary of Scienture Holdings, Inc. (the "Company"), entered into (i) an amendment to that certain Employment Agreement by and between Scienture, LLC and Dr. Narasimhan Mani, the Company's President and Co-Chief Executive Officer (the "Mani Employment Amendment"); and (ii) an amendment to that certain Employment Agreement by and between Scienture, LLC and Dr. Shankar Hariharan, the Company's Executive Chairman and Co-Chief Executive Officer (collectively, the "Employment Amendments"). The Employment Amendments became effective on October 1, 2025, and were previously approved by the Compensation Committee of the Company's Board of Directors (the "Compensation Committee").

Pursuant to the Employment Amendments, Dr. Mani's annual base salary increased from $325,000 to $400,000 and Dr. Hariharan's annual base salary increased from $175,000 to $400,000, each subject to periodic review by the Compensation Committee. Additionally, each of the Employment Amendments modifies Scienture, LLC's severance obligations to Dr. Mani and Dr. Hariharan, respectively, in the event of termination without Cause or for Good Reason (each as defined in Dr. Mani's and Dr. Hariharan's respective Employment Agreements).

Prior to the Employment Amendments, Scienture, LLC was responsible for providing the following benefits if Scienture, LLC terminated Dr. Mani's or Dr. Hariharan's respective employment without Cause or Dr. Mani or Dr. Hariharan respectively terminated employment for Good Reason: (i) payment equal to (a) 12 months of their annual base salary if their employment terminated during any time other than within 12 months after the first event constituting a Change in Control (as defined in Dr. Mani's and Dr. Hariharan's Employment Agreements) or (b) 1.5 times the sum of their then-current annual salary or the annual base salary in effect immediately prior to a Change in Control, their target annual incentive compensation for the then-current year, and their discretionary bonus if his employment terminates within 12 months after the first event constituting a Change in Control (the "Severance Benefit"); (ii) Scienture, LLC would continue to make monthly payments of employer contributions for their health insurance for up to 12 months after termination of employment as if they were still employed by Scienture, LLC during such time (the "COBRA Benefit"); and (iii) Scienture, LLC would continue to make monthly premium payments toward their life insurance policies for up to 12 months after their termination of employment as if they were still employed by Scienture, LLC during such time (the "Insurance Benefit").

The Employment Amendments increase the amount of the Severance Benefit to be paid to Dr. Mani or Dr. Hariharan, respectively, such that they will receive payment equal to (a) 24 months of his annual base salary if their employment terminates during any time other than within 12 months after the first event constituting a Change in Control or (b) 2 times the sum of their then-current annual salary or the annual base salary in effect immediately prior to a Change in Control, their target annual incentive compensation for the then-current year, and their discretionary bonus if their employment terminates within 12 months after the first event constituting a Change in Control. Furthermore, the Employment Amendments provide that Dr. Mani and Dr. Hariharan will receive the COBRA Benefit and the Insurance Benefit for 24 months following termination of employment.

The Employment Amendments also formalize Dr. Mani's current position as President and Co-Chief Executive Officer of the Company and Dr. Hariharan's current position as Executive Chairman and Co-Chief Executive Officer of the Company.

The description of the terms and conditions of the Employment Agreements does not purport to be complete and is qualified in its entirety by the full text of the Employment Agreements, which are filed as Exhibits 10.1 and 10.2 to this Current Report on Form 8-K.