Narasimhan Mani 4
4 · Scienture Holdings, Inc. · Filed Mar 12, 2026
Research Summary
AI-generated summary of this filing
Scienture (SCNX) Co‑CEO Narasimhan Mani Receives Stock Awards
What Happened
- Narasimhan Mani, President & Co‑CEO and a director of Scienture Holdings, converted 1,357,538 shares of Series X preferred stock into common stock on September 19, 2024 (automatic one‑for‑one conversion related to the company’s merger). That conversion involved derivative securities and is reported with no cash paid.
- Mr. Mani also had a 20,000‑share disposition reported on March 10, 2025 at $0.00 (transfer of shares to a designee of a lender per the filing's footnote).
- He received three restricted‑stock awards (all $0.00 price): 750,000 shares (granted April 14, 2025), 300,000 shares (granted October 1, 2025), and 500,000 shares (granted February 20, 2026) — a total of 1,550,000 restricted shares. Vesting: the 750k vests in two equal annual installments beginning April 14, 2026; the 300k vests in two equal annual installments beginning October 1, 2026; the 500k award is a discretionary bonus to be issued in three tranches (June, Sept, Dec 2026) and each tranche vests three years after issuance.
Key Details
- Transaction dates and types:
- 2024-09-19: Conversion of Series X Preferred into common — 1,357,538 shares (automatic conversion; derivative conversion entry).
- 2025-03-10: Disposal/transfer of 20,000 shares @ $0.00.
- 2025-04-14: Award of 750,000 restricted shares @ $0.00.
- 2025-10-01: Award of 300,000 restricted shares @ $0.00.
- 2026-02-20: Award of 500,000 restricted shares (discretionary bonus) @ $0.00.
- Shares owned after these transactions are not specified in the supplied excerpt of the filing.
- Notable footnotes:
- F1: Automatic one‑for‑one conversion of Series X Preferred following merger-related mailing.
- F2: Some securities are held by Srivatsav, LLC; Mr. Mani may be deemed an indirect owner as its managing member.
- F3: The 20,000‑share transfer was to a designee of NVK Finance, LLC as consideration for lender consent.
- F4–F6: Detailed vesting schedules for each restricted share award.
- Timeliness: The Form 4 was filed on March 12, 2026 covering transactions as early as September 19, 2024 — the filing is marked late, reducing near‑term transparency.
Context
- The 9/19/24 transaction was a conversion of a preferred stock series into common stock (not an open‑market purchase or sale) and is typically a mechanical outcome of merger terms rather than an opportunistic trade.
- The $0.00 entries for the 750k, 300k, and 500k items indicate grants of restricted common stock (awards) that vest over time; these are compensatory, not immediate cash purchases, and generally subject to forfeiture until vesting.
- Transfers to a lender’s designee (the 20k shares) are often related to financing or loan agreements and do not necessarily reflect a market sentiment by the insider.
- Because these are grants and conversion/transfer events (not open‑market purchases), they are informative about compensation and capital structure but less directly indicative of short‑term insider bullishness or bearishness.
Insider Transaction Report
Form 4
Narasimhan Mani
DirectorPresident & Co-CEO
Transactions
- Conversion
Common Stock, par value $0.00001
[F1][F2]2024-09-19+1,357,538→ 1,415,515 total(indirect: By LLC) - Other
Common Stock, par value $0.00001
[F3][F2]2025-03-10−20,000→ 1,395,515 total(indirect: By LLC) - Award
Common Stock, par value $0.00001
[F4]2025-04-14+750,000→ 750,000 total - Award
Common Stock, par value $0.00001
[F5]2025-10-01+300,000→ 1,050,000 total - Award
Common Stock, par value $0.00001
[F6]2026-02-20+500,000→ 1,550,000 total - Conversion
Series X Non-Voting Convertible Preferred Stock
[F1][F2]2024-09-19−1,357,538→ 0 total(indirect: By LLC)→ Common Stock, par value $0.00001 (1,357,538 underlying)
Footnotes (6)
- [F1]These shares of the Series X Non-Voting Convertible Preferred Stock, par value $0.00001 per share (the "Series X Preferred Stock"), of Scienture Holdings, Inc. (the "Issuer"), formerly known as TRxADE HEALTH, INC., automatically converted on a one-for-one basis into shares of the Issuer's common stock, par value $0.00001 per share ("Common Stock"), on the twentieth calendar day following the Issuer's mailing of an information statement on Schedule 14C in connection with the closing of the Issuer's previously announced acquisition of Scienture, Inc. on July 25, 2024 pursuant to an Agreement and Plan of Merger. The Series X Preferred Stock had no expiration date.
- [F2]These securities are owned directly by Srivatsav, LLC ("Srivatsav"). As the Managing Member of Srivatsav, Dr. Narasimhan Mani may be deemed to be the indirect beneficial owner of securities held by Srivatsav. Dr. Mani disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
- [F3]These shares of Common Stock were transferred by Srivatsav to a designee of NVK Finance, LLC (the "Lender") as consideration for the Lender's consent to certain transactions contemplated by that certain First Amendment to Loan and Security Agreement, dated November 22, 2024, entered into by the Issuer, the Lender, Dr. Mani, and certain other parties thereto.
- [F4]These shares of restricted Common Stock ("Restricted Shares") vest in two equal annual installments beginning on April 14, 2026.
- [F5]These Restricted Shares vest in two equal annual installments beginning on October 1, 2026.
- [F6]On February 20, 2026, the Compensation Committee of the Issuer's Board of Directors approved the award of these Restricted Shares as a discretionary stock bonus for performance in 2025. The Restricted Shares will be issued in three tranches of 166,666 shares on June 1, 2026, 166,667 shares on September 1, 2026, and 166,667 shares on December 1, 2026. Each tranche of Restricted Shares will vest three years following its respective issuance date.
Signature
/s/ Kate L. Bechen, as attorney-in-fact for Narasimhan Mani|2026-03-12