TRxADE HEALTH Inc. filed SEC Form 8-K: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Regulation FD Disclosure, Financial Statements and Exhibits
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Item 5.03. Amendments to Articles of Incorporation or Bylaws.
On September 20, 2024, TRxADE HEALTH, Inc. (the “Company”) filed with the Secretary of State of the State of Delaware an amendment to its Second Amended and Restated Certificate of Incorporation (the “Certificate of Amendment”) to change the legal name of the Company from TRxADE HEALTH, Inc. to Scienture Holdings, Inc. (the “Name Change”). Other than the Name Change, there were no changes to the Company’s certificate of incorporation or bylaws. A copy of the Certificate of Amendment, as filed with the Secretary of State of the State of Delaware, is attached hereto as Exhibit 3.1, and incorporated herein by reference.
Effective September 23, 2024, the Company’s common stock trades under the ticker symbol “SCNX”. The Name Change resulted in a change to the CUSIP number for the Company’s outstanding shares of common stock offered on the Nasdaq Stock Market LLC. The new CUSIP number for such common stock is 80880X104. Outstanding stock certificates for shares of the Company continue to be valid and need not be exchanged.
Item 7.01. Regulation FD Disclosure.
On September 20, 2024, and September 24, 2024, the Company and Scienture issued joint press releases announcing the Name Change. A copy of the press release dated September 20, 2024, is attached hereto as Exhibit 99.1 and is incorporated herein by reference. A copy of the press release dated September 24, 2024, is attached hereto as Exhibit 99.2 and is incorporated herein by reference.
The information in this Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |
| 3.1 | Certificate of Amendment of Second Amended and Restated Certificate of Incorporation. | |
| 99.1 | Joint Press Release, dated September 20, 2024. | |
| 99.2 | Joint Press Release, dated September 24, 2024. | |
| 104 | Cover Page Interactive Data File (embedded with the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| SCIENTURE HOLDINGS, INC. | ||
| By: | /s/ Surendra Ajjarapu | |
| Surendra Ajjarapu | ||
| Chief Executive Officer | ||
| Date: September 24, 2024 | ||