Regencell Bioscience Holdings Limited Announces Registered Direct Offering of Ordinary Shares

Bioscience Holdings Limited Announces Registered Direct Offering of Ordinary Shares

KONG, May 19, 2026 - Regencell Bioscience Holdings Limited (Nasdaq: RGC) (the "Company"), today announced that it

has entered into a definitive agreement with investors for the purchase and sale of an aggregate of 985,222 of the Company's ordinary

share, par value $0.00001 per share (the "Ordinary Shares")

at a purchase price of $20.30 per Ordinary Share in a registered direct offering (the "offering") led by a $19 million investment

from a new fundamental institutional investor with further participation from Univest Securities, LLC ("Univest").

The aggregate gross proceeds of the offering to the Company are expected to be approximately $20.0 million. The transaction is

expected to close on or about May 20, 2026, subject to customary closing conditions.

is acting as the sole placement agent for the offering.

offering is being made pursuant to a shelf registration statement on Form F-3 (File No. 333-294722) which was filed with the U.S. Securities

and Exchange Commission (the "SEC") by the Company on March 30, 2026 and became automatically effective upon filing on March

30, 2026. A prospectus supplement (File No. 333-294722) and accompanying prospectus describing the terms of the offering will be filed

with the SEC by the Company on May 19, 2026 and will be available on the SEC's website located at http://www.sec.gov. Electronic

copies of the prospectus supplement and the accompanying prospectus may be obtained by contacting Univest at info@univest.us, or by calling

press release does not constitute an offer to sell or the solicitation of an offer to buy any securities of the Company, nor will there

be any sales of such securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration

or qualification under the securities laws of such state or jurisdiction.

Regencell Bioscience Holdings Limited

are an early-stage bioscience company that focuses on research, development and commercialization of Traditional Chinese Medicine for

the treatment of neurocognitive disorders and degeneration, specifically Attention Deficit Hyperactivity Disorder and Autism Spectrum

Disorder. Our goal is to save and improve the lives of the patients, their families and caregivers and become a market leader for natural

and holistic treatments for neurological disorders globally.

Note Regarding Forward-Looking Statements

press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of

1995. You can identify some of these forward-looking statements by words or phrases such as "may," "will," "expect,"

"anticipate," "aim," "estimate," "intend," "plan," "believe,"

"is/are likely to," "potential," "continue" or other similar expressions. Statements that are not

historical facts, including statements about the Company's beliefs and expectations, are forward-looking statements. Among other

things, the business outlook from management in this press release, as well as the Company's strategic and operational plans, contain

forward-looking statements. The Company may also make written or oral forward-looking statements in its periodic reports to the SEC on

Forms 20-F and Form 6-K, in its annual reports to shareholders, in its and other written materials and in oral statements made by its

officers, directors or employees to third parties. Forward-looking statements involve inherent risks and uncertainties.

number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but

not limited to the following: the Company's goals and strategies; the Company's future business development, financial condition

and results of operations; changes in the Company's expenditures; general economic and business conditions globally; and assumptions

underlying or related to any of the foregoing.

information regarding these and other risks is included in the Company's annual report on Form 20-F and current report on Form

6-K and other documents filed with the SEC. All information provided in this press release is as of the date hereof, and the Company

does not undertake any obligation to update any forward-looking statement, except as required under applicable laws.

Bioscience Holdings Limited Investor Relations

Bioscience Holdings Limited