SECOND EXTENSION OF letter of Lock-Up Undertaking Date: ____________________ From: ____________________ (the " Optionee ") To: Regencell Bioscience Holdings Limited (the " Company ") References are made in this second ex

EXTENSION OF letter of Lock-Up Undertaking

Date: ____________________

From: ____________________ (the

To: Regencell Bioscience Holdings Limited (the

References are made in

this second extension of letter of lock-up undertaking (this "Second Extension of Lock-Up Undertaking") to (i) an

agreement of option to purchase ordinary share of Regencell Bioscience Holdings Limited

the Company granted certain options (the "Options") to purchase ordinary shares of the Company in the amounts set

forth therein; (ii) a letter of lock-up undertaking by the Optionee dated , under which the Optionee undertook to the Company, within

the period of one year and six months immediately following the closing of the initial public offering of the Company, not to, and

to procure any entities controlled by the Optionee and any trusts of which the Optionee is a beneficiary not to, offer, pledge,

sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or

warrant for the sale of, or otherwise transfer or dispose of any of the Options or shares issued upon exercise of the Options (the

"Lock-up Undertaking"); and (iii) a letter of lock-up undertaking by the Optionee dated , under which the Optionee

undertook to the Company to extend the Lock-Up Undertaking for an additional six months (the "First Extension of the

Lock-Up Undertaking", and together with the Lock-up Undertaking, the "Lock-up Undertakings").

For good and valuable consideration

received by the Optionee from the Company, the Optionee hereby agrees to enter into this Second Extension of Lock-Up Undertaking to extend

the Lock-up Undertakings for an additional six months until January 20, 2024.

The laws of New York shall govern

the interpretation, validity, administration, enforcement and performance of the terms of this Second Extension of Lock-Up Undertaking

regardless of the law that might be applied under principles of conflicts of laws.

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Witness Whereof, the Optionee has executed this letter agreement as of the date first set forth above.

Signature Page of the Letter of Lock-up Undertaking