SCHEDULE: PMGC Holdings Inc. Schedule 13D Amendment Filed

PMGC Holdings Inc. has filed an amendment to its Schedule 13D, detailing beneficial ownership changes and option grants to Northstrive Companies Inc.

Summary

• This filing is an amendment to a Schedule 13D for PMGC Holdings Inc. concerning its Common Stock.
• Braeden Lichti and Northstrive Companies Inc. are jointly filing this amendment.
• Braeden Lichti is the CEO and sole owner of Northstrive Companies Inc.
• The filing reports changes in beneficial ownership due to stock splits and the assignment of previously held shares to Northstrive Companies Inc.
• On June 1, 2026, Northstrive Companies Inc. was granted options as partial consideration for consultant services.
• The total number of shares beneficially owned by Braeden Lichti is 450,313, representing 7.40% of the class.
• The total number of shares beneficially owned by Northstrive Companies Inc. is 450,311, representing 7.40% of the class.
• The calculation of percentage ownership is based on 5,631,282 shares of Common Stock issued and outstanding as of June 1, 2026.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this filing as neutral, as it primarily provides updated ownership information and details on option grants for services, rather than announcing significant financial results or strategic shifts.

Positives

• Northstrive Companies Inc. received option grants as consideration for consultant services, indicating ongoing business relationships and potential future value.
• The filing clarifies share ownership post-reverse stock splits, providing updated transparency for investors.

Negatives

• The filing indicates a shift in direct shareholding from Braeden Lichti's entities to Northstrive Companies Inc., which is wholly owned by Lichti, potentially consolidating control.
• The beneficial ownership figures for Braeden Lichti and Northstrive Companies Inc. differ slightly (450,313 vs 450,311), though both represent 7.40% of the class, requiring careful interpretation.

Risks

• The concentration of beneficial ownership (7.40%) by a single individual and his wholly-owned entity could lead to a lack of diverse shareholder interests.
• The reliance on consultant services for option grants might indicate a need for external expertise rather than internal development.

Future Outlook

The filing does not contain specific forward-looking statements or guidance regarding future financial performance. It primarily details current ownership structures and recent transactions.

Management Comments

• Mr. Lichti used personal funds for consideration of common stock previously reported in the Schedule 13D.
• The Issuer underwent multiple reverse stock splits since the filing of the Schedule 13D, and the beneficially owned amounts of shares reported in this Amendment No. 2 reflect amounts on a post-split basis.
• The options granted to Northstrive Companies Inc., an entity wholly owned by Mr. Lichti, on June 1, 2026 were partial consideration for consultant services provided to the Issuer through Northstrive Companies Inc.

Industry Context

StockSavvy.ai notes that Schedule 13D filings are crucial for tracking significant ownership changes in public companies. This amendment indicates a consolidation of beneficial ownership and the use of equity as compensation for services, which is common in early-stage or growth-oriented companies within various sectors, including technology and biotechnology.

Related Party Transactions

• Grant of options to Northstrive Companies Inc. (wholly owned by Braeden Lichti) as partial consideration for consultant services provided to PMGC Holdings Inc.

Stakeholder Impact

• Shareholders: Increased transparency regarding beneficial ownership, though the concentration of ownership by the CEO and his entity may be a point of consideration.
• Employees: The use of equity for consultant services could impact future dilution if options are exercised.
• Creditors: No direct impact indicated by this filing.
• Suppliers: No direct impact indicated by this filing.

Next Steps

• Monitoring future filings by Braeden Lichti and Northstrive Companies Inc. for any further changes in beneficial ownership.
• Observing the performance and strategic direction of PMGC Holdings Inc. in light of the reported ownership structure.

Key Dates

Keywords

Schedule 13D, PMGC Holdings Inc., Braeden Lichti, Northstrive Companies Inc., Beneficial Ownership, Common Stock, Option Grant, SEC Filing, Amendment, Equity Incentive Plan