Amendment: New insider Parry Jeffrey claimed ownership of 3 shares (SEC Form 3)
$ELAB
Biotechnology: Pharmaceutical Preparations
Health Care
| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 11/13/2023 |
3. Issuer Name and Ticker or Trading Symbol
PMGC Holdings Inc. [ ELAB ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) 01/17/2024 |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Common Stock | 3(1) | D | |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Options to Purchase Common Stock(2) | 09/30/2022(3) | 09/30/2032(3) | Common Stock | 1(4) | $26,264(5) | D | |
| Options to Purchase Common Stock | 09/30/2022(6) | 09/30/2032(6) | Common Stock | 4(7) | $98,000(8) | D | |
| Explanation of Responses: |
| 1. Reflects amount of shares of common stock of PMGC Holdings Inc. ("Company"), par value $0.0001 per share, on a post-reverse stock split basis (1-for-200 reverse stock split in November 2024, 1-for-7 reverse stock split in March 2025, 1-for-3.5 reverse stock split in September 2025, and 1-for-4 reverse stock split in January 2026; such reverse stock splits, collectively, "Splits"). The amount on a pre-Split basis (41,667) was reported in Jeffrey Parry's Form 3, filed with the U.S. Securities and Exchange Commission on January 17, 2024. The shares in this row represent shares outstanding following Mr. Parry's exercise of the options previously issued to him on August 16, 2021, under the Company's 2020 Equity Incentive Plan, in consideration for Mr. Parry's services to the Company. The 2020 Equity Incentive Plan was subsequently superseded by the Company's 2025 Equity Incentive Plan on September 15, 2025. Mr. Parry fully exercised such options on December 16, 2022. |
| 2. These are options previously issued to Mr. Parry on September 30, 2022, in consideration for Mr. Parry's services to the Company, under the Company's 2020 Equity Incentive Plan. The 2020 Equity Incentive Plan was subsequently superseded by the Company's 2025 Equity Incentive Plan. Vesting schedule is as follows: 25% of the underlying shares initially after 1 year, and remainder monthly over 36 months. |
| 3. Vesting schedule is as follows: 25% of the underlying shares initially after one (1) year, and the remainder over the course of 36 months. |
| 4. Reflects amount of shares underlying the options issued to Mr. Parry on a post-reverse stock split basis, following the Splits. The options were issued to Mr. Parry on September 30, 2022 as consideration for Mr. Parry's services to the Company, under the Company's 2020 Equity Incentive Plan. The 2020 Equity Incentive Plan was subsequently superseded by the Company's 2025 Equity Incentive Plan. On a pre-Split basis, the amount underlying the options was 16,000. |
| 5. Reflects exercise price of the underlying shares on a post-reverse stock split basis, following the Splits. The options were issued to Mr. Parry on September 30, 2022 under the Company's 2020 Equity Incentive Plan, as consideration for Mr. Parry's services to the Company. The 2020 Equity Incentive Plan was subsequently superseded by the Company's 2025 Equity Incentive Plan on September 15, 2025. |
| 6. Vesting schedule is as follows: 25% of the underlying shares initially after one (1) year, and the remainder over the course of 36 months. |
| 7. Reflects amount of shares underlying the options issued to Mr. Parry on a post-reverse stock split basis, following the Splits. The options were issued to Mr. Parry on September 30, 2022, as consideration for Mr. Parry's services to the Company, under the 2020 Equity Incentive Plan. On a pre-Split basis, the amount underlying the options was 80,000. |
| 8. Reflects exercise price of the underlying shares on a post-reverse stock split basis, following the Splits. The options were issued to Mr. Parry as consideration for his services to the Company on September 30, 2022, under the 2020 Equity Incentive Plan. The 2020 Equity Incentive Plan was subsequently superseded by the Company's 2025 Equity Incentive Plan on September 15, 2025. |
| /s/ Jeffrey Parry | 02/10/2026 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||