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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
March 31, 2026
| PMGC Holdings Inc. |
| (Exact name of registrant as specified in its charter) |
| Nevada |
|
001-41875 |
|
33-2382547 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(I.R.S. Employer
Identification No.) |
c/o 120 Newport Center Drive
Newport Beach, CA |
|
92660 |
| (Address of principal executive offices) |
|
(Zip Code) |
Registrant’s telephone number, including
area code: (888) 445-4886
N/A
(Former name or former address, if changed since
last report)
Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b)
of the Act:
| Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
| Common Stock, $0.0001 par value |
|
ELAB |
|
The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the
Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act.
Item 7.01 Regulation FD Disclosure.
On March 31, 2026, AGA Precision Systems
LLC, a wholly owned subsidiary of PMGC Holdings Inc. (the “Company”), issued a press release, a copy of which is
furnished as Exhibit 99.1 to this Current Report on Form 8-K (“Form 8-K”).
The information furnished pursuant to this Item
7.01, including Exhibit 99.1, 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, and shall not be deemed to be incorporated
by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly
set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. |
|
Description |
| 99.1 |
|
Press Release dated March 31, 2026. |
| 104 |
|
Cover Page Interactive Data File (formatted in Inline XBRL). |
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.
Date: March
31, 2026
| PMGC Holdings, Inc. |
|
| |
|
|
| By: |
/s/ Graydon Bensler |
|
| Name: |
Graydon Bensler |
|
| Title: |
Chief Executive Officer |
|
2
Exhibit
99.1
AGA
Precision Systems Signs Long-Term Agreement to Supply Mission-Critical Aerospace and Defense Components to Turbo-Jet Products
NEWPORT
BEACH, CA – March 31, 2026 – AGA Precision Systems LLC (“AGA”), a precision aerospace manufacturing company and
wholly owned subsidiary of PMGC Holdings Inc., today announced the execution of a Long-Term agreement (“LTA”) with Turbo-Jet
Products Co., Inc. (“Turbo-Jet Products”), a California-based aerospace and defense supplier.
Under
the terms of the LTA, AGA will supply mission-critical aerospace and defense components and in support of Turbo-Jet Products’ commercial
and defense programs. The LTA provides an agreement framework that governs all future purchase orders issued during the LTA’s term.
The
LTA includes an initial five-year term, with provisions for annual renewals, supporting a long-term strategic supply relationship between
the parties.
Strategic
Importance
The
company believes this LTA strengthens AGA’s position within the aerospace and defense supply chain and enables AGA to support programs
that may include U.S. government and defense-related contracts, in compliance with applicable Federal Acquisition Regulation (FAR) and
Defense Federal Acquisition Regulation Supplement (DFARS) requirements.
The
LTA follows AGA’s achievement of AS9100 certification, a globally recognized quality standard for aerospace manufacturing, and
its International Traffic in Arms Regulations (“ITAR”) compliance, reinforcing the company’s ability to support regulated
defense programs and deliver mission-critical components with the highest levels of quality, traceability, and regulatory adherence.
About
AGA Precision Systems LLC
AGA
Precision Systems LLC is a California-based specialized computer numerical control machine shop focused on high-tolerance milling, turning,
mold manufacturing, and machining of complex metals. The company serves customers across the aerospace, defense, space, and industrial
sectors, delivering precision components to demanding technical specifications.
AGA
is AS9100 certified and ITAR compliant, meeting globally recognized quality management standards for aerospace manufacturing and adhering
to strict U.S. regulatory requirements for defense-related work.
About
Turbo-Jet Products Co., Inc.
Since
1948, Tur-Bo Jet Products has been providing custom innovative design, manufacturing, and solutions for the aerospace, military, transportation,
and medical industries. Turbo-Jet Products is an AS9100 Rev. D / ISO 9001:2015 certified designer and manufacturer of custom electromagnetic,
electromechanical, mechanical, fluid, and pneumatic controls.
Forward-Looking
Statements
Statements
contained in this press release regarding matters that are not historical facts are “forward-looking statements” within the
meaning of the Private Securities Litigation Reform Act of 1995, as amended. Words such as “believes,” “expects,”
“plans,” “potential,” “would” and “future” or similar expressions such as “look
forward” are intended to identify forward-looking statements. Forward-looking statements are made as of the date of this press
release and are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations
and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy,
activities of regulators and future regulations and other future conditions. Because forward-looking statements relate to the future,
they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside
of our control. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it
cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ
materially from the anticipated results. Therefore, you should not rely on any of these forward-looking statements. These and other risks
are described more fully in PMGC’s filings with the United States Securities and Exchange Commission (“SEC”), including
the “Risk Factors” section of the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, filed
with the SEC on March 30, 2025, and its other documents subsequently filed with or furnished to the SEC. Investors and security holders
are urged to read these documents free of charge on the SEC’s web site at www.sec.gov. All forward-looking statements contained
in this press release speak only as of the date on which they were made. Except to the extent required by law, the Company undertakes
no obligation to update such statements to reflect events that occur or circumstances that exist after the date on which they were made.
