[Form 3] Medicus Pharma Ltd. Initial Statement of Beneficial Ownership

Rhea-AI Filing Summary

Medicus Pharma Ltd. (MDCX) – SEC Form 3

The filing discloses the initial beneficial ownership of recently appointed Chief Operating Officer Andrew A. Smith. Mr. Smith holds a stock option for 100,000 common shares at an exercise price of $2.60 per share. The option expires on 06/30/2030 and vests in five equal annual tranches beginning 06/30/2026. Ownership is reported as direct (D). No non-derivative shares are listed, and there are no other equity instruments or indirect holdings disclosed. This Form 3 is routine compliance under Section 16(a) and does not contain financial performance data or describe any corporate transactions.

Positive

• Incentive alignment: 100,000-share option with five-year vesting ties the new COO’s compensation to long-term share performance.

Negative

• Potential dilution: Full exercise would increase shares outstanding, though amount is immaterial relative to typical micro-cap floats.

Insights

Corporate Governance Expert

TL;DR – New COO granted 100k options; aligns incentives, limited dilution, immaterial to fundamentals.

The filing signals the formal onboarding of Andrew A. Smith as COO. A 100,000-share option represents a modest stake for an executive and aligns managerial interests with shareholders through long-dated (2030) equity incentives. The five-year vesting schedule encourages retention. From a governance standpoint, the grant size appears standard for a small-cap biotech; there are no red flags regarding preferential terms or accelerated vesting. Overall impact on share count and earnings per share is de-minimis, suggesting a neutral governance impact.

Securities Analyst

TL;DR – Routine Form 3; negligible valuation impact, mild signaling value.

The option’s intrinsic value is zero at grant ($2.60 strike vs. current price unknown). Even if fully exercised, dilution is limited given typical micro-cap floats. Investors may read the equity award as a commitment by the new COO to long-term value creation, but it does not alter revenue outlook, cash burn, or catalytic timelines. Hence, trading implications are minimal.

SEC Form 3

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^*

Smith Andrew Alasdair

(Last) (First) (Middle)

300 CONSHOHOCKEN STATE ROAD

SUITE 200

(Street)

W. CONSHOHOCKEN PA 19428

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/30/2025

3. Issuer Name and Ticker or Trading Symbol
Medicus Pharma Ltd. [ MDCX ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Operating Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
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)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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
Stock Option (right to buy)	(1)	06/30/2030	Common Shares	100,000	$2.6	D

Explanation of Responses:

1. The options vest annually in five equal installments beginning on June 30, 2026.

Remarks:

Exhibit List - Exhibit 24.1 - Power of Attorney

	/s/ James Quinlan, as Attorney-in-Fact, for Andrew A. Smith	07/03/2025
	** 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.
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FAQ

Who is the reporting person in Medicus Pharma's Form 3?

Andrew A. Smith, recently appointed Chief Operating Officer.

How many Medicus Pharma (MDCX) shares can the COO purchase?

A stock option for 100,000 common shares is disclosed.

What is the exercise price of the reported stock option?

The exercise price is $2.60 per share.

When do the stock options vest for the new COO?

They vest in five equal annual installments beginning 06/30/2026.

What is the expiration date of the COO's stock options?

The options expire on 06/30/2030.

Does the Form 3 include any non-derivative share ownership?

No, only derivative ownership (stock options) is reported.