Velocity Fund Partners holds 15.9% of Medicus Pharma (MDCX) — 2.84M shares

Rhea-AI Filing Summary

Schedule 13G/A disclosure: This filing reports beneficial ownership in Medicus Pharma Ltd. by Dr. Kenneth Melani and Velocity Fund Partners, LP. Dr. Kenneth Melani directly holds 409,411 common shares. Velocity Fund Partners, LP directly holds 2,839,330 common shares, and the two Reporting Persons together report an aggregate beneficial ownership of 3,248,741 shares, representing 18.2% of the outstanding class. The Velocity position alone is reported as 2,839,330 shares (15.9%).

The cover-page entries state sole voting power and sole dispositive power of 3,248,741 shares for Dr. Melani and of 2,839,330 shares for Velocity Fund Partners. The percentages are calculated using 17,816,266 shares outstanding as reported by the Company in its Quarterly Report. The filing also notes that Dr. Melani "may be deemed" the beneficial owner of securities held by Velocity but expressly disclaims beneficial ownership except to the extent of his direct holdings. Exhibit 99.1 (Joint Filing Agreement) is incorporated by reference.

Positive

• Aggregate beneficial ownership of 3,248,741 shares (18.2%) is clearly disclosed, providing transparency to the market.
• Velocity Fund Partners holds 2,839,330 shares (15.9%), a substantial and specifically quantified affiliate stake.

Negative

• Ownership concentration of 18.2% is materially high and may reduce public float and increase influence of the Reporting Persons.
• Dr. Melani's disclaimer of beneficial ownership for Velocity-held shares creates ambiguity about ultimate control despite the reporting of sole voting/dispositive power.

Insights

Financial Analyst

TL;DR: Reporting shows a substantial insider/affiliate stake of 18.2% in Medicus Pharma, concentrated between an individual and an affiliate.

This Schedule 13G/A discloses that Dr. Kenneth Melani and Velocity Fund Partners collectively beneficially own 3,248,741 shares (18.2%) of Medicus Pharma based on 17,816,266 shares outstanding. Velocity’s 2,839,330-share stake accounts for 15.9%. The filing reports sole voting and dispositive power for the reported amounts. For investors, this is a material ownership disclosure that clarifies who holds significant voting capacity; it does not, by itself, indicate a change in control or a transaction.

Corporate Governance Expert

TL;DR: A single individual and an affiliated fund together hold a meaningful, concentrated stake that could affect governance dynamics.

The document shows concentrated ownership with reported sole voting/dispositive power for the Reporting Persons totaling 3,248,741 shares (18.2%). The filing includes an explicit disclaimer by Dr. Melani regarding beneficial ownership of Velocity-held shares, while still acknowledging potential deemed ownership. The incorporated Joint Filing Agreement is noted. This disclosure is material for board composition and shareholder voting considerations, though it contains no transaction details or commitments.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

Medicus Pharma Ltd.

(Name of Issuer)

Common Shares, no par value

(Title of Class of Securities)

58471K202

(CUSIP Number)

06/30/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 58471K202

1

Names of Reporting Persons

Melani Kenneth R.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 3,248,741.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 3,248,741.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

3,248,741.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

18.2 %

12

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person: Includes: (i) 409,411 common shares held by Dr. Kenneth Melani and (ii) 2,839,330 common shares held by Velocity Fund Partners, LP and entity controlled by Dr. Kenneth Melani. Dr. Kenneth Melani may be deemed the beneficial owner of securities held by Velocity Fund Partners, LP. Dr. Kenneth Melani disclaims beneficial ownership of such securities except to the extent of his direct ownership.

SCHEDULE 13G

CUSIP No. 58471K202

1

Names of Reporting Persons

VELOCITY FUND PARTNERS, LP

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 2,839,330.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 2,839,330.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,839,330.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

15.9 %

12

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Medicus Pharma Ltd.
(b)	Address of issuer's principal executive offices: 300 CONSHOHOCKEN STATE RD., SUITE 200, W. CONSHOHOCKEN, PENNSYLVANIA, 19428.
Item 2.
(a)	Name of person filing: This statement is being filed on behalf of each of the following persons (collectively, the "Reporting Persons"): (i) Dr. Kenneth Melani; and (ii) Velocity Fund Partners, LP
(b)	Address or principal business office or, if none, residence: The principal business address of each of the Reporting Persons is as follows: 1100 Stonegate Manor Cheswick, PA 15024
(c)	Citizenship: See Row (4) of each Reporting Person's cover page.
(d)	Title of class of securities: Common Shares, no par value
(e)	CUSIP No.: 58471K202
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: Dr. Kenneth Melani directly owns 409,411 common shares of Medicus Pharma Ltd. (the "Company"). Velocity Fund Partners, LP an entity controlled by Dr. Kenneth Melani, directly owns 2,839,330 common shares. Dr. Kenneth Melani may be deemed the beneficial owner of the securities held by Velocity Fund Partners, LP. Dr. Kenneth Melani disclaims beneficial ownership of such securities except to the extent of this direct ownership.
(b)	Percent of class: See Row (11) of each Reporting Person's cover page. The percentages used herein are calculated based upon an aggregate of 17,816,266 common shares reported by the Company to be outstanding as of August 11, 2025, as reflected in the Company's Quarterly Report on Form 10-Q filed on August 11, 2025.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: See Row (5) of each Reporting Person's cover Page
	(ii) Shared power to vote or to direct the vote: See Row (6) of each Reporting Person's cover Page
	(iii) Sole power to dispose or to direct the disposition of: See Row (7) of each Reporting Person's cover Page
	(iv) Shared power to dispose or to direct the disposition of: See Row (8) of each Reporting Person's cover Page
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.	Certifications:
	Not Applicable

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Melani Kenneth R.

Signature:	/s/ Kenneth Melani
Name/Title:	Dr. Kenneth Melani
Date:	08/12/2025

VELOCITY FUND PARTNERS, LP

Signature:	/s/ Kenneth Melani
Name/Title:	Dr. Kenneth Melani, General Partner
Date:	08/12/2025

Exhibit Information

Exhibit 99.1: Joint Filing Agreement (previously filed as Exhibit 99.1 to the Schedule 13G filed on February 13, 2025, and incorporated herein by reference).

FAQ

What percentage of Medicus Pharma (MDCX) is reported in this filing?

The filing reports an aggregate beneficial ownership of 3,248,741 shares, representing 18.2% of the class.

How many MDCX shares does Velocity Fund Partners own according to the filing?

Velocity Fund Partners, LP is reported to directly own 2,839,330 shares, equal to 15.9% of the class.

How many shares does Dr. Kenneth Melani directly own?

Dr. Kenneth Melani directly owns 409,411 common shares of Medicus Pharma.

On what basis were the ownership percentages calculated?

Percentages are calculated using 17,816,266 shares outstanding as reported by the Company in its Quarterly Report.

Does Dr. Melani claim ownership of Velocity's shares?

The filing states Dr. Melani "may be deemed" the beneficial owner of Velocity-held securities but he disclaims beneficial ownership except to the extent of his direct holdings.