Ajay Raju and Togo PHL entities report 2.03M shares in Medicus Pharma (MDCX)

Rhea-AI Filing Summary

Medicus Pharma Ltd. Schedule 13G/A discloses that Ajay Raju (including related entities) beneficially owns 2,031,250 Common Shares, representing 3.7% of the class. The filing states 55,164,465 Common Shares outstanding as of April 30, 2026.

The holding consists of 2,000,000 shares held of record by 215 Capital Togo PHL Fund I, LP plus 31,250 shares underlying exercisable options. Voting and dispositive power is reported via Togo PHL Management LLC and Ajay Raju as managing member.

Key Figures

Beneficial ownership: 2,031,250 shares Fund holdings: 2,000,000 shares Exercisable options: 31,250 shares +2 more

5 metrics

Beneficial ownership 2,031,250 shares Total shares beneficially owned by Ajay Raju and related entities

Fund holdings 2,000,000 shares Shares held of record by 215 Capital Togo PHL Fund I, LP

Exercisable options 31,250 shares Common Shares underlying stock options currently exercisable by Ajay Raju

Shares outstanding 55,164,465 shares Common Shares outstanding as of April 30, 2026 (used to compute percentage)

Reported percent 3.7% Percent of class beneficially owned by Ajay Raju (as reported)

Key Terms

Beneficially owned, Sole Dispositive Power, Schedule 13G/A

3 terms

Beneficially owned regulatory

"Consists of 2,000,000 common shares ... and 31,250 Common Shares underlying stock options"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

Sole Dispositive Power regulatory

"Sole Dispositive Power 2,031,250.00"

Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.

Schedule 13G/A regulatory

"Medicus Pharma Ltd. Schedule 13G/A"

A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.

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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 per share

(Title of Class of Securities)

58471K202

(CUSIP Number)

03/31/2026

(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)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 58471K202

1

Names of Reporting Persons

Raju Ajay

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 2,031,250.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 2,031,250.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,031,250.00

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)

3.7 %

12

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person: (1) Consists of 2,000,000 common shares (the "Common Shares") of Medicus Pharma Ltd. (the "Company") held of record by 215 Capital Togo PHL Fund I, LP ("215 Capital") and 31,250 Common Shares underlying stock options held of record by Mr. Ajay Raju that are currently exercisable. Togo PHL Management LLC (the "Management Company") has been delegated the responsibilities of the general partner of 215 Capital, Togo PHL Fund I GP, LLC, including the voting and dispositive power over the shares reported herein. Mr. Raju is responsible for managing the affairs of the Management Company including the voting and dispositive power over the shares reported herein. Mr. Raju therefore may be deemed to have voting and dispositive power over the shares reported herein. (2) Based on 55,164,465 Common Shares outstanding as of April 30, 2026 as reported in the Company's Definitive Proxy Statement on Schedule 14A filed on May 4, 2026.

SCHEDULE 13G

CUSIP Number(s): 58471K202

1

Names of Reporting Persons

215 Capital Togo PHL Fund I, 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 2,000,000.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 2,000,000.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,000,000.00

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)

3.6 %

12

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person: (1) Consists of 2,000,000 the Common Shares of the Company held of record by 215 Capital. The Management Company has been delegated the responsibilities of the general partner of 215 Capital, Togo PHL Fund I GP, LLC, including the voting and dispositive power over the shares reported herein. Mr. Ajay Raju is responsible for managing the affairs of the Management Company including the voting and dispositive power over the shares reported herein. Mr. Raju therefore may be deemed to have voting and dispositive power over the shares reported herein. (2) Based on 55,164,465 Common Shares outstanding as of April 30, 2026 as reported in the Company's Definitive Proxy Statement on Schedule 14A filed on May 4, 2026.

SCHEDULE 13G

CUSIP Number(s): 58471K202

1

Names of Reporting Persons

Togo PHL Management LLC

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 2,000,000.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 2,000,000.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,000,000.00

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)

3.6 %

12

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person: (1) Consists of 2,000,000 the Common Shares of the Company held of record by 215 Capital. The Management Company has been delegated the responsibilities of the general partner of 215 Capital, Togo PHL Fund I GP, LLC, including the voting and dispositive power over the shares reported herein. Mr. Ajay Raju is responsible for managing the affairs of the Management Company including the voting and dispositive power over the shares reported herein. Mr. Raju therefore may be deemed to have voting and dispositive power over the shares reported herein. (2) Based on 55,164,465 Common Shares outstanding as of April 30, 2026 as reported in the Company's Definitive Proxy Statement on Schedule 14A filed on May 4, 2026.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Medicus Pharma Ltd.
(b)	Address of issuer's principal executive offices: 300 Conshohocken State Road, Suite 200, W. Conshohocken, PA 19428
Item 2.
(a)	Name of person filing: i. Ajay Raju ii. Togo PHL Management LLC; iii. 215 Capital Togo PHL Fund I, LP;
(b)	Address or principal business office or, if none, residence: Two Liberty Place 50 South 16th Street Suite 2710 Philadelphia, Pennsylvania 19102
(c)	Citizenship: i. Ajay Raju (United States) ii. Togo PHL Management LLC (Delaware) iii. 215 Capital Togo PHL Fund I, LP (Delaware)
(d)	Title of class of securities: Common Shares, no par value per share
(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: The information contained in Items 5-9 of the cover pages of this amended Schedule 13G is hereby incorporated by reference into this Item 4.
(b)	Percent of class: 3.7 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 2,031,250
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 2,031,250
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
	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.

Raju Ajay

Signature:	/s/ Ajay Raju
Name/Title:	Ajay Raju in his individual capacity
Date:	05/04/2026

215 Capital Togo PHL Fund I, LP

Signature:	/s/ Ajay Raju
Name/Title:	Ajay Raju as Managing Member of Togo PHL Management LLC, the Management Company
Date:	05/04/2026

Togo PHL Management LLC

Signature:	/s/ Ajay Raju
Name/Title:	Ajay Raju as Managing Member
Date:	05/04/2026

Exhibit Information

Exhibit 99.1 Joint Filing Agreement was previously filed: https://www.sec.gov/Archives/edgar/data/1997296/000121465925000501/ex99_1.htm.

FAQ

What stake does Ajay Raju report in Medicus Pharma (MDCX)?

Ajay Raju reports beneficial ownership of 2,031,250 Common Shares, equal to 3.7% of the class. This total includes 2,000,000 shares held by 215 Capital and 31,250 exercisable options, per the Schedule 13G/A filing.

How many Medicus Pharma shares were outstanding for the ownership percentage?

The filing references 55,164,465 Common Shares outstanding as of April 30, 2026. That figure is the basis for the reported 3.7% ownership percentage disclosed in the Schedule 13G/A.

Which entities hold the shares reported by Ajay Raju?

The shares are held of record by 215 Capital Togo PHL Fund I, LP (2,000,000 shares), with voting/dispositive authority delegated to Togo PHL Management LLC, managed by Ajay Raju, per the filing's disclosures.

Do reported holdings include options or only outstanding shares?

Yes; the disclosed 2,031,250 shares total includes 31,250 Common Shares underlying currently exercisable stock options held of record by Mr. Ajay Raju, as stated in the Schedule 13G/A.

Who has voting and dispositive power over these shares?

The filing states that Togo PHL Management LLC has been delegated general partner responsibilities for 215 Capital, and Ajay Raju, as manager, may be deemed to have voting and dispositive power over the reported shares.