PMGC Holdings (NASDAQ: ELAB) revises MOA license milestones and timelines

Rhea-AI Filing Summary

PMGC Holdings Inc., through its wholly owned subsidiary Northstrive Biosciences Inc., entered into a Third Amendment to its License Agreement with MOA Life Plus Co., Ltd., effective March 24, 2026. The amendment replaces Exhibit C, updating development milestones in the licensed field, including phases for pre-clinical trials, related Investigational New Drug application events, and the timelines for achieving these milestones. PMGC will provide monetary consideration to MOA in connection with entering this amendment, payable upon execution and within 30 days after the effective date.

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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 24, 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 1.01 Entry into a Material Definitive Agreement.

Third Amendment to License Agreement between Northstrive Biosciences Inc. and MOA Life Plus Co., Ltd.

As of March 24, 2026 (“Effective Date”), Northstrive Biosciences Inc. (“Northstrive”), a wholly owned subsidiary of PMGC Holdings Inc. (the “Company”), entered into a Third Amendment to License Agreement (the “Third Amendment”) with MOA Life Plus Co., Ltd. (“MOA”), a corporation organized under the laws of the Republic of Korea. The Third Amendment further amends that certain License Agreement originally entered into by the Company and MOA on April 30, 2024, as amended (“License Agreement”).

The Third Amendment amends and restates Exhibit C of the License Agreement in its entirety, updating the achievement of certain milestones for the Field (as defined in the License Agreement), including certain phases for pre-clinical trials and associated events for Investigational New Drug Applications, and the timeline for such milestones. Such milestones and timelines are as further set forth in the Third Amendment. Additionally, upon execution of the Third Amendment and within 30 days after the Effective Date, the Company shall pay MOA monetary value as consideration for entry into the Third Amendment.

The foregoing description of the Third Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Third Amendment, a copy of which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
10.1		Third Amendment to License Agreement between Northstrive Biosciences Inc. and MOA Life Plus Co., Ltd.+
104		Cover Page Interactive Data File (formatted in Inline XBRL).

+ Portions of this exhibit have been redacted.

1

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 27, 2026

PMGC Holdings, Inc.
By:	/s/ Graydon Bensler
Name:	Graydon Bensler
Title:	Chief Executive Officer

2

FAQ

What did PMGC Holdings (ELAB) disclose in the March 24, 2026 filing?

PMGC Holdings disclosed a Third Amendment to its License Agreement with MOA Life Plus. The change updates Exhibit C, revising development milestones and timelines for pre-clinical and Investigational New Drug-related activities tied to the licensed field, alongside associated monetary consideration.

Who are the parties to PMGC Holdings (ELAB) Third Amendment to the License Agreement?

The Third Amendment is between Northstrive Biosciences Inc., a wholly owned subsidiary of PMGC Holdings, and MOA Life Plus Co., Ltd. MOA is organized under the laws of the Republic of Korea and remains PMGC’s licensing partner under the original April 30, 2024 agreement.

How does the Third Amendment affect PMGC (ELAB) development milestones?

The Third Amendment amends and restates Exhibit C of the License Agreement, updating milestone definitions and timelines. It specifically addresses phases of pre-clinical trials and associated events for Investigational New Drug applications within the licensed field, providing a revised schedule for these development steps.

What is the effective date of PMGC Holdings (ELAB) Third Amendment with MOA?

The Third Amendment is effective as of March 24, 2026, described as the Effective Date. Key obligations, including updated milestones and payment of monetary consideration, are tied to this date and a period within 30 days following it.

Does PMGC Holdings (ELAB) owe consideration under the Third Amendment with MOA?

Yes, PMGC, through its subsidiary, must pay MOA monetary value as consideration for entering the Third Amendment. Payment is required upon execution of the amendment and within 30 days after the March 24, 2026 effective date.

Where can investors find the full text of PMGC (ELAB) Third Amendment to the License Agreement?

The complete Third Amendment is filed as Exhibit 10.1 to the report. It is incorporated by reference, allowing investors to review detailed milestone definitions, timelines, and other contractual terms beyond the summarized description.

Filing Exhibits & Attachments

4 documents

Agreements & Contracts

• EX-10.1 THIRD AMENDMENT TO LICENSE AGREEMENT BETWEEN NORTHSTRIVE BIOSCIENCES INC. AND MO 20.6 KB

Other Documents

• EX-101 XBRL SCHEMA FILE 3.0 KB
• EX-101 XBRL LABEL FILE 33.4 KB
• EX-101 XBRL PRESENTATION FILE 21.8 KB