Corporate Action, Amendments to Bylaws (Form 8-K)

Item 3.03 Material Modification to Rights of Security Holders.

To the extent required by Item 3.03 of Form 8-K, the information contained in Item 5.03 of this Current Report on Form 8-K is incorporated herein by reference.

Item 5.03 Amendment to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On September 15, 2025, PMGC Holdings Inc. (the "Company") filed a Certificate of Amendment (the "Amendment") to its Articles of Incorporation with the Secretary of State of the State of Nevada. The Amendment increases the authorized share capital of the Company to a total of 2,500,000,000 (two billion five hundred million) shares, consisting of 2,000,000,000 (two billion) shares of common stock, par value of $0.0001 per share, and 500,000,000 shares of preferred stock, par value of $0.0001 per share.

A copy of the Certificate of Amendment is filed hereto as Exhibit 3.1 and is incorporated herein by reference.