If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).




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SCHEDULE 13D




Comment for Type of Reporting Person:
The number of shares represented by the amounts in Rows 7, 9, and 11 equals 2,402,463 Class A Ordinary Shares of NorthStrive Acquisition Corp I. (the "Issuer"), consisting of (i) 2,170,713 Class A Ordinary Shares underlying the Issuer's Class B Ordinary Shares previously issued to NorthStrive Sponsor I LLC (the "Sponsor"), which Class B Ordinary Shares are convertible into Class A Ordinary Shares on the closing of the Issuer's business combination or earlier at the holder's option, and (ii) 231,750 Class A Ordinary Shares included in the private placement offering that was consummated simultaneously with the Issuer's initial public offering ("IPO"). The Sponsor's holdings reflect the forfeiture and cancellation, for no consideration, of 325,607 Class B Ordinary Shares effected on October 20, 2026, with retroactive effect to October 3, 2026, pursuant to Section 1.4.1 of the Underwriting Agreement, dated August 17, 2026, between the Issuer and D. Boral Capital LLC, as representative of the several underwriters named therein, as amended by Amendment No. 1 to Underwriting Agreement, dated as of October 8, 2026 (the "UA Amendment"), following the expiration of the underwriters' over-allotment option on October 3, 2026 without having been exercised. Ownership percentage is calculated based on 12,402,463 Class A Ordinary Shares deemed outstanding pursuant to Rule 13d-3(d)(1)(i) under the Securities Exchange Act of 1934, as amended (the "Act"), being 10,231,750 Class A Ordinary Shares outstanding as of the date of this report plus 2,170,713 Class A Ordinary Shares issuable upon conversion of the Class B Ordinary Shares held by the Sponsor. PMGC Holdings Inc. ("PMGC") is the sole Member of the Sponsor. The Class A Ordinary Shares of the Issuer are directly held by the Sponsor. PMGC holds all membership interests and voting power of the Sponsor.


SCHEDULE 13D




Comment for Type of Reporting Person:
The number of shares represented by the amounts in Rows 7, 9, and 11 equals 2,402,463 Class A Ordinary Shares of NorthStrive Acquisition Corp I. (the "Issuer"), consisting of (i) 2,170,713 Class A Ordinary Shares underlying the Issuer's Class B Ordinary Shares previously issued to NorthStrive Sponsor I LLC (the "Sponsor"), which Class B Ordinary Shares are convertible into Class A Ordinary Shares on the closing of the Issuer's business combination or earlier at the holder's option, and (ii) 231,750 Class A Ordinary Shares included in the private placement offering that was consummated simultaneously with the Issuer's initial public offering ("IPO"). The Sponsor's holdings reflect the forfeiture and cancellation, for no consideration, of 325,607 Class B Ordinary Shares effected on October 20, 2026, with retroactive effect to October 3, 2026, pursuant to Section 1.4.1 of the Underwriting Agreement, dated August 17, 2026, between the Issuer and D. Boral Capital LLC, as representative of the several underwriters named therein, as amended by Amendment No. 1 to Underwriting Agreement, dated as of October 8, 2026 (the "UA Amendment"), following the expiration of the underwriters' over-allotment option on October 3, 2026 without having been exercised. Ownership percentage is calculated based on 12,402,463 Class A Ordinary Shares deemed outstanding pursuant to Rule 13d-3(d)(1)(i) under the Securities Exchange Act of 1934, as amended (the "Act"), being 10,231,750 Class A Ordinary Shares outstanding as of the date of this report plus 2,170,713 Class A Ordinary Shares issuable upon conversion of the Class B Ordinary Shares held by the Sponsor. PMGC Holdings Inc. ("PMGC") is the sole Member of the Sponsor. The Class A Ordinary Shares of the Issuer are directly held by the Sponsor. PMGC holds all membership interests and voting power of the Sponsor.


SCHEDULE 13D




Comment for Type of Reporting Person:
PMGC is the sole Member of the Sponsor. The Class A Ordinary Shares of the Issuer are directly held by the Sponsor. Georgiy Kovalyov is the Manager of the Sponsor. PMGC holds all membership interest and voting power of the Sponsor. Mr. Kovalyov disclaims beneficial ownership of the securities held by the Sponsor except to the extent of his pecuniary interest therein, if any.


SCHEDULE 13D


 
PMGC Holdings Inc.
 
Signature:/s/ Graydon Bensler
Name/Title:Graydon Bensler / Chief Executive Officer of PMGC Holdings Inc.
Date:10/22/2026
 
NorthStrive Sponsor I LLC
 
Signature:/s/ Georgiy Kovalyov
Name/Title:Georgiy Kovalyov / Manager
Date:10/22/2026
 
Georgiy Kovalyov
 
Signature:/s/ Georgiy Kovalyov
Name/Title:Georgiy Kovalyov
Date:10/22/2026

ATTACHMENTS / EXHIBITS

ATTACHMENTS / EXHIBITS

JOINT FILING AGREEMENT

AMENDMENT NO. 1 TO UNDERWRITING AGREEMENT, DATED AS OF OCTOBER 8, 2026, BY AND BETWEEN NORTHSTRIVE ACQUISITION CORP I. AND D. BORAL CAPITAL LLC, ON BEHALF OF ITSELF AND AS REPRESENTATIVE OF THE SEVERAL UNDERWRITERS NAMED THEREIN