PHARMACYTE BIOTECH, INC. 23046 Avenida de la Carlota, Suite 600 Laguna Hills, California 92653 (917) 595-2850

PHARMACYTE BIOTECH, INC.

23046 Avenida de la Carlota, Suite 600

Laguna Hills, California 92653

Dear Fellow Stockholder:

You are cordially invited to attend the 2021 Annual

Meeting of Stockholders of PharmaCyte Biotech, Inc. ("PharmaCyte," the "Company," "we"

or "us") to be held at 11:00 a.m., Pacific Daylight Time, on Wednesday, June 16, 2021.

We are very pleased that this year's annual

meeting will be a completely virtual meeting of stockholders, which will be conducted via live webcast. In light of the Coronavirus (COVID-19)

pandemic, for the safety of our stockholders and in accordance with federal, state and local guidance that has been issued regarding group

gatherings, we have decided that the Annual Meeting will be held in a virtual format only, via the Internet, with no physical in-person

meeting. You will be able to attend the 2021 Annual Meeting of Stockholders online and submit your questions during the meeting by visiting

https://virtualshareholdermeeting.com/PMCB2021. You will also be able to vote your shares electronically at the annual meeting.

We are pleased to use the latest technology to

increase access, to improve communication and to obtain cost savings for our stockholders and the Company. Use of a virtual meeting will

enable increased stockholder attendance and participation as stockholders can participate from any location.

At the meeting, you will be asked to: (i) elect

seven directors as nominated by the Board of Directors, each to serve a one-year term; (ii) approve a Certificate of Amendment to our

Articles of Incorporation to increase the number of authorized shares of our common stock; (iii) approve our 2021 Equity Incentive Plan

(the "2021 Plan"); (iv) ratify our appointment of Armanino LLP as our independent registered public accounting firm

for the fiscal year ending April 30, 2022; and (v) consider and act upon any other business as may properly come before the Annual Meeting

or any adjournments thereof. In addition, we will be pleased to report on our affairs and a discussion period will be provided for questions

and comments of general interest to stockholders. Detailed information with respect to these matters is set forth in the accompanying

Proxy Statement, which we encourage you to carefully read in its entirety.

We look forward to greeting personally those stockholders

who are able to attend the meeting online. However, whether or not you plan to join us at the meeting, it is important that your shares

be represented. Stockholders of record at the close of business on April 19, 2021 are entitled to notice of and to vote at the meeting.

We will be using the "Notice and Access" method of providing proxy materials to you via the Internet. On or about May 5, 2021,

we will mail to our stockholders a Notice of Availability of Proxy Materials ("Notice") containing instructions on

how to access our Proxy Statement and our 2020 Annual Report, as amended, and vote electronically via the Internet. The Notice also contains

instructions on how to receive a printed copy of your proxy materials.

You may vote over the Internet, as well as by telephone

or, if you requested to receive printed proxy materials, you can also vote by mail pursuant to instructions provided on the proxy card.

Please review the instructions for each of your voting options described in the Proxy Statement, as well as in the Notice you will receive

Thank you for your ongoing support of PharmaCyte.

/s/ Kenneth L. Waggoner

Chairman of the Board, Chief Executive Officer

President and General Counsel

MEETING OF STOCKHOLDERS

Notice is hereby given that the 2021 Annual

Meeting of Stockholders (the "Annual Meeting") of PharmaCyte Biotech, Inc. ("PharmaCyte" or

the "Company"), will be held virtually at https://www.virtualshareholdermeeting.com/PMCB2021 on Wednesday, June

16, 2021 at 11:00 a.m., Pacific Daylight Time, for the following purposes:

These matters are more fully described

in the accompanying Proxy Statement.

Only stockholders of record at the close of business

on April 19, 2021 are entitled to notice of and to vote at the Annual Meeting and any adjournment or postponement thereof. In light of

the Coronavirus (COVID-19) pandemic, for the safety of our stockholders and in accordance with federal, state and local guidance that

has been issued, we have decided that the Annual Meeting will be held in a virtual format only, via the Internet, with no physical in-person

meeting. Stockholders will have the ability to attend, vote and submit questions before and during the virtual meeting from any location

via the Internet at https://www.virtualshareholdermeeting.com/PMCB2021.

A complete list of these stockholders will be available

in electronic form at the Annual Meeting and will be accessible for ten days prior to the Annual Meeting. All stockholders are cordially

invited to virtually attend the Annual Meeting. On or about May 5, 2021, the Company will mail to stockholders a Notice of Availability

of Proxy Materials (the "Notice") containing instructions on how to access our Proxy Statement and our 2020 Annual

Report on Form 10-K, how to vote electronically via the Internet or vote by telephone, and how to request printed proxy materials.

Your vote is very important. Whether or not

you plan to attend the Annual Meeting, we encourage you to read the Proxy Statement and submit your proxy or voting instructions as soon

as possible by Internet, telephone or mail. For specific instructions on how to vote your shares, please refer to the instructions on

the Notice of Internet Availability of Proxy Materials you will receive in the mail, the section entitled "About the Annual Meeting"

beginning on page 1 of the Proxy Statement or, if you request to receive printed proxy materials, your enclosed proxy card. Please note

that shares held beneficially in street name may be voted by you in person at the Annual Meeting only if you obtain a legal proxy from

the broker, bank, trustee, or other nominee that holds your shares giving you the right to vote the shares.

By Order of the Board of Directors,

/s/ Kenneth L. Waggoner

Chairman of the Board, Chief Executive Officer,

President and General Counsel

Laguna Hills, California

Important Notice Regarding the Availability

for the Annual Meeting of Stockholders

To Be Held on June 16, 2021

The Proxy Statement, along with our 2020 Annual

Report, as amended, is available free of charge at the following website: https://www.virtualshareholdermeeting.com/PMCB2021.

23046 Avenida de la Carlota, Suite 600

LAGUNA HILLS, CALIFORNIA 92653

Our Board of Directors has made this Proxy Statement

and related materials available to you on the Internet, or, upon your request, has delivered printed proxy materials to you by mail, in

connection with the Board of Directors' solicitation of proxies for use at the 2021 Annual Meeting of Stockholders of PharmaCyte

Biotech, Inc. to be held online on Wednesday, June 16, 2021, beginning at 11:00 a.m., Pacific Daylight Time, and at any postponements

or adjournments of the Annual Meeting. As a stockholder, you are invited to attend the Annual Meeting and are requested to vote on the

items of business described in this Proxy Statement.

Why did I receive a notice in the mail regarding

the Internet availability of proxy materials instead of a full set of proxy materials?

We are providing access to our proxy materials

over the Internet. Accordingly, we are sending a Notice Regarding Availability of Proxy Materials (the "Notice") to

our stockholders of record and beneficial owners as of the record date (for more information on the record date, see "- Who

is entitled to vote at the Annual Meeting?"). The mailing of the Notice to our stockholders is scheduled to begin on or about May

5, 2021. All stockholders will have the ability to access the proxy materials and our Annual Report on Form 10-K for the fiscal year ended

April 30, 2020, as amended (the "Annual Report") on a website referred to in the Notice or to request to receive a

printed set of the proxy materials and the Annual Report. Instructions on how to access the proxy materials over the Internet or to request

a printed copy may be found in the Notice. Stockholders may also request to receive proxy materials and our Annual Report in printed form

by mail or electronically by email on an ongoing basis. The form of the Proxy is attached to this Proxy Statement as Exhibit C.

How do I get electronic access to the

The Notice will provide you with instructions regarding

View our proxy materials for the Annual Meeting and our Annual Report on the Internet; and

Instruct us to send our future proxy materials to you electronically by email.

Choosing to receive your future proxy materials

by email will save us the cost of printing and mailing documents to you and will reduce the impact of printing and mailing these materials

on the environment. Stockholders may also request to receive proxy materials and our Annual Report in printed form by mail or electronically