[SOLVED] I can't update Windows 11 from 23H2 to 24H2 ?

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Apr 15, 2025
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Hi,

First time posting.
I am just really puzzled by this issue.

I work in a company, and I have 4' Hyper-V 2019 bare-metal servers, 2 old servers with dual Xeon Silver 4110, and 2 newish servers with dual Xeon Silver 4310 CPUs (both with 128GB RAM)
I have several Windows Server 2019 VMs and a few Windows 10 and Windows 11 VMs.

However, I am trying to update Windows 11 from 23H2 to 24H2 and boom, I get this:

This PC's processor doesn't support a critical feature (PopCnt)
This PC's processor doesn't support a critical feature (SSE4.2)

But these are newish CPU (the 4310) from 2021,
where Intel states:
Instruction Set Extensions
Intel® SSE4.2, Intel® AVX, Intel® AVX2, Intel® AVX-512

Even the 2017 CPUs 4110 have the same instructions.
Instruction Set Extensions
Intel® SSE4.2, Intel® AVX, Intel® AVX2, Intel® AVX-512

These are Dell PowerEdge servers,
Is there some BIOS setting to "enable" SSE4.2? or some configuration I need to do so I can get 24H2 installed as VM's on these servers?

I am just confused. - Thanks Microsoft!
 
Those servers do meet all of the requirements for installing Win 11 24H2 directly, but the problem is the VM may not expose/pass through the required features with default settings.

With Gen2 the vCPUs are synthetic, not emulated and you may have better luck setting a specific processor model in the VM's config file rather than having the CPU in passthrough mode, particularly if the CPU is newer than the Hyper-V version as with your "Skylake-Server IBRS" processors. Note that you may not only have to downgrade the setting to a consumer-grade CPU family but also to an older, previous-gen one to get it to work by trial-and-error--but don't go too old or you will lose the Win 11 compatibility entirely.
 
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