Welcome to our dedicated page for M3brigade Acquisition V SEC filings (Ticker: MBAVW), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
M3-Brigade Acquisition V Corp. (MBAVW for its warrants and MBAV for its Class A ordinary shares) provides detailed information about its structure and plans through filings with the U.S. Securities and Exchange Commission. As a blank check shell company in the Financial Services sector, its SEC reports focus on its Business Combination Agreement, proposed domestication, and multi-step merger structure rather than on traditional operating results.
On this page, users can review key filings such as Forms 8-K that describe material events. One 8-K details the entry into a Business Combination Agreement among M3-Brigade Acquisition V Corp., ReserveOne, Inc., ReserveOne Holdings, Inc. (Pubco), and merger subsidiaries. Another 8-K reports the announcement of a confidential submission by Pubco of a draft Registration Statement on Form S-4 to the SEC in connection with the Business Combination. These documents outline how existing Class A and Class B ordinary shares, as well as warrants, are expected to convert into Pubco securities.
The filings also describe a planned domestication from the Cayman Islands to Delaware, followed by a SPAC merger and a company merger that would result in M3-Brigade Acquisition V Corp. and ReserveOne becoming wholly owned subsidiaries of Pubco. Details on voting rights for Pubco Class A and Class B common shares, sponsor earnout arrangements, and conditions to closing are set out in the Business Combination Agreement summary within the 8-K.
Stock Titan’s platform presents these SEC filings with AI-powered summaries that highlight the main terms of the Business Combination, the treatment of MBAVW warrants, and the implications of the domestication and merger steps. Users can quickly see which filings relate to the transaction structure, shareholder approvals, and listing plans for Pubco shares, while still having access to the full text of each document for deeper review.
M3‑Brigade Acquisition V Corp. (MBAV) is a SPAC that completed a $287.5 million IPO in August 2024, selling 28,750,000 units at $10.00 each. IPO and private warrant proceeds funded a trust account that held about $306.9 million as of December 31, 2025.
The company has signed a Business Combination Agreement with ReserveOne, Inc. It plans to domesticate to Delaware, merge into a new holding company (Pubco), and exchange existing MBAV securities for Pubco common stock and warrants. Former ReserveOne stockholders are expected to receive Pubco Class A shares valued at $25 million based on $10.00 per share.
To support the deal, ReserveOne and Pubco arranged an Equity PIPE of up to $500 million in Pubco Class A shares and warrants at $10.00 per unit and a separate Convertible Notes PIPE of up to $250 million of 1.00% convertible senior notes. MBAV’s sponsor has also provided up to $4.5 million of interest‑free working capital via promissory notes.
M3-Brigade Acquisition V Corp. entered into an interest-free promissory note with its sponsor, MI7 Sponsor, LLC, allowing the company to borrow up to
The note bears no interest and becomes payable in full upon consummation of the company’s initial business combination. If no business combination is completed, repayment will be made only to the extent funds are available outside the company’s IPO trust account.
Polar Asset Management Partners Inc. filed a Schedule 13G showing beneficial ownership of 1,757,441 Class A ordinary shares of M3-Brigade Acquisition V Corp., equal to 6.1% of the class as of December 31, 2025. Polar reports sole voting and dispositive power over these shares and certifies they are held in the ordinary course of business, not to change or influence control of the company.
Magnetar entities updated their ownership in M3-Brigade Acquisition V Corp. Class A shares. As of December 31, 2025, Magnetar Financial LLC, Magnetar Capital Partners LP, Supernova Management LLC and David J. Snyderman reported beneficial ownership of 269,016 Class A ordinary shares, equal to about 0.94% of the company.
The shares are held across several Magnetar-managed funds, and all voting and investment power is shared, with no sole voting or dispositive authority reported. The ownership percentage is based on 28,750,000 Class A shares outstanding. The reporting parties certify the position is held in the ordinary course and not to change or influence control.
M3-Brigade Acquisition V Corp. reported that it held approximately
The company explains that this single estimate does not provide a full picture of its financial condition or results for the year, which will appear in its Form 10-K. The filing also describes a proposed business combination among M3-Brigade, ReserveOne, Inc. and ReserveOne Holdings, Inc. (Pubco), for which a Form S-4 registration statement with a proxy statement/prospectus has been filed.
Extensive forward-looking statements outline uncertainties around completing the business combination, shareholder approval, redemptions, stock exchange listing, costs of becoming public, and multiple risks tied to ReserveOne’s early-stage status and intended crypto-related activities, including cryptocurrency price volatility, regulatory treatment and tax issues. Investors are directed to read the S-4, proxy materials and risk factor sections in SEC filings for more detail.
M3-Brigade Acquisition V Corp. received an amended Schedule 13G showing that Tenor Capital Management Company, L.P., Tenor Opportunity Master Fund, Ltd., and Robin Shah now report 0 Class A ordinary shares beneficially owned. Each reports 0.0% of the class and no voting or dispositive power over any shares.
The filing states that these securities were not acquired or held to change or influence control of the company, and are not part of any control-related transaction. The change in beneficial ownership status is reported as of December 31, 2025.
Harraden Circle investment entities and Frederick V. Fortmiller, Jr. filed Amendment No. 2 to a Schedule 13G for M3-Brigade Acquisition V Corp. They report beneficial ownership of 500,000 shares of Class A common stock, representing 1.74% of the class as of the December 31, 2025 event date.
The shares are directly held across several Harraden funds, with Harraden Circle Investments, LLC, related general partners, and Mr. Fortmiller deemed indirect beneficial owners through their management roles. The group certifies the holdings were not acquired to change or influence control of the company. The amendment states this is an exit filing because their ownership has fallen below 5% of the outstanding Class A shares.
MMCAP International Inc. SPC and Asset Management Inc. filed an amended Schedule 13G reporting their beneficial ownership in M3-Brigade Acquisition V Corp. They together hold 400,000 Class A ordinary shares, representing 1.4% of the class as of 12/31/2025.
The filing shows shared voting and dispositive power over all 400,000 shares, with no sole power reported. The investors state that the shares were not acquired to change or influence control of the company, indicating a passive ownership position below the 5% threshold.
Mizuho Financial Group, Inc., a Japan-based parent holding company, has filed a Schedule 13G reporting a significant passive ownership position in M3-Brigade Acquisition V Corp. common shares.
Mizuho reports beneficial ownership of 2,543,600 common shares, representing 8.8% of the class, with the event date stated as December 31, 2025. Mizuho has sole voting and dispositive power over all 2,543,600 shares, with no shared voting or dispositive power.
The filing notes that Mizuho Financial Group, Inc., Mizuho Bank, Ltd. and Mizuho Americas LLC may be deemed indirect beneficial owners of these shares, which are directly held by their wholly owned subsidiary, Mizuho Securities USA LLC. Mizuho certifies the shares were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of the issuer.
Meteora Capital, LLC and its managing member Vik Mittal report beneficial ownership of M3-Brigade Acquisition V Corp. Class A common stock on a Schedule 13G/A. They report beneficial ownership of 3,889,052 shares, representing 13.52% of the Class A common stock as of 12/31/2025. The shares are held by certain funds and managed accounts for which Meteora Capital serves as investment manager, with shared voting and dispositive power over all reported shares and no sole voting or dispositive power. The filing states that the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of the issuer.