[SCHEDULE 13G/A] M3-Brigade Acquisition V Corp. Warrant SEC Filing

Rhea-AI Filing Summary

MMCAP International Inc. SPC and MM Asset Management Inc. report beneficial ownership of 1,500,000 Class A ordinary shares of M3-Brigade Acquisition V Corp, representing 5.22% of the class based on 28,750,000 shares outstanding. The filers state 0 sole voting or dispositive power and 1,500,000 shared voting and dispositive power, and certify the securities were not acquired to change or influence control. This Schedule 13G/A discloses a passive, material stake above the 5% reporting threshold.

Positive

• Disclosure of a material 5.22% beneficial ownership (1,500,000 shares)
• Filers certify holdings were not acquired to influence control, indicating passive intent

Negative

• Reported 0 sole voting and dispositive power; control is shared, not unilateral
• Item 8 marked 'Not Applicable'—no group member details provided in this filing

Insights

Financial Analyst

TL;DR: Passive investors disclose a 5.22% stake (1.5M shares); no sole voting power, indicating a material but non-controlling position.

The filing shows two reporting persons jointly beneficially own 1,500,000 Class A shares, equal to 5.22% of the outstanding class based on 28,750,000 shares. The reported position carries shared voting and dispositive power only, with 0 sole voting/dispositive power noted. The certification of passive intent under the Schedule 13G/A framework indicates the holders are presenting this as a non-control disclosure rather than an active acquisition for governance influence.

Corporate Governance Expert

TL;DR: Filing documents shared control of 1.5M shares and an explicit certification of no intent to influence issuer control.

The statement identifies the reporting entities and their places of organization and records 1,500,000 shares with shared voting/dispositive power and a certification that the shares were not acquired to influence control. Item 8 is marked "Not Applicable," so the filing does not list additional group members. For governance analysis, the position is material by size but is presented as passive and without sole control rights in this disclosure.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 3)

M3-Brigade Acquisition V Corp

(Name of Issuer)

Class A ordinary shares, par value $0.0001 per share

(Title of Class of Securities)

G63212107

(CUSIP Number)

06/30/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. G63212107

1

Names of Reporting Persons

MMCAP International Inc. SPC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,500,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,500,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,500,000.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

5.22 %

12

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person: * Consist of 1,500,000 Class A ordinary shares of the Issuer. ** The percentages used herein are calculated based on 28,750,000 shares outstanding of the Issuer, as reported in the Form 10-Q filed with the Securities and Exchange Commission on May 13, 2025.

SCHEDULE 13G

CUSIP No. G63212107

1

Names of Reporting Persons

MM Asset Management Inc.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

ONTARIO, CANADA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,500,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,500,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,500,000.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

5.22 %

12

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person: * Consist of 1,500,000 Class A ordinary shares of the Issuer. ** The percentages used herein are calculated based on 28,750,000 shares outstanding of the Issuer, as reported in the Form 10-Q filed with the Securities and Exchange Commission on May 13, 2025.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: M3-Brigade Acquisition V Corp
(b)	Address of issuer's principal executive offices: 1700 Broadway, 19th Floor, New York, NEW YORK 10019
Item 2.
(a)	Name of person filing: MMCAP International Inc. SPC MM Asset Management Inc.
(b)	Address or principal business office or, if none, residence: c/o Mourant Governance Services (Cayman) Limited 94 Solaris Avenue Camana Bay, P.O. Box 1348 Grand Cayman, KY1-1108, Cayman Islands 161 Bay Street, TD Canada Trust Tower, Suite 2240, Toronto, ON M5J 2S1 Canada
(c)	Citizenship: Cayman Islands Ontario, Canada
(d)	Title of class of securities: Class A ordinary shares, par value $0.0001 per share
(e)	CUSIP No.: G63212107
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 1,500,000
(b)	Percent of class: 5.22 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 0
	(ii) Shared power to vote or to direct the vote: 1,500,000
	(iii) Sole power to dispose or to direct the disposition of: 0
	(iv) Shared power to dispose or to direct the disposition of: 1,500,000
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

MMCAP International Inc. SPC

Signature:	/s/ Ulla Vestergaard
Name/Title:	Director
Date:	08/12/2025

MM Asset Management Inc.

Signature:	/s/ Hillel Meltz
Name/Title:	President
Date:	08/12/2025

FAQ

Who filed the Schedule 13G/A for MBAVW?

MMCAP International Inc. SPC and MM Asset Management Inc. filed the statement.

How many MBAVW shares are reported and what percent of the class do they represent?

1,500,000 Class A ordinary shares representing 5.22% of the class based on 28,750,000 outstanding shares.

What voting and dispositive power do the filers report for MBAVW?

0 sole voting power and 1,500,000 shared voting power; 0 sole dispositive power and 1,500,000 shared dispositive power.

Do the filers claim they acquired the shares to influence control of the issuer?

No; the certification states the securities were not acquired and are not held to change or influence control.

Does the filing identify other group members or arrangements?

Item 8 is marked 'Not Applicable,' so no additional group-member details are provided in this filing.