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Mills Music Trust (MMTRS) lifts 2026 unit distributions on royalties

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Mills Music Trust reported royalty cash flows and distributions tied to its catalogue for the fourth quarter of 2025 and the twelve months ended March 31, 2026. For Q4 2025, the Trust received a contingent royalty payment of $241,647 or $0.8701 per unit, down from $260,759 or $0.9390 per unit for Q4 2024.

Including a Q3 2025 true-up of $92,550 and an $89,973 additional Q4 amount, total payments were $424,170. After $78,865 of expenses, $345,305 or $1.2434 per unit will be distributed to unit holders of record as of March 24, 2026. Sony EMI has since indicated the $89,973 additional Q4 amount was an overpayment and plans to offset it against future contingent payments. For the twelve months ended March 31, 2026, distributions totaled $1,184,136 or $4.2639 per unit, compared with $503,548 or $1.8132 per unit a year earlier.

Positive

  • None.

Negative

  • None.
Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
false 0000066496 0000066496 2026-03-25 2026-03-25
 
 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 25, 2026

 

 

MILLS MUSIC TRUST

(Exact name of registrant as specified in its charter)

 

 

 

New York   000-02123   13-6183792

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification Number)

 

C/O HSBC Bank USA, N/A, Corporate Trust Issuer Services

66 Hudson Boulevard East, New York, New York

  10001
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (212) 525-1349

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading
Symbol(s)

 

Name of each exchange

on which registered

N/A   N/A   N/A

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 
 


Item 8.01 Other Events.

On Mach 25, 2026 Mills Music Trust issued a report to its Unit Holders containing computation details regarding the payment it received attributable to the fourth quarter of 2025. The full text of the report is included as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits:

 

99.1    Quarterly distribution report, dated March 25, 2026 issued by the Trust.
104    Cover Page Interactive Data File (embedded within the Inline XBRL document)

 


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

      MILLS MUSIC TRUST
Date: March 26, 2026     By:  

/s/ Garfield Barrett

     

Garfield Barrett

Trust Officer of the Corporate Trustee

HSBC Bank U.S.A, NA

Exhibit 99.1

MILLS MUSIC TRUST

C/O HSBC BANKS U.S.A.

66 HUDSON BLVD EAST

NEW YORK, NY 10001

March 25, 2026

Quarterly Distribution Report No. 245

To the holders (the “Unit Holders”) of Trust Certificates representing interests (the “Trust Units”) in Mills Music Trust (the “Trust”):

This Quarterly Distribution report relates to the payment (the “Q4 Payment”) received by the Trust from Sony Music Publishing (“Sony EMI”) during the fourth quarter of 2025 (the “Q4 Distribution Period”), in respect of the contingent portion payment attributable to royalty income generated by the Trust’s copyright catalogue in the Q4 Distribution Period (the “Q4 Contingent Portion Payment”).

The Trust received $241,647 ($0.8701 per Trust Unit) for the Q4 Contingent Portion Payment attributable to the Q4 Distribution Period, as compared to $260,759 ($0.9390 per Trust Unit) for the payment attributable to the fourth quarter of 2024.

In addition to the Q4 Contingent Portion Payment, the Trust also received from Sony EMI during the Q4 Distribution Period (i) $92,550 ($0.3333 per Trust Unit) as a result of a true up of the contingent portion payment made by Sony EMI to the Trust during the third quarter of 2025 (the “Q3 Distribution Period”) in respect of royalty income generated by the Trust’s copyright catalogue in the Q3 Distribution Period (the “Q3 True Up Payment”) and (ii) $89,973 ($0.3239 per Trust Unit) with respect to the Q4 Contingent Portion Payment which is discussed in more detail immediately below (the “Additional Q4 Amount”).

After receiving the Q4 Contingent Portion Payment, the Q3 True Up Payment and the Additional Q4 Amount (collectively, the “Q4 Payment”), the Trust paid $78,865 in connection with invoices rendered to the Trust, leaving an aggregate balance of $345,295 ($1.2434 per Trust Unit). Such balance is being distributed to the Unit Holders of record as of the close of business on March 24, 2026.

On March 12, 2026, Sony EMI informed the Trust that the Additional Q4 Amount was an overpayment and that it intends to correct such overpayment in future quarters by offset against future contingent portion payments to be made to the Trust in respect of such quarters.

Additional computation details are set forth in the attached report.

The information contained in this Quarterly Distribution Report will be disclosed on a Form 8-K filed with the Securities and Exchange Commission (the “SEC”). The Trust’s SEC filings are available to the public over the internet on the SEC’s web site at http://www.sec.gov.

 

Very truly yours,
  MILLS MUSIC TRUST


The following is a computation of amounts available for distribution and/or the payment of administrative expenses of the Trust during the three months and twelve months ended March 31, 2026 and March 31, 2025 out of payments made to the Trust in connection with a deferred contingent purchase price obligation under the asset purchase agreement, dated December 5, 1964:

 

     Three
Months
Ended
March 31,
2026
     Per
Unit*
 

Gross royalty income collected by Sony EMI for the period

   $ 1,356,179     

Less: Related royalty expense

   $ 568,024     

Amount deducted by EMI

   $ 389,841     

Adjustment for copyright renewals, etc.

   $ 157,207     
  

 

 

    
   $ 1,115,072     
  

 

 

    

Balance as reported by EMI

   $ 241,647      $ 0.8701  
  

 

 

    

 

 

 

Q3 True Up Payment

   $ 92,550 1     $ 0.3333  

Additional Q4 Amount

   $ 89,973 2     $ 0.3239  

Payments received by Trust

   $ 424,170      $ 1.5274  
  

 

 

    

 

 

 

Less: Fees and expenses to Registrar-Transfer Agent and other administrative expenses

   $ 78,865      $ 0.2839  

Audit Settlement Payment

     —       $ —   

Less: Reserve for future potential administrative liabilities and expenses

     —       $ 0.2302  
  

 

 

    

 

 

 

Balance available for distribution

   $ 345,305      $ 1.2434  

Distribution per Unit*

      $ 1.2434  
 
*

Based on the 277,712 Trust Units outstanding.

1

During the Q3 Distribution Period, the Trust received an estimated payment from Sony EMI in the aggregate amount of $250,000 in respect of the contingent portion payment attributable to royalty income generated by the Trust’s copyright catalogue in such period. During the Q4 Distribution Period, the Trust received a true up payment in respect of such estimated payment in the amount of $92,550, representing (x) income collected by EMI for the period of $919,933, less (y) the sum of (i) related royalty expenses of $280,906, (ii) deductions by EMI in the amount of $267,196, and (iii) adjustments for copyright renewals in the amount of $29,281.

2

On March 12, 2026, Sony EMI informed the Trust that it had overpaid the Trust by the aggregate amount of $89,973 ($0.3239 per Trust Unit) for the Q4 Contingent Portion Payment as a result of a computational error made by Sony EMI. Sony EMI intends to correct the overpayment in future quarters by offset against future contingent portion payments to be made to the Trust in respect of such quarters.


 

 

 

 

Three

Months

Ended

March 31,

2025

          Per
Unit*
   

Twelve

Months

Ended

March 31,

2026

         

Per

Unit

   

Twelve

Months

Ended

March 31,

2025

         

Per

Unit

 

 

 

 
$ 923,302           $ 4,687,128           $ 3,804,220        
  362,433             1,652,373             1,383,974        
  300,055             1,126,011             1,156,042        
  55             425,201             97        

 

 

         

 

 

         

 

 

       
  662,543             3,203,585             2,540,113        

 

 

         

 

 

         

 

 

       
$ 260,759             1,483,543           $ 1,264,107        

 

 

         

 

 

         

 

 

       
  —          —        —          —        —          —   
  —          —        —          —        —          —   
$ 260,759       $ .9390     $ 1,483,543       $ 5.3420     $ 1,264,107       $ 4.5519  

 

 

     

 

 

   

 

 

     

 

 

   

 

 

     

 

 

 
$ 196,827         .7087     $ 799,407       $ 2.8785     $ 696,627       $ 2.5085  
  —          —      $ 500,000       $ 1.8004       —          —   
$ 63,932         .2302       —          —      $ 63,932       $ .2302  

 

 

     

 

 

   

 

 

     

 

 

   

 

 

     

 

 

 
  —          —      $ 1,184,136       $ 4.2639     $ 503,548       $ 1.8132  

 

 

     

 

 

   

 

 

     

 

 

   

 

 

     

 

 

 
      —          $ 4.2639         $ 1.8132  
   

 

 

       

 

 

       

 

 

 

FAQ

What Q4 2025 royalties did Mills Music Trust (MMTRS) receive?

Mills Music Trust received $241,647 in Q4 2025 contingent royalties. This equals $0.8701 per unit, compared with $260,759 or $0.9390 per unit for the fourth quarter of 2024, reflecting lower contingent royalty income for that quarter.

How much is Mills Music Trust (MMTRS) distributing for Q4 2025?

The Trust is distributing $345,305 for Q4 2025. After receiving $424,170 of payments and paying $78,865 of expenses, the remaining $345,305, equal to $1.2434 per unit, will go to unit holders of record as of March 24, 2026.

What is the Sony EMI overpayment mentioned by Mills Music Trust (MMTRS)?

Sony EMI informed the Trust that an $89,973 additional Q4 amount was overpaid. Sony EMI plans to correct this by offsetting the $89,973 against future contingent royalty payments owed to the Trust in subsequent quarters.

How did Mills Music Trust (MMTRS) full-year 2026 distributions compare to 2025?

Full-year distributions rose to $1,184,136 in 2026 from $503,548 in 2025. On a per-unit basis, payouts increased to $4.2639 for the twelve months ended March 31, 2026, versus $1.8132 for the prior twelve-month period.

What per-unit distribution will Mills Music Trust (MMTRS) pay for Q4 2025?

Unit holders will receive a Q4 2025 distribution of $1.2434 per unit. This amount reflects total payments of $1.5274 per unit to the Trust, less $0.2839 per unit in fees and administrative expenses for the period.

What other payments affected Mills Music Trust (MMTRS) Q4 2025 cash flows?

Q4 2025 cash flows included a Q3 true-up and an additional Q4 amount. The Trust received a $92,550 Q3 true-up payment ($0.3333 per unit) and an $89,973 additional Q4 amount ($0.3239 per unit), both from Sony EMI.

Filing Exhibits & Attachments

4 documents