Please wait

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0104 Estimated average burden hours per response: 0.5

1. Name and Address of Reporting Person* CANTOR FITZGERALD & CO. (Last) (First) (Middle) 110 EAST 59TH STREET (Street) NEW YORK NY 10022 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 12/12/2025	3. Issuer Name and Ticker or Trading Symbol M3-Brigade Acquisition V Corp. [ MBAV ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Ordinary Shares	7,779,865	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* CANTOR FITZGERALD & CO. (Last) (First) (Middle) 110 EAST 59TH STREET (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* CANTOR FITZGERALD, L. P. (Last) (First) (Middle) 110 EAST 59TH STREET (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* CANTOR FITZGERALD SECURITIES (Last) (First) (Middle) 110 EAST 59TH STREET (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* CF GROUP MANAGEMENT INC (Last) (First) (Middle) 110 EAST 59TH STREET (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Lutnick Brandon (Last) (First) (Middle) 110 EAST 59TH STREET (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

Remarks:

(1) Cantor Fitzgerald & Co. ("CF&Co.") directly owns 7,779,865 Class A ordinary shares of the Issuer. Cantor Fitzgerald Securities ("CFS") owns the majority of theequity interests of CF&Co. and may be deemed to beneficially own the Class A ordinary shares directly owned by CF&Co. Cantor Fitzgerald, L.P. ("Cantor"), asthe indirect holder of a majority of the equity interests of CF&Co. and CFS, CF Group Management, Inc. ("CFGM"), as the managing general partner of Cantor,and Brandon G. Lutnick, as the Chairman and Chief Executive Officer of Cantor and CFGM and also the trustee with decision making control of trusts thathold all of the voting shares of CFGM, may be deemed to beneficially own all Class A ordinary shares directly owned by CF&Co. (2) CFLP, CFGM, CFS and Mr. Lutnick each disclaim beneficial ownership of all securities held by CF&Co. in excess of their respective pecuniary interest, if any, and this report shall not be deemed an admission that any of them were the beneficial owners of, or had pecuniary interest in, any such excess securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

	/s/ Pascal Bandelier, as Co-Chief Executive Officer of Cantor Fitzgerald & Co.	12/19/2025
	/s/ Brandon Lutnick, as Chief Executive Officer of Cantor Fitzgerald, L.P.	12/19/2025
	/s/ Pascal Bandelier, as Co-Chief Executive Officer of Cantor Fitzgerald Securities	12/19/2025
	/s/ Brandon Lutnick, as Chief Executive Officer of CF Group Management, Inc.	12/19/2025
	/s/ Brandon Lutnick	12/19/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.