UNITED ~~STATES~~ ~~SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549~~STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

~~PURSUANT~~Pursuant TOto ~~SECTION~~Section 13 ORor 15(Dd) ~~OF THE SECURITIES EXCHANGE ACT OF 1934~~of

~~Date~~the ofSecurities ~~Report~~Exchange ~~(Date~~Act of ~~earliest event reported): September 23, 2025~~1934

~~M3-BRIGADE~~Date ~~ACQUISITION~~of VReport ~~CORP.~~ (~~Exact~~Date ~~name~~ of ~~registrant~~earliest asevent ~~specified~~reported): February in17, ~~its charter)~~2026

Cayman Islands		001-42171		98-1781141
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

M3-Brigade Acquisition V Corp.

1700 Broadway, 19th Floor New York, New York		10019
(Address of principal executive offices)		(Zip Code)

(Exact name of registrant as specified in its charter)

~~(212)~~Cayman ~~202-2200~~Islands

(~~Registrant’s~~State ~~telephone~~or ~~number,~~other ~~including area~~jurisdiction ~~code~~of incorporation)

001-42171		98-1781141
(Commission File Number)		(IRS Employer Identification No.)

1700 Broadway, 19th Floor, New York, New York 10019

(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (212) 202-2200

Not Applicable

(Former name or former address, if changed since last report)

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:

☒ Written ~~communication~~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~~communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement ~~communications~~communication 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
Units, each consisting of one Class A ordinary share and one-half of one redeemable warrant	MBAVU	The Nasdaq Stock Market LLC
Class A ordinary share, par value $0.0001 per share	MBAV	The Nasdaq Stock Market LLC
Warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 per share	MBAVW	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405 ~~of this chapter~~) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §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 82.~~01.~~02 ~~Other~~Results ~~Events~~of Operations and Financial Condition.

AsOn ~~previously~~February ~~reported~~17, on ~~July 7~~2026, ~~2025,~~ M3-Brigade Acquisition V Corp., (the “Company”) disclosed in a ~~Cayman~~Registration ~~Islands~~Statement ~~exempted~~on ~~company~~Form (S-4 filed by the “Company~~”),~~ and ReserveOne, Holdings Inc., a Delaware corporation, ~~(“ReserveOne”)~~that the Company held cash and marketable securities in an aggregate amount of approximately $306.88 million in its trust account, ~~ReserveOne~~as ~~Holdings~~of December 31, ~~Inc~~2025. This unaudited, apreliminary ~~Delaware~~amount ~~corporation~~has been prepared by and ~~wholly-owned~~is ~~subsidiary~~the responsibility of ~~ReserveOne~~the ~~(“Pubco”)~~Company’s management, R1is ~~SPAC~~based ~~Merger~~upon ~~Sub,~~information ~~Inc.,~~available ato ~~Delaware~~management ~~corporation~~as ~~and~~of athe ~~wholly~~date of this Current Report on Form 8-~~owned~~K, and ~~subsidiary~~subject to completion of ~~Pubco~~customary ~~(“SPAC Merger~~year-end ~~Sub”),~~close procedures and R1financial ~~Company~~review ~~Merger~~that ~~Sub,~~could ~~Inc~~result in changes to the amount. Furthermore, this aamount ~~Delaware~~does ~~corporation~~not ~~and~~present aall ~~wholly-owned~~information ~~subsidiary~~necessary for an understanding of ~~Pubco~~the (“Company’s financial condition as of December ~~Merger~~31, ~~Sub”~~2025, ~~and~~or its results of operations as of such date. The Company’s independent registered public accounting firm has not audited, reviewed, ~~together~~compiled or performed any procedures with ~~the~~respect ~~SPAC~~to ~~Merger~~this ~~Sub,~~preliminary ~~the~~financial ~~“Merger~~result ~~Subs”)~~and, ~~entered~~accordingly, ~~into~~does anot ~~business~~express ~~combination~~an ~~agreement~~opinion (or any other form of assurance with respect thereto. The Company’s actual results for the ~~“Business~~year ~~Combination~~ended ~~Agreement”)~~December 31, 2025, will be included in its Annual Report on Form 10-K and may differ materially from the above estimate.

~~The~~Additional ~~business~~Information ~~combination of the Company, ReserveOne, Pubco~~ and ~~the~~Where ~~Merger Subs, as applicable, will be effected pursuant~~ to ~~the~~Find Business Combination Agreement, and subject to the terms and conditions contained therein. The transactions contemplated by the Business Combination Agreement are hereinafter referred to collectively as the “Business Combination.”It

OnIn ~~September~~connection 23with the proposed business combination among the Company, ~~2025~~ReserveOne, ~~Pubco~~ ~~and~~Inc. (“ReserveOne”), ~~issued~~ReserveOne aHoldings, ~~joint~~Inc. ~~press~~(“Pubco”) and ~~release~~certain other parties (the “~~Press Release~~Business Combination”), ~~announcing~~Pubco ~~the~~and ~~confidential~~ReserveOne ~~submission~~have byfiled ~~Pubco of~~with athe ~~draft~~Securities ~~Registration~~and ~~Statement~~Exchange Commission (“SEC”) a registration statement on Form S-4 (as tomay ~~the~~be ~~Securities~~amended ~~and~~or ~~Exchange~~supplemented ~~Commission~~from (time to time, the “~~SEC~~Registration Statement”), which includes a preliminary proxy statement of the Company and a prospectus in connection with the Business Combination as well as other relevant documents concerning the Business Combination. AINVESTORS ~~copy~~AND ofSHAREHOLDERS OF THE COMPANY ARE ADVISED TO READ, WHEN AVAILABLE, THE PRELIMINARY PROXY STATEMENT, ANY AMENDMENTS THERETO, THE DEFINITIVE PROXY STATEMENT, THE PROSPECTUS AND ALL OTHER RELEVANT DOCUMENTS FILED OR THAT WILL BE FILED WITH THE SEC IN CONNECTION WITH THE BUSINESS COMBINATION AS THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. HOWEVER, THIS DOCUMENT WILL NOT CONTAIN ALL THE INFORMATION THAT SHOULD BE CONSIDERED CONCERNING THE BUSINESS COMBINATION. IT IS ALSO NOT INTENDED TO FORM THE BASIS OF ANY INVESTMENT DECISION OR ANY OTHER DECISION IN RESPECT OF THE BUSINESS COMBINATION. When available, the ~~Press~~definitive ~~Release~~proxy isstatement ~~filed~~and ~~herewith~~other relevant documents will be mailed to the shareholders of the Company as ~~Exhibit~~of 99a record date to be established for voting on the Business Combination.1 Shareholders and ~~incorporated~~other ~~herein~~interested persons will also be able to obtain free copies of the preliminary proxy statement, the definitive proxy statement, the Registration Statement and other documents filed by the Company with the SEC containing information about the Company, Pubco and/or ReserveOne that will be incorporated by reference therein, without charge at the SEC’s website at www.sec.gov. The Company’s shareholders will also be able to obtain a copy of such documents, without charge, from the Company by directing a written request to: M3-Brigade Acquisition V Corp., 1700 Broadway, 19th Floor, New York, New York 10019, or from ReserveOne by directing a request to info@reserveone.com.

~~Additional~~Participants ~~Information~~in ~~and~~the ~~Where to Find It~~Solicitation

InEach ~~connection~~of ~~with~~ the ~~Business Combination~~Company, ~~Pubco~~ReserveOne, ~~intends~~Pubco toand ~~file~~their arespective ~~registration~~directors, ~~statement~~executive onofficers ~~Form S-4 (as~~and ~~may~~certain beother ~~amended~~members orof ~~supplemented~~management ~~from~~and ~~time~~employees tomay ~~time,~~be ~~the~~deemed ~~“Registration~~under SEC ~~Statement”)~~rules ~~with~~to ~~the~~be ~~SEC,~~participants ~~which~~in ~~will~~the ~~include~~solicitation aof ~~preliminary~~proxies ~~proxy~~from ~~statement~~the ~~and~~Company’s ashareholders ~~prospectus~~ in connection with the Business Combination. Information ~~INVESTORS~~regarding ~~AND~~the ~~SHAREHOLDERS~~persons OFwho ~~THE~~may ~~COMPANY~~be ~~ARE~~considered ~~ADVISED~~participants TOin ~~READ,~~the ~~WHEN~~solicitation ~~AVAILABLE,~~of ~~THE~~proxies ~~PRELIMINARY~~in ~~PROXY~~connection ~~STATEMENT,~~with ~~ANY~~the ~~AMENDMENTS THERETO~~Business Combination, including ~~THE~~a ~~DEFINITIVE~~description ~~PROXY~~of ~~STATEMENT,~~their ~~THE~~direct ~~PROSPECTUS~~or ~~AND~~indirect ~~ALL~~interests, ~~OTHER~~by ~~RELEVANT~~security ~~DOCUMENTS~~holdings ~~FILED~~or ORotherwise, ~~THAT~~is ~~WILL~~set BEforth ~~FILED~~in ~~WITH~~the ~~THE~~proxy ~~SEC IN CONNECTION~~statement/prospectus ~~WITH~~and ~~THE~~other ~~BUSINESS~~relevant ~~COMBINATION~~materials ASfiled ~~THEY~~or ~~BECOME~~that ~~AVAILABLE~~will ~~BECAUSE~~be ~~THEY~~filed ~~WILL~~with ~~CONTAIN~~the ~~IMPORTANT INFORMATION~~SEC. ~~HOWEVER,~~Information ~~THIS~~regarding ~~DOCUMENT~~the ~~WILL~~directors ~~NOT CONTAIN~~and ~~ALL~~executive ~~THE~~officers ~~INFORMATION~~of ~~THAT SHOULD BE CONSIDERED CONCERNING THE BUSINESS COMBINATION. IT IS ALSO NOT INTENDED TO FORM THE BASIS OF~~the ~~ANY~~Company ~~INVESTMENT~~is ~~DECISION~~set ORforth ~~ANY~~in ~~OTHER~~(i) ~~DECISION~~Part INIII, ~~RESPECT~~Item ~~OF THE BUSINESS COMBINATION~~10. ~~When available~~Directors, ~~the~~Executive ~~definitive~~Officers ~~proxy statement~~ and ~~other~~ ~~relevant~~Corporate ~~documents~~Governance ~~will be mailed to the shareholders~~ of the Company’s asAnnual ofReport aon ~~record~~Form ~~date~~10-K toand be(ii) ~~established for voting on~~ the ~~Business Combination.~~Company’s ~~Shareholders~~Current ~~and~~Reports ~~other~~on ~~interested~~Form ~~persons~~8-K ~~will~~filed ~~also~~with bethe ~~able~~SEC. toInformation ~~obtain~~regarding ~~copies of~~ the ~~preliminary~~identity ~~proxy~~of ~~statement,~~all ~~the definitive~~potential ~~proxy statement~~participants, ~~the~~and ~~Registration~~their ~~Statement~~direct and ~~other~~indirect ~~documents~~interests, ~~filed~~ by ~~the~~security ~~Company~~holdings ~~with~~or ~~the~~otherwise, ~~SEC that~~ will be ~~incorporated~~set byforth ~~reference therein,~~in ~~without~~the ~~charge,~~proxy ~~once~~statement/prospectus and ~~available,~~other atrelevant ~~the~~materials ~~SEC’s~~filed ~~website~~with atthe ~~www~~SEC.~~sec.gov.~~ ~~The~~These ~~Company’s shareholders~~documents ~~will~~can ~~also~~ be ~~able~~obtained tofree ~~obtain a copy~~ of ~~such documents, without~~ charge, byfrom ~~directing~~the asources ~~written~~indicated ~~request to: M-3 Brigade Acquisition V Corp~~above.~~, 1700 Broadway, 19th Floor, New York, New York 10019.~~

~~Participants~~No inOffer ~~the~~or Solicitation

~~Each of~~This ~~the~~communication ~~Company,~~is ~~ReserveOne,~~for ~~Pubco~~informational purposes only and ~~their~~is ~~respective~~not ~~directors~~intended to and ~~executive~~does ~~officers~~not ~~may~~constitute bean ~~deemed~~offer ~~under~~to ~~SEC~~subscribe ~~rules~~for, tobuy beor ~~participants in~~sell, the solicitation of ~~proxies~~an ~~from~~offer ~~the~~to ~~Company’s~~subscribe for, ~~shareholders~~buy inor ~~connection~~sell ~~with~~or ~~the~~an ~~Business Combination.~~invitation ~~Information~~to ~~regarding~~subscribe ~~the~~for, ~~persons~~buy ~~who~~or ~~may~~sell beany ~~considered~~securities ~~participants~~or in the solicitation of ~~proxies~~any invote ~~connection with~~or ~~the~~approval ~~Business~~in ~~Combination,~~any ~~including~~jurisdiction pursuant ato ~~description of their direct~~ or ~~indirect~~in ~~interests,~~connection bywith ~~security~~the ~~holdings~~Business Combination or otherwise, nor will be ~~set~~there ~~forth~~be inany ~~the~~sale, ~~proxy~~issuance ~~statement/prospectus~~or ~~and~~transfer ~~other~~of ~~relevant~~securities in ~~materials~~any ~~when~~jurisdiction ~~they~~in ~~are~~contravention ~~filed~~of ~~with~~applicable ~~the SEC~~law. ~~Information~~No ~~regarding~~offer ~~the directors and executive officers~~ of ~~the~~securities ~~Company~~will isbe ~~set~~made ~~forth~~except inby ~~(i)~~means ~~Part~~of ~~III,~~a ~~Item~~prospectus ~~10.~~meeting ~~Directors, Executive Officers and Corporate Governance~~the requirements of ~~the~~Section ~~Company’s Annual Report on Form~~ 10-K ~~and~~of ~~(ii)~~ the ~~Company’s~~Securities ~~Current~~Act ~~Reports~~of ~~on Form 8-K filed with the SEC on May 27~~1933, ~~2025,~~as ~~and~~amended ~~June 18, 2025. Information regarding~~ (the ~~identity~~“Securities ofAct”) ~~all potential participants,~~ and ~~their direct and indirect interests, by security holdings or~~ otherwise~~, will~~ ~~be set forth~~ in ~~the~~accordance ~~proxy statement/prospectus and other relevant materials filed~~ with ~~the SEC. These documents can be obtained~~ ~~free~~applicable ~~of charge from the sources indicated above~~law.

~~No Offer or Solicitation~~1

~~This~~Cautionary ~~communication~~Statement isRegarding ~~for~~Forward-Looking informational purposes only and is not intended to and does not constitute an offer to subscribe for, buy or sell, the solicitation of an offer to subscribe for, buy or sell or an invitation to subscribe for, buy or sell any securities or the solicitation of any vote or approval in any jurisdiction pursuant to or in connection with the Business Combination or otherwise, nor will there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. No offer of securities will be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act and otherwise in accordance with applicable law.Statements

1Certain statements herein and the documents incorporated herein by reference may constitute “forward-looking statements”, which statements involve inherent risks and uncertainties.

Examples of forward-looking statements include, but are not limited to, statements with respect to the Business Combination. Such statements include expectations, hopes, beliefs, intentions, plans, prospects, financial results of strategies regarding the Company, ReserveOne, Pubco, the Business Combination and statements regarding the anticipated benefits and timing of the completion of the Business Combination, the price and volatility of cryptocurrencies, the growing prominence of cryptocurrencies, the macro and political conditions surrounding cryptocurrencies, plans and use of proceeds, objectives of management for future operations of the Company, ReserveOne and Pubco, expected operating costs of Pubco, the Company, ReserveOne and their respective subsidiaries, the upside potential and opportunity for investors, the Company’s plan for value creation and strategic advantages, market site and growth opportunities, regulatory conditions, competitive position and the interest of other corporations in similar business strategies, technological and market trends, future financial condition and performance and expected financial impacts of the Business Combination, the satisfaction of closing conditions to the Business Combination and the level of redemptions of the Company’s public shareholders, and ReserveOne’s and Pubco’s expectations, intentions, strategies, assumptions or beliefs about future events, results at operations or performance or that do not solely relate to historical or current facts. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “potential,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. Forward-~~Looking~~looking ~~Statements~~statements are based on assumptions as of the time they are made and are subject to risks, uncertainties and other factors that are difficult to predict with regard to timing, extent, likelihood and degree of occurrence, which could cause actual results to differ materially from anticipated results expressed or implied by such forward-looking statements. Such risks, uncertainties and assumptions, include, but are not limited to: (i) the risk that the Business Combination may not be completed in a timely manner or at all; (ii) the risk related to ReserveOne’s lack of operating history as an early-stage company; (iii) risks related to ReserveOne’s anticipated business plan and strategy that ReserveOne expects to implement upon consummation of the Business Combination, including the risk that ReserveOne’s business strategy may change significantly in the future, including moving away from its currently intended focus on crypto-related activities; (iv) the failure by the parties to satisfy the conditions to the consummation of the Business Combination, including the approval of the Company’s shareholders; (v) the failure to realize the anticipated benefits of the Business Combination; (vi) the limitations on ReserveOne’s investments in certain tokens and allocations to yield generation and venture activities under securities laws; (vii) the outcome of any potential legal proceedings that may be instituted against Pubco, ReserveOne, the Company or others following announcement of the Business Combination; (viii) the level of redemptions of the Company’s public shareholders which may reduce the public float of, reduce the liquidity of the trading market of, and/or maintain the quotation, listing, or trading of the Company’s class A ordinary shares or the Pubco’s class A common stock; (iv) the failure of Pubco to obtain or maintain the listing of its securities on any stock exchange on which the Pubco’s class A common stock will be listed after closing of the Business Combination; (x) costs related to the Business Combination and as a result of Pubco becoming a public company; (xi) changes in business, market, financial, political and regulatory conditions; (xii) risks relating to ReserveOne’s anticipated operations and business, including the highly volatile nature of the price of cryptocurrencies; risks related to increased competition in the industries in which ReserveOne will operate; (xiii) risks relating to significant legal, commercial, regulatory and technical uncertainty regarding cryptocurrencies; risks related to the treatment of cryptocurrency and other digital assets for U.S. and federal, state, local and non-U.S. tax purposes; (xiv) risks that after consummation of the Business Combination, ReserveOne experiences difficulties managing its growth and expanding operations; (xv) challenges in implementing the business plan, due to lack of an operating history, operational challenges, significant competition and regulation; (xvi) being considered to be a “shell company” by any stock exchange or by the SEC; and (xvii) those risk factors discussed in documents of the Company or Pubco filed, or to be filed, with the SEC.

~~Certain~~The ~~statements~~foregoing ~~herein~~list of risk factors is not exhaustive. You should carefully consider the foregoing factors and the ~~documents~~other ~~incorporated herein~~risks byand ~~reference~~uncertainties ~~may~~described ~~constitute~~in the “~~forward-looking~~Risk ~~statements~~Factors” ~~within~~section in the ~~meaning~~Company’s final prospectus dated as of ~~the~~July ~~Private~~31, ~~Securities~~2024 ~~Litigation~~and ~~Reform~~filed by the Company with the ~~Act~~SEC ofon ~~1995~~August 2, ~~Section~~2024, ~~27A~~our ofQuarterly ~~the~~Reports ~~Securities~~on ~~Act~~Form 10-Q, and ~~Rule~~our ~~175~~Annual ~~promulgated~~Report ~~thereunder~~on Form 10-K and the proxy statement/prospectus that will be filed by the Company and Pubco, and ~~Section~~other ~~21E~~documents offiled or to be filed by the ~~Securities~~Company ~~Exchange~~and ~~Act~~Pubco offrom time to time with the SEC, ~~1934~~including Pubco’s Form S-4 filed with the SEC on December 5, 2025, as may be amended, ~~and~~or ~~Rule~~supplemented ~~3b-6~~from ~~promulgated~~time ~~thereunder,~~to ~~which~~time. ~~statements~~These ~~involve~~filings ~~inherent~~do or will identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. There may be additional risks that neither the Company, ReserveOne or Pubco presently know or currently believe are immaterial that could also cause actual results to differ from those contained in the forward-looking statements.

~~Examples of forward~~Forward-looking statements ~~include,~~ ~~but~~speak ~~are~~only ~~not~~as ~~limited to, statements with respect to the Business Combination. Such statements include expectations, hopes, beliefs, intentions, plans, prospects, financial results~~ of ~~strategies regarding~~ the ~~Company,~~date ~~ReserveOne,~~they ~~PubCo,~~are ~~the~~made. ~~Business~~Readers ~~Combination~~are ~~and~~cautioned ~~statements~~not ~~regarding the~~to ~~anticipated~~put ~~benefits~~undue ~~and~~reliance ~~timing~~on offorward-looking ~~the completion of the Business Combination~~statements, ~~the price~~ and ~~volatility~~except ~~of cryptocurrencies, the growing~~as ~~prominence~~otherwise ofrequired ~~cryptocurrencies,~~by ~~the~~applicable ~~macro and political conditions surrounding cryptocurrencies~~law, ~~plans~~none ~~and use~~ of ~~proceeds, objectives of management for future operations of~~ the ~~Company,~~parties ~~ReserveOne~~or ~~and~~any ~~PubCo, expected operating costs~~ of ~~PubCo, the Company, ReserveOne and~~ their ~~respective~~representatives ~~subsidiaries,~~assumes ~~the~~any ~~upside~~obligation ~~potential~~ and ~~opportunity~~does ~~for~~not ~~investors,~~intend the Company’s plan for value creation and strategic advantages, market site and growth opportunities, regulatory conditions, competitive position and the interest of other corporations in similar business strategies, technological and market trends, future financial condition and performance and expected financial impacts of the Business Combination, the satisfaction of closing conditions to ~~the Business Combination and the level of redemptions of the Company’s~~ ~~public~~update ~~shareholders, and ReserveOne’s and PubCo’s expectations, intentions, strategies, assumptions~~ or ~~beliefs~~revise ~~about~~these ~~future events, results at operations or performance or that do not solely relate to historical or current facts. These~~ forward-looking statements ~~generally are identified by the words “believe~~,” ~~“project,”~~whether ~~“expect,”~~as ~~“anticipate,”~~a “estimate,” “intend,” “strategy,” “future,” “opportunity,” “potential,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” ~~and similar expressions. Forward-looking statements are based on assumptions as~~ of ~~the~~new ~~time they are made and are subject to risks~~information, ~~uncertainties~~future ~~and other factors that are difficult to predict with regard to timing~~events, ~~extent, likelihood and degree of occurrence, which could cause actual results to differ materially from anticipated results expressed~~ or ~~implied by such forward-looking statements~~otherwise. ~~Such~~None risks, uncertainties and assumptions, include, but are not limited to: (i) the risk that the Business Combination may not be completed in a timely manner or at all; (ii) the risk related to ReserveOne’s lack of ~~operating history as an early-stage company; (iii)~~ the ~~failure by the~~ parties ~~to satisfy the conditions to the consummation of the Business Combination, including~~ ~~the~~or ~~approval~~any of ~~the~~their ~~Company’s~~representatives ~~shareholders;~~gives ~~(iv) the failure to realize the anticipated benefits of the Business Combination; (v) the outcome of~~ any ~~potential~~assurance ~~legal proceedings~~ that ~~may~~any ~~be instituted against PubCo, ReserveOne, the Company or others following announcement~~ of the ~~Business Combination; (vi) the level of redemptions of the~~ Company~~’s public shareholders which may reduce the public float of~~, ~~reduce~~ReserveOne ~~the liquidity of the trading market of, and/~~or ~~maintain the quotation, listing, or trading of the Company Class A Ordinary Shares or the~~ Pubco ~~Class~~will Aachieve ~~Common Shares; (vii) the failure of PubCo to obtain or maintain the listing of~~ its ~~securities~~expectations. onThe ~~any stock~~inclusion ~~exchange on which the Pubco Class A Common Shares will be listed after closing~~ of ~~the~~any ~~Business~~statement ~~Combination; (viii) costs related to the Business Combination and as a result of PubCo becoming a public company; (ix) changes~~ in ~~business,~~this ~~market,~~Report ~~financial,~~does ~~political~~not ~~and~~constitute ~~regulatory conditions;~~an ~~(x)~~admission ~~risks~~by ~~relating to~~ ReserveOne~~’s anticipated operations and business~~, including the highly volatile nature of the price of cryptocurrencies; risks related to increased competition in the industries in which ReserveOne will operate; (xi) risks relating to significant legalPubco, ~~commercial, regulatory and technical uncertainty regarding cryptocurrencies; risks related to~~ the ~~treatment~~Company ofor ~~cryptocurrency and~~any other ~~digital~~person ~~assets for U.S. and federal, state, local and non-U.S. tax purposes; (xii) risks~~ that ~~after consummation of~~ the ~~Business~~events Combination, ReserveOne experiences difficulties managing its growth and expanding operations; (xiii) challenges in implementing the business plan, due to lack of an operating history, operational challenges, significant competition and regulation; (xiv) being considered to be a “shell company” by any stock exchange or bycircumstances ~~the~~described ~~SEC; and (xv) those risk factors discussed~~ in ~~documents~~such ofstatement ~~the~~are ~~Company or Pubco filed, or to be filed, with the SEC~~material.

The foregoing list of risk factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors” section in the Company’s final prospectus dated as of July 31, 2024 and filed by the Company with the SEC on August 2, 2024, our Quarterly Reports on Form 10-Q, and our Annual Report on Form 10-K and the proxy statement/prospectus that will be filed by the Company and Pubco and, and other documents filed or to be filed by the Company and Pubco from time to time with the SEC. These filings do or will identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. There may be additional risks that neither the Company, ReserveOne or PubCo presently know or currently believe are immaterial that could also cause actual results to differ from those contained in the forward-looking statements.

Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and none of the Parties or any of their representatives assumes any obligation and does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. None of the Parties or any of their representatives gives any assurance that any of the Company, ReserveOne or PubCo will achieve its expectations.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits:

Exhibit No.		Description
99.1		Press Release issued September 23, 2025
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

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

Date: September 23, 2025

	M3-Brigade Acquisition V Corp.

Date: February 17, 2026	By:	/s/ Robert Rivas Collins
		Name:	Robert Rivas Collins
		Title:	Chief Executive Officer

	M3-BRIGADE ACQUISITION V CORP.
	By:	/s/ Robert Rivas Collins
	Name:	Robert Rivas Collin
	Title:	Chief Executive Officer

Filing Compare · M3-Brigade Acquisition V Corp.