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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2025

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from____________________________ to _________________________________

Commission File Number: 001-37726

MBC FUNDING II CORP.

(Exact name of registrant as specified in its charter)

New York		81-0758358
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

60 Cutter Mill Road, Great Neck, New York 11021

(Address of principal executive offices)

(516) 444-3400

(Registrant’s telephone number, including area code)

(Former name, former address and former fiscal year, if changed since last report)

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

Title of each class

Trading

Symbol(s)

Name of each exchange on which registered

6% Senior Secured Notes, due April 22, 2026

LOAN/26

NYSE American LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒ Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☒ No

As of October 24, 2025, the Issuer had a total of 100 shares of Common Stock, $.001 par value per share, outstanding.

MBC FUNDING II CORP.

TABLE OF CONTENTS

		Page Number
Part I	FINANCIAL INFORMATION

Item 1.	Condensed Financial Statements (unaudited)	3

	Balance Sheets as of September 30, 2025 and December 31, 2024 (Audited)	3

	Statements of Operations for the Three and Nine Months Ended September 30, 2025 and 2024	4

	Statements of Changes in Stockholder’s Equity for the Three and Nine Months Ended September 30, 2025 and 2024	5

	Statements of Cash Flows for the Nine Months Ended September 30, 2025 and 2024	6

	Notes to Condensed Financial Statements	7

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	10

Item 3.	Quantitative and Qualitative Disclosures about Market Risk	11

Item 4.	Controls and Procedures	11

Part II	OTHER INFORMATION

Item 6.	Exhibits	12

SIGNATURES		13

EXHIBITS

Forward Looking Statements

This report contains forward-looking statements within the meaning of section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Forward-looking statements are typically identified by the words “believe,” “expect,” “intend,” “estimate” and similar expressions. Those statements appear in a number of places in this report and include statements regarding our intent, belief or current expectations or those of our directors or officers with respect to, among other things, trends affecting our financial condition and results of operations and our business and growth strategies. These forward-looking statements are not guarantees of future performance and involve risks and uncertainties. Actual results may differ materially from those projected, expressed or implied in the forward-looking statements as a result of various factors (such factors are referred to herein as “Cautionary Statements”), including but not limited to that we may be unsuccessful in our efforts to redeem our Notes (as defined below), and the risk factors discussed in more detail in the section entitled “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, as may be supplemented or amended from time to time, and in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part I, Item 2 in this report. The accompanying information contained in this report, including the information set forth under “Management’s Discussion and Analysis of Financial Condition and Results of Operations”, identifies important factors that could cause such differences. These forward-looking statements speak only as of the date of this report, and we caution potential investors not to place undue reliance on such statements. We undertake no obligation to update or revise any forward-looking statements. All subsequent written or oral forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the Cautionary Statements.

The terms “we”, “our”, “us”, or any derivative thereof, as used herein refer to MBC Funding II Corp., a New York corporation, and its predecessors.

PART I. FINANCIAL INFORMATION

Item 1. CONDENSED FINANCIAL STATEMENTS

MBC FUNDING II CORP.

BALANCE SHEETS

	September 30, 2025		December 31, 2024
	(unaudited)		(audited)
Assets
Loans receivable	$	8,034,000	$	8,774,250
Cash		62,575		50,393
Interest receivable on loans		68,676		80,965
Due from parent company		1,911,276		820,612
Prepaid expenses		27,337		—
Total assets	$	10,103,864	$	9,726,220

Liabilities and Stockholder’s Equity
Liabilities:
Senior secured notes (net of deferred financing costs of $40,672 and $96,985, respectively)	$	5,959,328	$	5,903,015
Accrued interest payable		15,000		15,000
Total liabilities		5,974,328		5,918,015

Stockholder’s equity:
Common shares - $.001 par value; 100 authorized, issued and outstanding		—		—
Additional paid-in capital		100		100
Retained earnings		4,129,436		3,808,105
Total stockholder’s equity		4,129,536		3,808,205
Total liabilities and stockholder’s equity	$	10,103,864	$	9,726,220

The accompanying notes are an integral part of these condensed financial statements.

MBC FUNDING II CORP.

STATEMENTS OF OPERATIONS

(unaudited)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025			2024
Revenue:
Interest income from loans	$	230,312	$	228,985	$	674,875		$	693,385
Total revenue		230,312		228,985		674,875			693,385

Operating costs and expenses:
Interest and amortization of deferred financing costs		108,771		108,771		326,314			326,314
General and administrative expenses		8,871		3,862		26,580			12,046
Total operating costs and expenses		117,642		112,633		352,894			338,360
Income before income tax expense		112,670		116,352		321,981			355,025
Income tax expense		—		—		(650	)		(650	)
Net income	$	112,670	$	116,352	$	321,331		$	354,375

The accompanying notes are an integral part of these condensed financial statements.

MBC FUNDING II CORP.

STATEMENTS OF CHANGES IN STOCKHOLDER’S EQUITY

(unaudited)

FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2025


	Common Stock				Additional Paid in		Retained
	Shares		Amount		Capital		Earnings		Totals

Balance, July 1, 2025		100	$	—	$	100	$	4,016,766	$	4,016,866
Net income for the period		-		-		-		112,670		112,670
Balance, September 30, 2025		100	$	—	$	100	$	4,129,436	$	4,129,536

FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2024

	Common Stock				Additional Paid in		Retained
	Shares		Amount		Capital		Earnings		Totals

Balance, July 1, 2024		100	$	—	$	100	$	3,563,458	$	3,563,558
Net income for the period		-		-		-		116,352		116,352
Balance, September 30, 2024		100	$	—	$	100	$	3,679,810	$	3,679,910

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2025

	Common Stock				Additional Paid in		Retained
	Shares		Amount		Capital		Earnings		Totals

Balance, January 1, 2025		100	$	—	$	100	$	3,808,105	$	3,808,205
Net income for the period		-		-		-		321,331		321,331
Balance, September 30, 2025		100	$	—	$	100	$	4,129,436	$	4,129,536

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024

	Common Stock				Additional Paid in		Retained
	Shares		Amount		Capital		Earnings		Totals

Balance, January 1, 2024		100	$	—	$	100	$	3,325,435	$	3,325,535
Balance		100	$	—	$	100	$	3,325,435	$	3,325,535
Net income for the period		-		-		-		354,375		354,375
Balance, September 30, 2024		100	$	—	$	100	$	3,679,810	$	3,679,910
Balance		100	$	—	$	100	$	3,679,810	$	3,679,910

The accompanying notes are an integral part of these condensed financial statements.

MBC FUNDING II CORP.

STATEMENTS OF CASH FLOWS

(unaudited)


	Nine Months Ended September 30,
	2025			2024
Cash flows from operating activities:
Net income	$	321,331		$	354,375
Adjustments to reconcile net income to net cash provided by operating activities
Amortization of deferred financing costs		56,313			56,313
Changes in operating assets:
Interest receivable on loans		12,289			(3,029	)
Prepaid expenses		(27,337	)		(1,250	)
Net cash provided by operating activities		362,596			406,409

Cash flows from financing activities:
Advances to parent company, net		(350,414	)		(398,743	)
Net cash used in financing activities		(350,414	)		(398,743	)

Net increase in cash		12,182			7,666
Cash, beginning of period		50,393			39,969
Cash, end of period	$	62,575		$	47,635

Supplemental Disclosure of Cash Flow Information:
Cash paid during the period for taxes	$	650		$	650
Cash paid during the period for interest	$	270,000		$	270,000

Supplemental Schedule of Noncash Financing and Investing Activities:
Assignments of loans from parent	$	4,256,000		$	4,165,000
Assigned loans repaid to parent by borrowers	$	4,996,250		$	3,965,900

The accompanying notes are an integral part of these condensed financial statements.

MBC FUNDING II CORP.
NOTES TO CONDENSED FINANCIAL STATEMENTS
For the Three and Nine Months Ended September 30, 2025

(unaudited)

1. DESCRIPTION OF THE COMPANY

The accompanying unaudited condensed financial statements have been prepared by MBC Funding II Corp. (the “Company”), a New York corporation, formed in December 2015 as a wholly-owned subsidiary of Manhattan Bridge Capital, Inc., a New York corporation (“MBC”), in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and with instructions to Form 10-Q. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete annual financial statements. However, in the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. The accompanying unaudited condensed financial statements should be read in conjunction with the Company’s annual audited financial statements for the year ended December 31, 2024 and the notes thereto included in the Company’s Annual Report on Form 10-K. Results of operations for the interim period are not necessarily indicative of the operating results to be attained in the entire fiscal year.

Summary of Significant Accounting Policies

The preparation of condensed financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. Actual amounts could differ from those estimates.

Interest income from mortgage loans held by the Company is recognized, as earned, over the loan period. Costs incurred in connection with the issuance of the senior secured notes are being amortized over ten years, using the straight-line method, as the difference between use of the effective interest method is not material.

The Company was formed in December 2015 by MBC specifically for the purpose of conducting an initial public offering (“IPO”) of certain notes. On April 25, 2016, the Company completed the IPO of its 6% senior secured notes due April 22, 2026 (the “Notes”). Prior to the consummation of the IPO, the Company did not have any material operations. As of April 2016, the Company collects payments of interest on the mortgages it holds and uses those funds to make the required interest payments to the holders of the Notes (the “Noteholders”) and certain operating expenses.

2. RECENTLY ISSUED TECHNICAL ACCOUNTING PRONOUNCEMENTS

Management does not believe that any recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the Company’s condensed financial statements.

3. SENIOR SECURED NOTES

The Notes are 6% senior secured notes, due April 22, 2026, and have a principal amount of $1,000 each. On April 25, 2016, the Company issued Notes in the IPO in the aggregate principal amount of $6,000,000 under the Indenture, dated April 25, 2016, among the Company, as Issuer, MBC, as Guarantor, and ClearTrust LLC (as successor by merger to Worldwide Stock Transfer, LLC), as Indenture Trustee (the “Indenture”). The Notes are listed on the NYSE American and trade under the symbol “LOAN/26”. Interest accrues on the Notes commencing on May 16, 2016. The accrued interest is payable monthly in cash, in arrears, on the 15^th day of each calendar month commencing June 2016.

Under the terms of the Indenture, the aggregate outstanding principal balance of the mortgage loans held by the Company, together with the Company’s cash on hand, must always equal at least 120% of the aggregate outstanding principal amount of the Notes at all times. To the extent the aggregate principal amount of the mortgage loans owned by the Company plus the Company’s cash on hand is less than 120% of the aggregate outstanding principal balance of the Notes, the Company is required to repay, on a monthly basis, the principal amount of the Notes equal to the amount necessary such that, after giving effect to such repayment, the aggregate principal amount of all mortgage loans owned by the Company plus, the Company’s cash on hand at such time is equal to or greater than 120% of the outstanding principal amount of the Notes. For this purpose, each mortgage loan is deemed to have a value equal to its outstanding principal balance, unless the borrower is in default of its obligations.

The Company may redeem the Notes, in whole or in part, at any time after April 22, 2019 upon at least 10 days’ and not more than 20 days’ prior written notice to the Noteholders. The redemption price will be equal to the outstanding principal amount of the Notes redeemed plus the accrued but unpaid interest thereon up to, but not including, the date of redemption, without penalty or premium. No Notes were redeemed by the Company as of September 30, 2025; however, the Company plans to redeem the Notes prior to their maturity with proceeds from a replacement or MBC’s existing credit facility.

Each Noteholder had the right to cause the Company to redeem his, her or its Notes on April 22, 2021 by notifying the Company in writing, no earlier than November 22, 2020 and no later than January 22, 2021. No Noteholder exercised such right during the required time frame and as such the Notes are no longer redeemable by the Noteholders.

The Company is obligated to offer to redeem the Notes if there occurs a “change of control” with respect to the Company or MBC or if the Company or MBC sell any assets unless, in the case of an asset sale, the proceeds are reinvested in the business of the seller. The redemption price in connection with a “change of control” will be 101% of the principal amount of the Notes redeemed plus accrued but unpaid interest thereon up to, but not including, the date of redemption. The redemption price in connection with an asset sale will be the outstanding principal amount of the Notes redeemed plus accrued but unpaid interest thereon up to, but not including, the date of redemption.

The Company’s principal executive officers consist of Assaf Ran, who serves as its Chief Executive Officer and President, and Vanessa Kao, who serves as its Chief Financial Officer. Each of Mr. Ran and Ms. Kao serve in similar functions with the Company’s parent, MBC and, as of September 30, 2025, own an aggregate of $704,000 and $288,000 of the Notes, respectively.

4. COMMERCIAL LOANS

The Company purchased from MBC a pool of mortgage loans, originated and funded by MBC, each of which is secured by first priority liens on real property, free and clear of all liens and other security interests (see Note 3). To the extent any of the mortgages are satisfied in full, such mortgages will be replaced with one or more mortgages with similar aggregate principal amount. At September 30, 2025, the pool of mortgage loans was comprised of 12 loans with an aggregate outstanding principal balance of $8,034,000. At December 31, 2024, the pool of mortgage loans is comprised of 16 loans with an aggregate outstanding principal balance of $8,774,250.

The loans typically have a maximum initial term of 12 months, bear interest at a fixed rate of 10.5% to 12% per year, and provide for receipt of interest only during the term of the loan and a balloon payment at the end of the term.

Credit risk profile as of September 30, 2025 and December 31, 2024:

SCHEDULE OF CREDIT RISK

Performing loans

Developers-

Residential

Developers-
Commercial

Developers-

Mixed Use

Total outstanding loans

September 30, 2025

5,004,000

3,030,000

—

8,034,000

December 31, 2024 (audited)

5,624,250

3,030,000

120,000

8,774,250

At September 30, 2025, loans receivable from one borrower represented 19.0% of total loans receivable, with three individuals personally guaranteeing the loan. In addition, loans receivable from one other borrower represented 18.7% of total loans receivable, with two individuals personally guaranteeing the loan. Furthermore, loans receivable from another borrower represented 12.5% of total loans receivable, with two individuals personally guaranteeing the loan.

At December 31, 2024, loans receivable from one borrower represented 17.4% of total loans receivable, with three individuals personally guaranteeing the loan. In addition, loans receivable from one other borrower represented 17.1% of total loans receivable, with two individuals personally guaranteeing the loan. Furthermore, loans receivable from another borrower represented 13.2% of total loans receivable. One individual personally guarantees the loan and is the sole owner of the borrower. Lastly, loans receivable from another borrower represented 12.0% of total loans receivable. One individual personally guarantees the loans and is the sole owner of the borrower.

5. DUE FROM PARENT COMPANY

The Company utilized the net proceeds from the IPO to purchase a pool of mortgage loans from MBC. Under the Indenture, the aggregate principal amount of the mortgage loans owned by the Company, plus the Company’s cash on hand, must always be equal to at least 120% of the outstanding principal amount of the Notes until the Notes are paid in full. The Company collects payments of interest on the mortgages the Company holds and uses those funds to make the required interest payments to the Noteholders and certain operating expenses. Any excess cash will be advanced or distributed to MBC or held by the Company, to be used for working capital and general corporate purposes. Amounts advanced to MBC are non-interest bearing and due on demand.

6. SEGMENT REPORTING

The Company reports segment information based on the management approach which designates the internal reporting used by the Chief Operating Decision Maker, which is the Company’s Chief Executive Officer, for making decisions and assessing performance as the source of the Company’s reportable segments. The Company has determined it has one reportable segment. The Company does not originate or service loans itself, but holds a portfolio of mortgage loans acquired from its parent as collateral for its outstanding Notes. Since the loan portfolio functions solely as collateral, and does not represent an active lending business, management evaluates financial performance on a consolidated basis. There are no other distinct operating segments within the Company, as all assets and income are directly tied to the financing structure. The Company will continue to monitor its reporting structure and provide additional segment disclosures if required in the future.

Net income from the Company’s reportable segment is as follows:


	(unaudited)
	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Revenue	$	230,312	$	228,985	$	674,875	$	693,385
Less:
Interest expense		90,000		90,000		270,000		270,000
Amortization of deferred financing costs		18,771		18,771		56,314		56,314
General and administrative expenses		8,871		3,862		26,580		12,046
Income tax expense		—		—		650		650
Net income	$	112,670	$	116,352	$	321,331	$	354,375

********

Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited condensed financial statements and notes thereto included in this Quarterly Report on Form 10-Q. The discussion and analysis contain forward-looking statements based on current expectations that involve risks and uncertainties. Actual results and the timing of certain events may differ significantly from those projected in such forward-looking statements.

We are a wholly-owned subsidiary of Manhattan Bridge Capital, Inc., a New York corporation (“MBC”), and were formed in December 2015 specifically for the purpose of the initial public offering (“IPO”) of the Notes (described below). On April 25, 2016, we sold $6,000,000 aggregate principal amount of our 6% Senior Secured Notes, due April 22, 2026 (the “Notes”), in our IPO for net proceeds of $5,200,000, after deducting the underwriting discounts and commissions and other offering expenses. The Notes are secured by a first priority lien on all of our assets, including, primarily, mortgage notes, mortgages and other transaction documents entered into in connection with first mortgage loans originated and funded by MBC, which we acquired from MBC pursuant to an asset purchase agreement. Under the terms of the indenture governing the Notes (the “Indenture”), the aggregate outstanding principal balance of the mortgage loans held by us, together with our cash on hand, must always equal at least 120% of the aggregate outstanding principal amount of the Notes at all times until the Notes are paid in full. In addition, MBC has guaranteed our obligations under the Notes and has secured that guaranty with a pledge of all of our outstanding common shares. We plan to redeem the Notes prior to their maturity with proceeds from a replacement or MBC’s existing credit facility, though we cannot assure you that we will be successful in doing so.

The Notes are listed on the NYSE American and trade under the symbol “LOAN/26”.

To the extent any of the mortgages acquired from MBC are satisfied in full, such mortgages will be replaced with one or more mortgages with similar aggregate principal amount. At September 30, 2025, the pool of mortgage loans was comprised of 12 loans with an aggregate outstanding principal balance of $8,034,000.

Prior to the consummation of the IPO on April 25, 2016, we did not have any material operations. As of April 2016, we collect payments of interest on the mortgages we hold and use those funds to make the required interest payments to the holders of the Notes and certain operating expenses. Any excess cash will be distributed to MBC or held by us to be used for working capital and general corporate purposes.

Results of Operations

Three months ended September 30, 2025 compared to three months ended September 30, 2024

Total Revenue

Total revenues for the three months ended September 30, 2025 and 2024 of approximately $230,000 and $229,000, respectively, represent interest income on the secured commercial loans that we purchased from MBC.

Interest and amortization of deferred financing costs

Interest and amortization of deferred financing costs for each of the three months ended September 30, 2025 and 2024 of approximately $109,000 are attributable to the issuance of the Notes.

General and administrative expenses

General and administrative expenses for the three months ended September 30, 2025 and 2024 of approximately $9,000 and $4,000, respectively, are comprised of fees paid to the Indenture trustee and NYSE American LLC, as well as bank fees. The increase is primarily due to an increase in the NYSE American listing fee.

Nine months ended September 30, 2025 compared to nine months ended September 30, 2024

Total Revenue

Total revenues for the nine months ended September 30, 2025 and 2024 of approximately $675,000 and $693,000, respectively, represent interest income on the secured commercial loans that we purchased from MBC. The decrease in revenue was primarily attributable to a reduction in loans receivable, period over period.

Interest and amortization of deferred financing costs

Interest and amortization of deferred financing costs for each of the nine months ended September 30, 2025 and 2024 of approximately $326,000 are attributable to the issuance of the Notes.

General and administrative expenses

General and administrative expenses for the nine months ended September 30, 2025 and 2024 of approximately $27,000 and $12,000, respectively, are comprised of fees paid to the Indenture trustee and NYSE American LLC, as well as bank fees. The increase is primarily due to an increase in the NYSE American listing fee.

Liquidity and Capital Resources

At September 30, 2025, we had cash of approximately $63,000 compared to cash of approximately $50,000 at December 31, 2024.

Net cash provided by operating activities for the nine months ended September 30, 2025 was approximately $363,000, compared to approximately $406,000 for the nine months ended September 30, 2024. The decrease in net cash provided by operating activities mainly resulted from the decrease in revenue and an increase in prepaid expenses. Net cash provided by operating activities for the nine months ended September 30, 2025 and 2024 primarily resulted from our interest income and amortization of deferred financing costs.

Net cash used in financing activities for the nine months ended September 30, 2025 was approximately $350,000, compared to approximately $399,000 for the nine months ended September 30, 2024. The decrease in net cash used in financing activities primarily resulted from the decline in net income. Net cash used in financing activities for the nine months ended September 30, 2025 and 2024 reflected advances of excess cash to MBC for working capital and general corporate purposes. Amounts advanced to MBC are non-interest bearing and due on demand.

We had no cash provided by or used in investing activities for the nine months ended September 30, 2025 or 2024.

We believe that our current cash balances together with our cash flows from operations will be sufficient to fund our operations for the next 12 months.

Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

As a smaller reporting company, we are not required to provide the information required by this Item.

Item 4. CONTROLS AND PROCEDURES

(a)

Evaluation and Disclosure Controls and Procedures

Our management, including our chief executive officer and chief financial officer, evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of September 30, 2025 (the “Evaluation Date”). Based upon that evaluation, the chief executive officer and the chief financial officer concluded that, as of the Evaluation Date, our disclosure controls and procedures are effective to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act (i) are recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms and (ii) are accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate to allow timely decisions regarding required disclosure.

(b)

Changes in Internal Control Over Financial Reporting

There was no change in our internal control over financial reporting (as defined in Rules 13a-15(f) or 15d-15(f) under the Exchange Act) during the fiscal quarter ended September 30, 2025 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II OTHER INFORMATION

Item 6. EXHIBITS

Exhibit No.		Description
31.1		Chief Executive Officer Certification under Rule 13a-14
31.2		Chief Financial Officer Certification under Rule 13a-14
32.1*		Chief Executive Officer Certification pursuant to 18 U.S.C. section 1350
32.2*		Chief Financial Officer Certification pursuant to 18 U.S.C. section 1350
101.INS		Inline XBRL Instance Document
101.SCH		Inline XBRL Taxonomy Extension Schema Document
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document
104		Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101).

*	Furnished, not filed, in accordance with item 601(32)(ii) of Regulation S-K.

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 thereunto duly authorized.

	MBC Funding II Corp. (Registrant)

Date: October 24, 2025	By:	/s/ Assaf Ran
		Assaf Ran, President and Chief Executive Officer
		(Principal Executive Officer)

Date: October 24, 2025	By:	/s/ Vanessa Kao
		Vanessa Kao, Chief Financial Officer
		(Principal Financial and Accounting Officer)

MBC FUNDING II CORP. 10-Q