M3-Brigade Acquisition V Corp. 8-K

What Happened

• On February 18, 2026, M3-Brigade Acquisition V Corp. (the Company) entered into a promissory note with its sponsor, MI7 Sponsor, LLC, that allows the Company to borrow up to $2,000,000. On the same date the Company borrowed $600,000 under the Note. The proceeds are for general working capital.

Key Details

• Promissory Note dated February 18, 2026 with MI7 Sponsor, LLC (sponsor).
• Maximum principal available: $2,000,000; amount drawn on Feb 18, 2026: $600,000.
• Note bears no interest and is payable in full upon the consummation of the Company’s initial business combination (the “Maturity Date”).
• If the Company fails to consummate a business combination, repayment of the Note is limited to funds available outside the Company’s IPO trust account.

Why It Matters

• The financing provides immediate cash for operations and working capital while the Company pursues its initial business combination.
• The obligation is a direct financial liability to the sponsor; because it is non‑interest bearing and payable only upon closing a business combination (and otherwise only from non‑trust-account funds), its repayment depends on transaction outcomes and available cash outside the IPO trust.
• Investors should note this sponsor-related financing increases the Company’s obligations prior to any merger or acquisition and is disclosed in the Company’s 8-K and the attached Note (Exhibit 10.1).