UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

Current Report

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

~~April~~August 251, 2025

Date of Report (Date of earliest event reported)

Mountain Crest Acquisition Corp. V

(Exact Name of Registrant as Specified in its Charter)

Delaware		001-40418		85-2412613
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

524 Broadway 11th Floor New York, NY		10012
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (646)493-6558

N/A

(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 communications pursuant to Rule 425 under the Securities Act

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act

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

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

Securities registered pursuant to Section 12(b) of the Act: None

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

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	MCAG
Rights	MCAGR
Units	MCAGU

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) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 24.0301. ~~Creation~~Changes ofin aRegistrant’s ~~Direct~~Certifying ~~Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant~~Accountant.

~~On April 25, 2025, Mountain Crest Acquisition Corp. V~~ (~~the “Company”~~a) ~~issued~~Departure an unsecured promissory note in the aggregate principal amount up to $500,000 (the “Note”) to Mountain Crest Global Holdings LLC, the Company’s sponsor (the “Sponsor”). Pursuant to the Note, the Sponsor agreed to loan to the Company an aggregate amount up to $500,000 that may be drawn down by the Company from time to time by written notice to the Sponsor. The aggregate amount advanced under the Note is due payable by the Company on the earlier of: ~~(i)~~Independent ~~the~~Registered ~~date on which Company consummates an initial business combination with a target business, or (ii) the date the Company~~Public ~~liquidates~~Accounting if a business combination is not consummated. The Note does not bear interest. In the event that the Company does not consummate a business combination, the Note will be repaid only from amounts remaining outside of the Company’s trust account, if any.Firm

~~The~~On August 1, 2025, upon the ~~proceeds~~approval and authorization of the ~~Note~~Audit ~~will~~Committee beof ~~used~~the byBoard of Directors (the “Audit Committee”) of Mountain Crest Acquisition Corp. V (the “Company”) ~~for~~and ~~working~~upon ~~capital~~the ~~purposes~~approval of the Board of Directors of the Company (the “Board”), the Company dismissed UHY LLP (“UHY”) as the Company’s independent registered public accounting firm, effective immediately.

The Company was incorporated ~~foregoing~~on ~~description~~April of8, 2021, and the ~~Note~~financial isstatements ~~qualified~~for inthe ~~its~~period ~~entirety~~from byApril ~~reference~~8, 2021 (inception) to December 31, 2021, and for each of the ~~full~~years ~~text~~ending December 31, 2022, December 31, 2023, and December 31, 2024, were audited by UHY LLP. The auditor’s reports of UHY on the ~~Note~~financial statements as of December 31, a2021, ~~copy~~2022, 2023 and 2024, and for the period from April 8, 2021 (inception) to December 31, 2021, and for each of ~~which~~the isyears ~~filed~~ended ~~with~~December 31, 2022, December 31, 2023, and December 31, 2024, did not contain an ~~this~~adverse ~~Current~~opinion ~~Report~~or ona ~~Form~~disclaimer ~~8-K~~of opinion, nor were they qualified or modified as ~~Exhibit~~to ~~10.1~~uncertainties, ~~and~~audit isscope, ~~incorporated~~or ~~herein~~accounting byprinciples, except ~~reference~~for an explanatory paragraph in such report regarding substantial doubt about the Company’s ability to continue as a going concern.

NoDuring ~~Offer~~the period from April 8, 2021 (inception) to December 31, 2021, and for each of the years ended December 31, 2022, December 31, 2023, and December 31, 2024, and the subsequent interim period through August 1, 2025, there have been no: (i) disagreements (as that term is defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) with UHY on any matter of accounting principles or ~~Solicitation~~practices, financial statement disclosure, or auditing scope or procedure, which disagreement, if not resolved to the satisfaction of UHY, would have caused them to make reference thereto in their reports on the financial statements or (ii) “reportable events” (as that term is defined in Item 304(a)(1)(v) of Regulation S-K).

~~This~~The ~~Current~~Company ~~Report~~has onprovided ~~Form~~UHY ~~8-K is for informational purposes only and is not intended to and shall not constitute~~ a ~~proxy~~copy ~~statement~~of or the ~~solicitation~~above ofdisclosure amade ~~proxy, consent~~in orresponse ~~authorization with respect~~ to ~~any~~this ~~securities~~Current orReport inon ~~respect~~Form of8-K anand ~~initial~~has ~~business~~requested ~~combination~~that orUHY ~~PIPE~~provide ~~financing~~a ~~and~~letter ~~is not~~addressed ~~intended~~ to ~~and~~the ~~shall~~U.S. ~~not~~Securities ~~constitute~~and anExchange ~~offer~~Commission tostating ~~sell~~whether orUHY ~~the~~agrees ~~solicitation~~with ofthe anstatements ~~offer~~made toby ~~sell or~~ the ~~solicitation~~Company ofin anresponse ~~offer~~ to ~~buy~~this orItem ~~subscribe~~4.01 ~~for any securities or a solicitation of any vote of approval~~and, ~~nor~~if ~~shall there be any sale~~not, ~~issuance~~stating orthe ~~transfer~~respects ~~of securities~~ in ~~any jurisdiction in~~ which ~~such~~it ~~offer,~~does ~~solicitation~~not oragree. ~~sale~~A ~~would~~copy beof ~~unlawful~~UHY’s ~~prior~~letter tois ~~registration~~attached oras ~~qualification~~Exhibit ~~under~~16.1 ~~the~~to ~~securities~~this ~~laws~~Current ofReport ~~any~~on ~~such jurisdiction~~Form 8-K.

~~Item~~(b) ~~9.01.~~Engagement ~~Financial~~of ~~Statements~~New ~~and~~Independent ~~Exhibits.~~Registered Public Accounting Firm

EXHIBIT NO.		DESCRIPTION
10.1		Promissory Note, dated April 25, 2025 between Mountain Crest Acquisition Corp. V, as Maker and Mountain Crest Global Holdings LLC as Payee
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

On August 1, 2025, upon the approval of the Audit Committee and upon the approval of the Board, the Company engaged WWC, P.C. (“WWC”) as the Company’s independent registered public accounting firm to audit the Company’s financial statements, effective on August 1, 2025.

During the fiscal years ended December 31, 2024 and December 31, 2023, and the subsequent interim period through the date of WWC’s engagement, neither the Company nor anyone acting on its behalf consulted WWC regarding either (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s consolidated financial statements and neither a written report nor oral advice was provided to the Company by WWC that WWC concluded was an important factor considered by the Company in reaching a decision as to such accounting, auditing, or financial reporting issue; or (ii) any matter that was either the subject of a “disagreement” (as that term is defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) or a “reportable event” (as that term is defined in Item 304(a)(1)(v) of Regulation S-K).

Item 9.01.

Financial Statements and Exhibits.

EXHIBIT NO.		DESCRIPTION
16.1		Letter from UHY LLP, dated August 7, 2025.
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.

Dated: April 28, 2025
Dated: August 7, 2025
MOUNTAIN CREST ACQUISITION CORP. V
By:	/s/ Suying Liu
Name:	Suying Liu
Title:	Chief Executive Officer

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