Form 4: Cantor Fitzgerald Boosts Stake in M3-Brigade Acquisition V

Cantor Fitzgerald & Co. and related entities reported a significant acquisition of Class A common stock in M3-Brigade Acquisition V Corp., increasing their beneficial ownership to over 7.7 million shares.

Summary

• Cantor Fitzgerald & Co. (CF&Co.) acquired 3,529,081 shares of Class A common stock of M3-Brigade Acquisition V Corp. (MBAV).
• The transaction occurred on December 17, 2025, at a price of $10.8 per share.
• Following this acquisition, CF&Co. directly beneficially owns 7,779,865 shares of MBAV Class A common stock.
• Cantor Fitzgerald Securities (CFS), Cantor Fitzgerald, L.P. (Cantor), CF Group Management Inc. (CFGM), and Brandon G. Lutnick are deemed beneficial owners due to their control and equity interests in CF&Co. and CFS.
• These related entities and Mr. Lutnick disclaim beneficial ownership of securities held by CF&Co. beyond their respective pecuniary interest.

Sentiment

Score: 8

Explanation: Insider buying by a major financial institution and its principals, especially a 10% owner, is a strong positive signal, indicating confidence in the company's prospects.

Positives

• A significant 10% owner and related parties increased their stake in M3-Brigade Acquisition V Corp., signaling confidence in the company's future.
• The acquisition of 3,529,081 shares at $10.8 per share represents a substantial investment by a major financial institution.

Future Outlook

NA

Management Comments

• Cantor Fitzgerald, L.P., CF Group Management, Inc., Cantor Fitzgerald Securities and Mr. Lutnick each disclaim beneficial ownership of all securities held by CF&Co. in excess of their respective pecuniary interest, if any.

Industry Context

This transaction involves a Special Purpose Acquisition Company (SPAC), M3-Brigade Acquisition V Corp. Insider buying by a major financial services firm like Cantor Fitzgerald, especially as a 10% owner, can be a significant indicator of confidence in the SPAC's future prospects or an impending de-SPAC transaction.

Related Party Transactions

• Cantor Fitzgerald & Co. (record holder) acquired shares.
• Cantor Fitzgerald Securities, Cantor Fitzgerald, L.P., CF Group Management Inc., and Brandon G. Lutnick are deemed beneficial owners due to their control and equity interests in CF&Co. and CFS, making this an insider transaction.

Stakeholder Impact

• Shareholders: The increased stake by a major institutional investor and its principals could be viewed positively, potentially boosting investor confidence and share price.
• Management: Reinforces alignment of interests between a significant owner and the company's performance.

Key Dates

Recommendation

The significant purchase of Class A common stock by Cantor Fitzgerald & Co., a 10% owner, and its affiliated entities, including CEO Brandon Lutnick, signals strong insider confidence in M3-Brigade Acquisition V Corp. This substantial investment at $10.8 per share suggests that these well-informed parties believe the stock is undervalued or has significant upside potential, making it an attractive buying opportunity.

Keywords

M3-Brigade Acquisition V Corp, MBAV, Cantor Fitzgerald, Form 4, insider trading, beneficial ownership, stock acquisition, SPAC