SCHEDULE: Tenor Capital Discloses 5% Stake in M3-Brigade V

Tenor Capital Management, along with Tenor Opportunity Master Fund and Robin Shah, reported a 5.0% beneficial ownership stake in M3-Brigade Acquisition V Corp.'s Class A ordinary shares.

Summary

• Tenor Capital Management Company, L.P., Tenor Opportunity Master Fund, Ltd., and Robin Shah collectively reported beneficial ownership of 1,437,500 Class A ordinary shares of M3-Brigade Acquisition V Corp.
• This represents a 5.0% stake in the issuer's Class A ordinary shares.
• The percentage is calculated based on 28,750,000 shares issued and outstanding as of June 30, 2025, as stated in the issuer's 10-Q filing on August 14, 2025.
• Tenor Capital Management Company, L.P. serves as the investment manager to Tenor Opportunity Master Fund, Ltd., which directly holds the shares.
• Robin Shah is the managing member of Tenor Management GP, LLC, the general partner of Tenor Capital, establishing a relationship where all three reporting persons may be deemed to have shared voting and dispositive power.
• The reporting persons certified that the securities were not acquired or held for the purpose of changing or influencing the control of the issuer.

Sentiment

Score: 5

Explanation: The filing is a factual disclosure of beneficial ownership with no explicit positive or negative operational or financial news, indicating a neutral sentiment.

Future Outlook

The filing does not contain any forward-looking statements or guidance regarding the issuer's future performance or strategic direction.

Industry Context

This filing represents a standard disclosure of a significant passive investment by an institutional investor in a Special Purpose Acquisition Company (SPAC). Such filings are common as institutional funds often take positions in SPACs, which are typically formed to merge with a private company.

Stakeholder Impact

• Shareholders: The disclosure of a 5% passive stake by institutional investors provides transparency regarding the ownership structure and may signal confidence from these investors, though without intent to influence control.
• Management: Awareness of significant passive shareholders is important for management, but this filing does not indicate any direct impact on operational decisions or strategy.

Key Dates

Recommendation

This Schedule 13G filing is a routine disclosure of a passive 5% ownership stake by institutional investors. It does not contain any new operational, financial, or strategic information that would warrant a change in investment recommendation. The certification of passive intent further suggests no immediate catalyst for significant price movement based solely on this filing.

Keywords

M3-Brigade Acquisition V Corp., Tenor Capital Management, Tenor Opportunity Master Fund, Robin Shah, Schedule 13G, Beneficial Ownership, Class A ordinary shares, SPAC, Institutional Investment