0000950142-24-002076.txt : 20240731 0000950142-24-002076.hdr.sgml : 20240731 20240731215225 ACCESSION NUMBER: 0000950142-24-002076 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20240731 FILED AS OF DATE: 20240731 DATE AS OF CHANGE: 20240731 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Meghji Mohsin Y CENTRAL INDEX KEY: 0001202993 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-42171 FILM NUMBER: 241163897 MAIL ADDRESS: STREET 1: C/O LOUGHLIN MEGHJI + COMPANY CITY: NEW YORK STATE: NY ZIP: 10016 FORMER NAME: FORMER CONFORMED NAME: MEGHJI MOHSIN Y DATE OF NAME CHANGE: 20021101 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: M3-Brigade Acquisition V Corp. CENTRAL INDEX KEY: 0002016072 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] ORGANIZATION NAME: 05 Real Estate & Construction IRS NUMBER: 981781141 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1700 BROADWAY, 19TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-202-2200 MAIL ADDRESS: STREET 1: 1700 BROADWAY, 19TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 3 1 es240507297_3-meghji.xml OWNERSHIP DOCUMENT X0206 3 2024-07-31 0 0002016072 M3-Brigade Acquisition V Corp. MBAV 0001202993 Meghji Mohsin Y C/O M3-BRIGADE ACQUISITION V CORP. 1700 BROADWAY, 19TH FLOOR NEW YORK NY 10019 1 1 0 0 Executive Chairman of BOD Class B ordinary shares Class A ordinary shares 7187500 I By M3-Brigade Sponsor V LLC As described in the issuer's registration statement on Form S-1 (File No. 333-279951) under the heading "Description of Securities-Founder Shares", the Class B ordinary shares, par value $0.0001 per share, will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the issuer at the time of the issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to adjustment for share splits, share capitalizations, reorganizations, recapitalizations and the like, and certain anti-dilution rights and have no expiration date. The Class B ordinary shares beneficially owned by the reporting person include up to 937,500 shares that are subject to forfeiture to the extent the underwriters of the initial public offering of the issuer's securities do not exercise in full their over-allotment option as described in the issuer's registration statement. The securities reported herein are held by M3-Brigade Sponsor V LLC (the "Sponsor"). The reporting person controls M3-Brigade Acquisition Partners V Corp., the managing member of the Sponsor, and as such has voting and investment discretion with respect to the securities held by the Sponsor and may be deemed to have beneficial ownership of the securities held directly by the Sponsor. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Exhibit 24.1 - Power of Attorney /s/ Mohsin Y. Meghji 2024-07-31 EX-24.1 2 es240507297_ex2401.htm EXHIBIT 24.1

EXHIBIT 24.1

Power of Attorney

Know all by these presents, that the undersigned hereby constitutes and appoints Charles Garner, signing singly, the undersigned’s true and lawful attorney-in-fact to:

(1) execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer, director or holder of 10% or more of the registered class of securities of M3-Brigade Acquisition V Corp. (the “Company”), Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended, and the rules thereunder;

(2) do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute any such Form 3, 4 or 5, complete and execute any amendment or amendments thereto and timely file such forms or amendments with the United States Securities and Exchange Commission and any stock exchange or similar authority; and

(3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Exchange Act.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

* * * * *

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 15th day of July 2024.


By:	/s/ Mohsin Meghji
	Name:	Mohsin Meghji

[Signature Page to Power of Attorney (Forms 3, 4 & 5)—M3-Brigade Acquisition V Corp. - Meghji]