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M3-Brigade Acquisition VI Corp.

For the period ended Dec 31, 2025. Filed Mar 17, 2026.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Mar 17, 2026

MBVI$10.280.0%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31,2025

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE TRANSITION PERIOD FROM____ TO____

COMMISSION FILE NUMBER:001-42816

(Exact name of registrant as specified in its charter)

Cayman Islands98-1863762
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification Number)
1700 Broadway, 19th Floor New York, New York10019
(Address of principal executive offices)(Zip Code)
Registrant’s telephone number, including area code: (212) 202-2200

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

Title of each classTrading Symbol(s)Name of each exchange on which registered
Units, each consisting of one Class A ordinary share, $0.0001 par value per share and one-third of one redeemable warrantMBVIUThe Nasdaq Stock Market LLC
Class A ordinary shares, par value $0.0001 per shareMBVIThe Nasdaq Stock Market LLC
Warrants, each whole warrant exercisable for one Class A ordinary share, each at an exercise price of $11.50 per shareMBVIWThe Nasdaq Stock Market LLC

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

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes☐No ☒

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes☐ No ☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No☐

Indicate by check mark whether the registrant (1) has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and file such reports). Yes ☒ No☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐Accelerated filer ☐Non-accelerated filer ☒Smaller reporting company ☒
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.☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes☒ No☐

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐

The registrant’s Units began trading on the Nasdaq Global Market (“Nasdaq”) on August 27, 2025 and the registrant’s Class A ordinary shares and public warrants began separate trading on Nasdaq on October 17, 2025. As of June 30, 2025, the last business day of the registrant’s most recently completed second fiscal quarter, the registrant’s Class A ordinary shares were not publicly traded. Accordingly, there was no market value for the registrant’s Class A common stock on such date. The aggregate market value of the registrant’s Class A ordinary shares outstanding, other than shares held by persons who may be deemed affiliates of the registrant, at December 31, 2025, was $340,500,000.

As of March 12, 2026, the Registrant had 34,500,000 Class A ordinary shares, $0.0001 par value per share, and 8,625,000 Class B ordinary shares, par value $0.0001 per share, issued and outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

None.

TABLE OF CONTENTS

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTSii
PART I1
Item 1.Business1
Item 1A.Risk Factors10
Item 1B.Unresolved Staff Comments57
Item 1C.Cybersecurity57
Item 2.Properties57
Item 3.Legal Proceedings57
Item 4.Mine Safety Disclosures57
PART II58
Item 5.Market for Registrant’s Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities58
Item 6.Reserved58
Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations58
Item 7A.Quantitative and Qualitative Disclosures about Market Risk60
Item 8.Financial Statements and Supplementary Data60
Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure61
Item 9A.Controls and Procedures61
Item 9B.Other Information61
Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections61
PART III62
Item 10.Directors, Executive Officers and Corporate Governance62
Item 11.Executive Compensation70
Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters71
Item 13.Certain Relationships and Related Transactions, and Director Independence72
Item 14.Principal Accountant Fees and Services75
Part IV76
Item 15.Exhibits, Financial Statement Schedules76
INDEX TO FINANCIAL STATEMENTSF-1

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