Cantor Equity V

For SPAC investors tracking redemption mechanics and trust value, this filing makes no changes to the core structure: the trust holds $10.00 per public share ($200 million, or $230 million if over-allotment exercised), with a 24-month deadline from IPO closing to complete a business combination (or until board-approved earlier date). The 15% cap on redemptions without consent remains. Sponsor will buy 500,000 private placement shares at $10.00/share ($5 million). Anti-dilution adjustment on founder shares remains at 20%. The filing is critical because it updates the sponsor's track record (two Cantor SPACs liquidated, notes SEC settlement), provides updated financial statements showing the company is operating at a deficit, and confirms that the SPAC is still searching for a target. The extensive risk factor disclosures on the SEC's SPAC rules, the 'controlled company' exemption, PFIC status, and the excise tax on redemptions are all material for investors evaluating the potential for a deal and the legal/regulatory environment.

Establishes the final terms for the $200 million IPO ($10.00 per share), 24-month deadline to consummate a business combination, and redemption mechanics. Discloses sponsor economics ($0.004 per founder share, $5M private placement), underwriter compensation, and material conflicts of interest. Investors need this to evaluate the SPAC's governance, dilution, and timeline risks.

The filing establishes the terms of the SPAC: $200M offering at $10.00 per share, 24-month deadline, trust at $10.00 per share, no warrants, sponsor founder shares at $0.004, private placement of $5M, Cantor Fitzgerald as underwriter with conflicts of interest, and redemption rights with 15% cap. The prospectus also details the sponsor's prior SPAC track record, including liquidations and successful deals, and the risk factors.

What changed: Form 8-K Current Report / Routine compliance exhibit under Item 5.02. No adjustments to the redemption calendar, trust distribution, or extension timeline were filed. The operative update is the appointment of Charlotte Blechman to the board effective March 10, 2026, as a Class I director assigned to the audit and compensation committees. Why it matters: The filing preserves the unadjusted $10.15 trust per share and the original November 5, 2027 liquidation window. According to the registrant's filing, signed by Chief Executive Officer Brandon G. Lutnick, the board authorized $50,000 per year for Ms. Blechman’s directorship, payable quarterly. The Company attributed her business management qualifications to a career spanning senior advisory leadership at ACTUM since November 2025, board service at Lightwave Acquisition Corp. and Cantor Equity Partners I, Inc., consulting for alice and olivia through August 2025, a Chief Marketing Officer role at Tom Ford Retail LLC from January 2017 to June 2023, and prior executive positions at Barneys New York, Gucci America, and Yves Saint Laurent.

What changed: Quarterly report (Form 10-Q) for the period ended September 30, 2025, filed by Cantor Equity Partners V, Inc., a blank-check SPAC that had not yet completed its initial public offering as of the balance sheet date. The IPO was consummated on November 5, 2025, after the end of the quarter. The filing covers the pre-IPO period. There is no change in the SPAC's target search status; no business combination has been announced. Key subsequent events: on November 5, 2025, the Company completed its IPO of 25,000,000 Class A shares at $10.00 per share, generating $250,000,000 in gross proceeds, and simultaneously sold 540,000 private placement shares to the sponsor for $5,400,000. The trust account was funded with $250,000,000 ($10.00 per public share). The sponsor also committed up to $1,750,000 in a working capital loan (none drawn as of September 30, 2025). The deadline to complete a business combination is November 5, 2027. The Company's financial statements show a net loss of $43,618 for the nine months ended September 30, 2025, and a working capital deficit of $210,000 prior to the IPO. No director or officer adopted or terminated any Rule 10b5-1 trading arrangement during the quarter. Why it matters: This filing establishes the pre-IPO financial condition, the trust account size ($250,000,000, $10.00 per share), the business combination deadline (November 5, 2027), and the sponsor's financial commitments. It also discloses a $9,350,000 business combination marketing fee payable to an affiliate of the sponsor (Cantor Fitzgerald) upon completion of a deal, which represents a potential conflict of interest and cost to public shareholders. The trust account funds are invested in U.S. government securities, and the sponsor has agreed to indemnify the trust for certain claims. Investors should monitor for any future business combination target and shareholder vote.

What changed: A Form 8-K Current Report and accompanying audited balance sheet disclosing the consummation of the company’s Initial Public Offering and concurrent private placement. According to Item 8.01 of the 8-K, on November 5, 2025, the Company issued 25,000,000 Class A ordinary shares at $10.00 per share for $250,000,000 gross proceeds, including 3,000,000 shares from a partial over-allotment exercise. Simultaneously, the Sponsor purchased 540,000 Private Placement Shares at $10.00 per share for $5,400,000. The Company deposited $250,000,000 into a U.S.-based trust account at J.P. Morgan Chase Bank, N.A., with Continental Stock Transfer & Trust Company acting as trustee. As disclosed in the Notes to the Balance Sheet, the Combination Period expires on November 5, 2027, subject to earlier board-approved liquidation or later shareholder-approved extension. If the Business Combination is not completed by that date, the Company will cease operations, redeem public shares within ten business days at the trust account’s pro rata cash value, and liquidate. The Sponsor and officers waived liquidation rights for founder and private placement shares in a failure scenario. On November 5, 2025, underwriters declined the remaining over-allotment portion, so the Sponsor surrendered 75,000 Class B ordinary shares for no consideration. Note 7 records that on November 6, 2025, the Company transferred the $250,000,000 net proceeds to CF Secured, LLC, an affiliate of the Sponsor, where the funds were invested in U.S. government treasury bills. Why it matters: The Company states in Note 1 that management intends to focus its acquisition search on financial services, digital assets, healthcare, real estate services, technology, and software industries, though management acknowledges no assurance of completing a successful Business Combination and expects zero operating revenues until after consummation. Regarding sponsor conduct and capital arrangements, Cantor Fitzgerald & Co. served as lead underwriter receiving $4,400,000 in underwriting discounts, while a qualified independent underwriter received a $100,000 fee. The Company agreed to pay CF&Co. a $9,350,000 cash fee as a business combination marketing advisor upon consummation. The Administrative Support Agreement, executed by the Sponsor, obligates the Company to pay $10,000 a month for office space and shared personnel, commencing November 4, 2025 and terminating at Business Combination or liquidation. The Sponsor committed up to $1,750,000 in non-interest-bearing Sponsor Loans, convertible to Class A ordinary shares at $10.00 per share beginning 60 days post-IPO. CFO Jane Novak certified the filing. WithumSmith+Brown, PC, acting as the independent registered public accounting firm since 2025, issued an unqualified opinion on the November 5, 2025 balance sheet, which reflects $250,000,000 in trust cash, $448,132 in operating cash, and $250,000,000 classified as Class A ordinary shares subject to possible redemption.

What changed: A Joint Filing Agreement (Exhibit 99.6) submitted alongside a Schedule 13D beneficial ownership report. The agreement states that Cantor EP Holdings V, LLC, Cantor Fitzgerald, L.P., CF Group Management, Inc., and Brandon G. Lutnick are jointly reporting their beneficial ownership of Class A ordinary shares, $0.0001 par value, of Cantor Equity Partners V, Inc., as of November 10, 2025. Each party formally accepts responsibility for the timeliness, completeness, and accuracy of the Schedule 13D information pertaining to itself, while acknowledging awareness of data provided by the other parties. The document does not adjust the trust per share, trigger a deadline extension, advance a business combination, or modify sponsor conduct; it solely establishes a shared compliance channel for these four affiliated reporting entities. Why it matters: For investors tracking redemption windows, trust mechanics, extension votes, deal progression, and sponsor behavior, this filing serves as an administrative confirmation rather than a structural update. The Joint Filing Agreement attributes all representations and execution responsibilities to the four named Cantor-affiliated parties, with Brandon G. Lutnick, identified as Chief Executive Officer, signing on behalf of all. No target candidate names, transaction timelines, customer testimonials, revenue estimates, market size projections, technology disclosures, partnership agreements, litigation allegations, or executive departures are included in the text. The only numerical value cited is the $0.0001 par value attached to the Class A ordinary shares. Because the exhibit functions exclusively to consolidate ownership reporting and verify mutual disclosure accountability, it leaves the redemption calendar, per-share trust amount, and remaining search period untouched while confirming that Cantor’s internal governance and filing protocols remain centralized.

What changed: Form 8-K reporting the closing of Cantor Equity Partners V, Inc.'s initial public offering, including the underlying IPO and private placement agreements, the amended and restated charter, trust funding, and ancillary SPAC formation documents. CEPV consummated an upsized IPO of 25,000,000 Class A ordinary shares at $10.00 per share (including 3,000,000 shares from the partial exercise of the over-allotment option), generating $250,000,000 in gross proceeds; sold 540,000 private placement shares to the Sponsor for $5,400,000; deposited $250,000,000 into the trust account at J.P. Morgan Chase Bank, N.A., maintained by Continental Stock Transfer & Trust Company; filed its Amended and Restated Memorandum and Articles of Association; and entered into the underwriting agreement, business combination marketing agreement, letter agreement, investment management trust agreement, registration rights agreement, expense advance agreement, private placement shares purchase agreement, promissory note, and administrative services agreement. The Sponsor also surrendered 75,000 Class B ordinary shares to maintain 20% ownership following the partial over-allotment exercise. Why it matters: This filing starts the 24-month deadline clock for completing a business combination (due November 5, 2027, unless extended), establishes the $250,000,000 trust and redemption mechanics, and confirms the SPAC is now in search mode. The trust may only be released upon completion of an initial business combination, amendment-related redemptions of public shares, or liquidation. It also fixes sponsor economics: 6,325,000 founder shares (up to 825,000 subject to forfeiture based on over-allotment exercise), 540,000 private placement shares locked until 30 days after a combination, a $1,750,000 working capital loan facility from the Sponsor, and a business combination marketing fee to Cantor Fitzgerald of 3.5% of base offering proceeds and 5.5% of over-allotment proceeds.

What changed: SEC Form 4 insider ownership report documenting open-market share acquisitions by designated officers and affiliated entities. Cantor Equity Partners V, Inc. insiders executed an open-market purchase on 2025-11-05 acquiring 540,000 shares at $10, yielding a post-transaction holding of 540,000 shares for Lutnick Brandon (director, Chief Executive Officer, 10% owner) and affiliated reporting persons Cantor EP Holdings V, LLC, CANTOR FITZGERALD, L. P., and CF GROUP MANAGEMENT INC. This insider accumulation occurs against a background trust value of $10.15 per share and a fixed business combination deadline of 2027-11-05. No extensions, redemption schedule adjustments, trust account alterations, or target-deal progress were altered or disclosed. The purchase price of $10 diverges from the $10.15 per-share trust value. Why it matters: While this routine compliance exhibit does not modify investor redemption rights, trust distribution mechanics, or the search-phase timeline, it provides a concrete data point on sponsor conduct and capital allocation behavior. The filing attributes zero claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel objectives to any executive or entity. Consequently, the sole substantive update for portfolio tracking is the confirmed $10 open-market bid level by named insiders, establishing a private liquidity floor distinct from the public trust reserve, without affecting the 2027-11-05 deadline or $10.15 trust baseline.

What changed: Final prospectus for the initial public offering of 22,000,000 Class A ordinary shares of Cantor Equity Partners V, Inc. at $10.00 per share, filed pursuant to Rule 424(b)(4). This is the first public offering prospectus for this SPAC; no prior trading or business combination target exists. The filing establishes the trust account at $10.00 per public share, a 24-month deadline to consummate a business combination (November 2027), and details sponsor compensation, founder shares purchased at $0.004 per share, and a private placement of 540,000 shares at $10.00 per share. Why it matters: Investors now have the definitive terms of the SPAC: trust value of $10.00 per share, redemption mechanics, extension provisions, and significant sponsor conflicts of interest (founder share dilution, incentives to complete a deal). No target has been selected, and the sponsor has a history of prior SPACs with mixed outcomes. This filing is the baseline for all future redemption and deal decisions.

What changed: A Form S-1 Multiple Effective Filing (S-1MEF) submitted pursuant to Rule 462(b) to register an additional 2,300,000 Class A ordinary shares of Cantor Equity Partners V, Inc., incorporating by reference the Prior Registration Statement (File No. 333-289666) that became effective on November 3, 2025. This filing does not modify the trust account balance per share, the redemption deadline, extension provisions, acquisition pipeline status, or sponsor governance arrangements. The registrant solely certifies that it has instructed its bank to wire the Exhibit 107 filing fee no later than November 4, 2025, confirms sufficient account funds exist, and attests that no revocation of those instructions will occur. Why it matters: Beyond routine capital markets housekeeping, the document formally records Brandon Lutnick signing as Chairman and Chief Executive Officer and Jane Novak as Chief Financial Officer, establishing current executive authorization for the ongoing public vehicle. It also attaches required legal and accounting support—specifically the opinion and consent of Maples and Calder (Cayman) LLP and the consent of Withum Smith+Brown, PC—which maintains the viability of the base prospectus shelf while the sponsor remains in a SEARCHING phase. Because the filing contains no operational disclosures, customer commitments, revenue targets, technology roadmaps, partnership agreements, or litigation claims, it serves as an administrative update rather than a substantive shift in the SPAC’s strategic or financial profile.

What changed: SEC Form 3 — routine compliance exhibit for initial beneficial ownership disclosures. The filing explicitly attributes 10% owner status to Cantor EP Holdings V, LLC, CANTOR FITZGERALD, L.P., CF GROUP MANAGEMENT INC, and Lutnick Brandon (designated as director and Chief Executive Officer), while simultaneously stating 'No non-derivative transactions or holdings reported.' Consequently, sponsor equity concentration remains static, leadership titles are unchanged, and there is zero movement affecting trust account mechanics, redemption deadline integrity, extension voting triggers, or business combination execution. No claims regarding revenue, market size, technology, partnerships, or litigation are contained within. Why it matters: Investors tracking capital deployment timelines and liquidation floors receive a confirmed status-quo signal: the sponsor maintains its pre-existing 10% equity posture without initiating merger proceedings or modifying trust distribution parameters. Because this exhibit introduces no binding acquisition terms or shareholder notice requirements, the existing search period and accrued trust balances continue uninterrupted until a Schedule 13D, preliminary proxy, or amended registration statement alters these mechanical thresholds.