8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 25, 2025

MILLS MUSIC TRUST

(Exact name of registrant as specified in its charter)

Registrant’s telephone number, including area code: (212) 525-1349

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

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

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐

Item 8.01 Other Events.

On June 25, 2025, Mills Music Trust issued a report to its Unit Holders containing computation details regarding the payment it received attributable to the first quarter of 2025. The full text of the report is included as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits:

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

EX-99.1

Exhibit 99.1

MILLS MUSIC TRUST

C/OHSBC BANKS U.S.A.

66 HUDSON BLVD EAST

NEW YORK, NY 10001

June 25, 2025

Quarterly Distribution Report No. 242

To the holders (the “Unit Holders”) of Trust Certificates representing interests (the “Trust Units”) in Mills Music Trust (the “Trust”):

This Quarterly Distribution report relates to the payment received by the Trust from Sony Music Publishing during the first quarter of 2025 (the “Q1 2025 Distribution Period”), in respect of the contingent portion payment attributable to royalty income generated by the Trust’s copyright catalogue in the Q1 2025 Distribution Period (the “Q1 2025 Contingent Portion Payment”).

The Trust received $202,850 ($.7304 per Trust Unit) for the Q1 2025 Contingent Portion Payment, as compared to $248,922 ($.8963 per Trust Unit) for the payment attributable to the first quarter of 2024.

In addition, as of immediately prior to the Trust’s receipt of the Q1 2025 Contingent Portion Payment, the Trust had a cash balance of $63,932 ($.2302 per Trust Unit) in respect of the contingent portion payment attributable to the fourth quarter of 2024 (the “Q4 2024 Contingent Portion Payment”), which remaining amount was reserved by the Trustees for potential future administrative expenses and liabilities in accordance with Section 5.7 of the Trust’s governing document, the Declaration of Trust, dated December 3, 1964 (the “Declaration of Trust”).

After receiving the Q1 2025 Contingent Portion Payment, the Trust paid $128,793 to third party advisors and professionals providing services to the Trust in connection with invoices rendered to the Trust, leaving an aggregate balance of $137,989 ($.4968 per Trust Unit). The Trustees have decided to reserve the full amount of such balance for potential future administrative liabilities and expenses in accordance with Section 5.7 of the Declaration of Trust. As a result, the Trust will not make a distribution to the Unit Holders in respect of the Q1 2025 Contingent Portion Payment or the Q4 2024 Contingent Portion Payment at this time. The Trust will continue to assess the Trust’s needs with respect to future potential administrative expenses and liabilities to determine the amount of cash distributions, if any, to be made to Unit Holders in subsequent quarters in connection with contingent portion payments received by the Trust from EMI.

Additional computation details are set forth in the attached report.

The information contained in this Quarterly Distribution Report will be disclosed on a Form 8-K filed with the Securities and Exchange Commission (the “SEC”). The Trust’s SEC filings are available to the public over the internet on the SEC’s web site at http://www.sec.gov.

Very truly yours,

MILLS MUSIC TRUST

The following is a computation of amounts available for distribution and/or the payment of administrative expenses of the Trust during the three months and twelve months ended June 30, 2025 and June 30, 2024 out of payments made to the Trust in connection with a deferred contingent purchase price obligation under the asset purchase agreement, dated December 5, 1964: