UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 8.01 | Other Events. |
On September 29, 2025, Mills Music Trust issued a report to its Unit Holders containing computation details regarding the payment it received attributable to the second 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:
| 99.1 | Quarterly distribution report, dated September 29, 2025, issued by the Trust. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
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.
| MILLS MUSIC TRUST | ||||||
| Date: October 21, 2025 | By: | /s/ Garfield Barrett | ||||
| Garfield Barrett | ||||||
Trust Officer of the Corporate Trustee HSBC Bank U.S.A, NA | ||||||
Exhibit 99.1
MILLS MUSIC TRUST
C/O HSBC BANKS U.S.A.
66 HUDSON BLVD EAST
NEW YORK, NY 10001
September 29, 2025
Quarterly Distribution Report No. 243
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 in respect of the contingent portion payment attributable to royalty income generated by the Trust’s copyright catalogue during the second quarter of 2025 (the “Q2 2025 Contingent Portion Payment”).
The Trust received $356,532 ($1.2838 per Trust Unit) for the Q2 2025 Contingent Portion Payment, as compared to $512,648 ($1.8460 per Trust Unit) for the payment attributable to the second quarter of 2024.
In addition, as of immediately prior to the Trust’s receipt of the Q2 2025 Contingent Portion Payment, the Trust had an aggregate cash balance of $137,989 ($.4968 per Trust Unit) in respect of the contingent portion payments attributable to the fourth quarter of 2024 and the first quarter of 2025 (together, the “Prior Quarter Contingent Portion Payments”), which 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 Q2 2025 Contingent Portion Payment, the Trust paid $117,457 to third party advisors and professionals providing services to the Trust in connection with invoices rendered to the Trust, leaving an aggregate balance of $377,065 ($1.3578 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 Q2 2025 Contingent Portion Payment or the Prior Quarter Contingent Portion Payments 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.
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 September 30, 2025 and September 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:
| Three Months |
Per Unit* |
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| Gross royalty income collected by EMI for the period |
$ | 1,215,445 | ||||||||||
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| Less: Related royalty expense |
349,934 | |||||||||||
| Amount deducted by EMI |
340,151 | |||||||||||
| Adjustment for copyright renewals, etc. |
168,827 | |||||||||||
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| 858,912 | ||||||||||||
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| Balance as reported by EMI |
$ | 356,533 | ||||||||||
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| Payments received by Trust |
$ | 356,533 | $ | 1.2838 | ||||||||
| Less: Fees and expenses to Registrar-Transfer Agent and other administrative expenses |
$ | 117,457 | $ | .4229 | ||||||||
| Reserve for future potential administrative liabilities and expenses |
239,076 | $ | .8609 | |||||||||
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| Balance available for distribution |
$ | - 0 - | $ | - 0 - | ||||||||
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| Distribution per Unit* |
$ | - 0 - | $ | - 0 - | ||||||||
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| * | Based on the 277,712 Trust Units outstanding. |
| Three Months Ended September 30, 2024 |
Per Unit* |
Twelve Months Ended September 30, 2025 |
Per Unit |
Twelve Months Ended September 30, 2024 |
Per Unit |
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| $ | 1,357,689 | $ | 3,694,264 | $ | 3,964,991 | |||||||||||||||||||||||||||||
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| 369,842 | 1,381,945 | 1,420,825 | ||||||||||||||||||||||||||||||||
| 475,187 | 1,011,508 | 1,211,258 | ||||||||||||||||||||||||||||||||
| 12 | 238,791 | 1,619 | ||||||||||||||||||||||||||||||||
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| 845,041 | 2,632,244 | 2,633,702 | ||||||||||||||||||||||||||||||||
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| $ | 512,648 | $ | 1,061,920 | $ | 1,331,289 | |||||||||||||||||||||||||||||
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| $ | 512,648 | $ | 1.8460 | $ | 1,061,920 | $ | 3.8238 | $ | 1,331,289 | $ | 4.7938 | |||||||||||||||||||||||
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141,921 |
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.5110 | 684,855 | 2.4661 | 494,660 | 1.7812 | |||||||||||||||||||||||||||
| — | — | 377,065 | 1.3578 | |||||||||||||||||||||||||||||||
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| $ | 370,727 | $ | 1.3350 | $ | — | $ | — | $ | 836,629 | $ | 3.0126 | |||||||||||||||||||||||
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