SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
CF Principal Investments LLC

(Last) (First) (Middle)
110 EAST 59TH STREET

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
05/24/2022
3. Issuer Name and Ticker or Trading Symbol
MSP Recovery, Inc. [ MSPR ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock, par value $0.0001 per share 1,129,589 D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Warrants to purchase Class A Common Stock 06/24/2022(1) (2) Class A Common Stock 133,291,502 $11.5 D
1. Name and Address of Reporting Person*
CF Principal Investments LLC

(Last) (First) (Middle)
110 EAST 59TH STREET

(Street)
NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
CANTOR FITZGERALD SECURITIES

(Last) (First) (Middle)
110 EAST 59TH STREET

(Street)
NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
CANTOR FITZGERALD, L. P.

(Last) (First) (Middle)
110 EAST 59TH STREET

(Street)
NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
CF GROUP MANAGEMENT INC

(Last) (First) (Middle)
110 EAST 59TH STREET

(Street)
NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
LUTNICK HOWARD W

(Last) (First) (Middle)
110 EAST 59TH STREET

(Street)
NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Notwithstanding the terms of the warrants, as described in the issuer's Form 8-K filed on May 18, 2022, CFPI has irrevocably agreed to transfer the warrants to the Issuer for cancellation and has no exercise rights with respect thereto.
2. Under the terms of the New Warrant Agreement governing the warrants, the form of which is attached as Exhibit M to the Issuer's proxy statement filed on May 3, 2022, the warrants expire at 5:00 p.m., New York City time on the earlier to occur of: (x) the date that is five (5) years after the date on which the Company completes the Business Combination, (y) the liquidation of the Company, and (z) the Redemption Date. The foregoing capitalized terms have the meanings set forth in the New Warrant Agreement.
Remarks:
CF Principal Investments, LLC ("CFPI") is the record holder of the securities reported herein. CF Group Management, Inc. ("CFGM") is the managing general partner of Cantor Fitzgerald, L.P. ("Cantor") and directly or indirectly controls the managing general partner of CFS. Mr. Lutnick is Chairman and Chief Executive of CFGM and trustee of CFGM's sole stockholder. Cantor, indirectly, holds a majority of the ownership interests of Cantor Fitzgerald Securities ("CFS"), which is the managing member of CFPI. As such, each of CFS, Cantor, CFGM and Mr. Lutnick may be deemed to have beneficial ownership of the securities directly held by CFPI. Each such entity or person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest they may have therein, directly or indirectly.
/s/ Howard Lutnick 06/01/2022
/s/ Howard Lutnick, as President and Chief Executive Officer of CF Principal Investments, LLC 06/01/2022
/s/ Howard Lutnick, as Chief Executive Officer of Cantor Fitzgerald Securities 06/01/2022
/s/ Howard Lutnick, as Chief Executive Officer of Cantor Fitzgerald L.P. 06/01/2022
/s/ Howard Lutnick, as Chief Executive Officer of CF Group Management, Inc. 06/01/2022
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
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