SEC FORM 4

SEC FORM 4 SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Sternberg Ophir

(Last)

(First)

(Middle)

4218 NE 2ND AVENUE

(Street)

MIAMI

33137

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
MSP Recovery, Inc. [ MSPR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
05/27/2022

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Warrants	$11.5	05/27/2022		A		273,029,934		06/22/2022	05/23/2027	Class A Common Stock	273,029,934	$0.00	273,029,934	I	Lionheart Equities, LLC⁽¹⁾
Warrants	$11.5	05/27/2022		A		87,320,000		06/22/2022	05/23/2027	Class A Common Stock	87,320,000	$0.00	87,320,000	I	Lionheart Investments, LLC⁽²⁾
Warrants	$11.5	05/27/2022		A		118,000,000		06/22/2022	05/23/2027	Class A Common Stock	118,000,000	$0.00	118,000,000	I	Star Mountain Equities, LLC⁽³⁾
Warrants	$11.5	05/27/2022		A		118,000,000		06/22/2022	05/23/2027	Class A Common Stock	118,000,000	$0.00	118,000,000	I	2022 OS Irrevocable Trust⁽⁴⁾

Explanation of Responses:

1. These warrants to purchase shares of Class A Common Stock were received in connection with the closing of the business combination of the issuer and are owned directly by Lionheart Equities, LLC, an entity which Mr. Sternberg owns and controls.

2. These warrants to purchase shares of Class A Common Stock were received in connection with the closing of the business combination of the issuer and are owned directly by Lionheart Investments, LLC, an entity which Mr. Sternberg owns and controls.

3. These warrants to purchase shares of Class A Common Stock were received in connection with the closing of the business combination of the issuer and are owned directly by Star Mountain Equities, LLC, an entity which Mr. Sternberg owns and controls.

4. These warrants to purchase shares of Class A Common Stock were received in connection with the closing of the business combination of the issuer and are owned directly by 2022 OS Irrevocable Trust, over which Mr. Sternberg's spouse has sole investment and dispository power over the Trust as its trustee.

Remarks:

	/s/ Ophir Sternberg	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 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.