SEC FORM 3

SEC FORM 3 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

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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
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

10022

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

CANTOR FITZGERALD SECURITIES

(Last)

(First)

(Middle)

110 EAST 59TH STREET

(Street)

NEW YORK

10022

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

CANTOR FITZGERALD, L. P.

(Last)

(First)

(Middle)

110 EAST 59TH STREET

(Street)

NEW YORK

10022

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

CF GROUP MANAGEMENT INC

(Last)

(First)

(Middle)

110 EAST 59TH STREET

(Street)

NEW YORK

10022

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

LUTNICK HOWARD W

(Last)

(First)

(Middle)

110 EAST 59TH STREET

(Street)

NEW YORK

10022

(City)

(State)

(Zip)

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).
** 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.

SEC Form 3: New insider Cf Principal Investments Llc claimed ownership of 1,129,589 shares