MSPR delays Q3 2025 10-Q amid auditor transition to Baker Tilly

Rhea-AI Filing Summary

MSP Recovery, Inc. filed a Form 12b-25 to notify a delayed filing of its Form 10‑Q for the quarter ended September 30, 2025. The company cites a recent transition to Baker Tilly US, LLP as its independent auditor and ongoing activities with the predecessor firm as the principal reason for the delay.

The company checked that the 10‑Q will be filed on or before the fifth calendar day following the prescribed due date and stated it expects to file within the grace period under Rule 12b‑25. MSP Recovery indicated that all other required periodic reports over the past 12 months have been filed and that it does not anticipate any significant change in results of operations versus the corresponding prior-year period in the upcoming report.

Insights

Disclosure and Reporting Analyst

Late 10-Q due to auditor transition; company expects on-time filing within grace, no significant change in results.

MSP Recovery filed an NT 10‑Q, indicating its Q3 report for period ended September 30, 2025 will be late. The company cites an auditor transition to Baker Tilly US, LLP, appointed on July 11, 2025, and the need to complete required successor-predecessor audit activities before the quarterly review can be finalized.

The company states the 10‑Q is expected to be filed within the five‑day grace period allowed under Rule 12b‑25 for a Form 10‑Q and indicates it does not anticipate a significant change in results of operations versus the prior-year quarter. It also confirms all other required periodic reports over the prior 12 months have been filed.

What it means: the delay stems from audit firm transition logistics rather than disclosed operational or financial issues. Key dependencies are completion of the review by Baker Tilly in coordination with the predecessor firm. Watch for the actual Form 10‑Q filing by the grace deadline following the prescribed due date, and whether the filed report aligns with the representation of no significant changes for Q3 2025.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 12b-25

NOTIFICATION OF LATE FILING

001-39445

(Commission File Number)

(Check one):	Form 10-K	Form 20-F	Form 11-K	Form 10-Q	Form 10-D	Form N-CEN
	Form N-CSR

For Period Ended: September 30, 2025

 Transition Report on Form 10-K

 Transition Report on Form 20-F

 Transition Report on Form 11-K

 Transition Report on Form 10-Q

For the Transition Period Ended: _________________________

Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

If the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates:

PART I - REGISTRANT INFORMATION

MSP Recovery, Inc.

Full Name of Registrant

Former Name if Applicable: N/A

3150 SW 38th Avenue

Suite 1100

Miami, Florida 33146

(Address of principal executive offices) (Zip Code)

PART II - RULES 12b-25(b) AND (c)

If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box if appropriate)

		(a) The reason described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;
		(b) The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-CEN or Form N-CSR, or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q or subject distribution report on Form 10-D, or portion thereof, will be filed on or before the fifth calendar day following the prescribed due date; and
		(c) The accountant’s statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.

PART III – NARRATIVE

State below in reasonable detail why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-CEN, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.

As a result of the recent transition in audit firms, the Registrant is unable to file, without unreasonable effort and expense, its Quarterly Report on Form. 10-Q for the fiscal quarter ended September 30, 2025, (“Form 10-Q”) by the prescribed filing date. The principal reason for the delay is because our independent registered public accounting firm, Baker Tilly US, LLP (“Baker Tilly”), has not yet completed certain required activities with our predecessor audit firm in connection with their transition as successor firm in order for them to complete their review of the consolidated financial statements for the fiscal quarter ending September 30, 2025. Without the extension permitted under Rule 12b-25, the Company believes that it would unable to accomplish the work necessary to properly complete and file the Form 10-Q without unreasonable effort and expense.

As previously reported on a Current Report on Form 8-K filed with the Commission on July 16, 2025, the Company appointed Baker Tilly on July 11, 2025, to serve as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025, beginning in the fiscal quarter ending September 30, 2025.

The Company is working diligently with its new auditor to complete the necessary work and review and the Company expects to file the Form 10-Q within the grace period prescribed by Rule 12b-25 under the Exchange Act.

PART IV- OTHER INFORMATION

(1) Name and telephone number of person to contact in regard to this notification

Francisco Rivas-Vasquez, CFO		305		614-2222
(Name)		(Area Code)		(Telephone Number)

(2) Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed? If answer is no, identify report(s).  Yes  No

(3) Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof? Yes No

If so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made.

MSP Recovery, Inc.

(Name of Registrant as Specified in Charter)

has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.

Date: November 14, 2025
	By:	/s/ Francisco Rivas-Vásquez
		Name: Francisco Rivas-Vásquez
		Title: Chief Financial Officer

FAQ

Why did MSPR file an NT 10-Q for Q3 2025?

MSP Recovery cited its recent auditor transition to Baker Tilly US, LLP and pending activities with the predecessor firm as the reason for the delay.

When does MSPR expect to file the delayed 10-Q?

The company indicated it will file on or before the fifth calendar day following the prescribed due date and expects to file within the Rule 12b-25 grace period.

What period does the delayed 10-Q cover for MSPR?

The quarter ended September 30, 2025.

Did MSPR report other filing compliance over the last 12 months?

Yes. The company indicated that all other required periodic reports have been filed.

Does MSPR anticipate significant changes in results for Q3 2025?

No. The company indicated it does not anticipate any significant change in results of operations versus the corresponding period last year.

Who is MSPR’s new independent auditor?

The company appointed Baker Tilly US, LLP as its independent registered public accounting firm.

What action is MSPR taking during the delay?

MSP Recovery stated it is working diligently with its new auditor to complete the necessary review.