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MSP Recovery, Inc. reported that on September 5, 2025 it entered into a material agreement with Yorkville to amend the pricing terms of its Yorkville SEPA. The parties agreed to reduce the Floor Price under the Yorkville SEPA from $3.50 to $2.00 per share, which lowers the minimum price at which shares can be issued under that arrangement. This change affects how future equity issuances under the Yorkville SEPA may be priced.
MSP Recovery, Inc. approved and implemented a 1-for-7 reverse stock split of its Class A and Class V common stock (with related Class-B/Up‑C units), effective at 11:59 p.m. on September 1, 2025. The Class A shares began trading on a split‑adjusted basis on Nasdaq on September 2, 2025.
The reverse split reduced Class A shares issued and outstanding from approximately 7.2 million to approximately 1.0 million, and reduced Up‑C Units (each tied to a Class V share) from approximately 3.3 million to approximately 0.5 million. Fractional shares were not issued; instead, amounts were rounded up to the nearest whole share, with no cash paid in lieu.
The company states the reverse split is intended to increase the market price per share of Class A Common Stock to help maintain compliance with Nasdaq Marketplace Rule 5550(a)(2). The rights and preferences of the Class A and Class V Common Stock and the Up‑C Units otherwise remain unchanged, and proportional adjustments will be made to the MSPRW and MSPRZ warrants.
MSP Recovery, Inc. reports that a jury in the Menendez Litigation returned a mixed verdict involving the company and its subsidiary. The jury rejected all fraud and misrepresentation theories and found in favor of the company and its CEO, John H. Ruiz, on those claims and on the deceptive and unfair practices claim. However, the jury found that subsidiary MSP Recovery, LLC breached an alleged oral contract and awarded the plaintiffs approximately $12.7 million in damages against the subsidiary, which holds all of the company’s assets.
The court has not yet entered a final judgment, and the defendants are seeking post-trial relief, including a directed verdict, motions to set aside the verdict, and a potential appeal, while also planning to pursue recovery of attorneys’ fees for the company and Mr. Ruiz under Florida law. The company states that the verdict has added uncertainty to its financial condition and prospects and may negatively affect its ability to raise capital or continue as a going concern, and it is continuing to evaluate the impact on its business, results of operations, and financial condition.
MSP Recovery, Inc. reported the results of a Special Meeting of Stockholders held on August 18, 2025. Stockholders representing 6,875,550 common shares, or approximately 74.74% of eligible shares as of the July 11, 2025 record date, participated virtually or by proxy.
Stockholders approved an amendment to the company’s charter to allow a reverse stock split of common stock at a ratio between 1-for-2 and 1-for-7, with the exact ratio to be chosen by the Board of Directors and any other ratios in that range to be abandoned. This proposal passed with 6,640,800 votes for, 231,939 against, and 2,811 abstentions.
They also approved, for purposes of complying with Nasdaq Listing Rule 5635(d), the issuance of Class A common shares to Virage Recovery Master LP upon exercise of the VRM Warrants, with 5,082,916 votes for, 143,965 against, 4,810 abstentions, and 1,643,859 broker non-votes.
MSP Recovery, Inc. (MSPR) reports continued operational activity but clear liquidity and legal timing risks. The company identified recoverable claims using proprietary Algorithms and reported total recoveries of $1.4 million for the six months ended June 30, 2025 and gross recoveries of $18.1 million for 2024. Intangible assets related to a consolidated VIE were $1.2 billion at June 30, 2025 versus $1.4 billion at December 31, 2024. The company disclosed significant related-party interest expense (e.g., $92.9 million and $182.3 million reported in certain periods) and material related-party balances. Working capital funding included $2.1 million from Yorkville (with $0.36 million unfunded) and $6.8 million advanced under the Hazel Working Capital Credit Facility; however, no capacity remains under that facility as of the filing. Legal risk: an Eleventh Circuit ruling could reduce PVPRC by an estimated $10.8 billion if applied broadly, and the company is pursuing tolling and other legal strategies. The company also disclosed that it has not recognized certain TRA liabilities because realization was deemed not probable.
MSP Recovery, Inc. confirmed its Standby Equity Purchase Agreement (SEPA) with Yorkville remains active, under which it may sell up to $250.0 million of common stock subject to conditions. Yorkville agreed to provide convertible promissory note advances with aggregate principal of $16.5 million. The filing details five prior notes (combined principal $16.5 million) with net proceeds disclosed for each issuance and a sixth Convertible Note for $0.75 million whose net proceeds will be disbursed in two payments of $0.36 million on August 8 and August 15, 2025.
The Convertible Notes convert at the lower of a Fixed Price or 95% of the lowest daily VWAP during the five trading days before conversion, but not below a $0.50 floor, and conversions are limited to avoid Yorkville exceeding a 9.99% ownership cap. Yorkville may also require issuance of shares to offset outstanding note balances (a "Yorkville Advance"). The company disclosed its 2025 Annual Meeting results: ~6,226,781 shares (≈75.53%) present; three Class III directors were reelected and the ratification vote for Deloitte as auditor passed, while the company previously engaged Baker Tilly to serve as its independent auditor for the remainder of 2025 beginning in Q3.