SEC FORM 4/A 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
 
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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*
NOMURA SECURITIES INTERNATIONAL INC

(Last) (First) (Middle)
WORLDWIDE PLAZA
309 WEST 49TH STREET

(Street)
NEW YORK NY 10019

(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)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/01/2022
4. If Amendment, Date of Original Filed (Month/Day/Year)
07/14/2022
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 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)
Code V Amount (A) or (D) Price
Class A Common Stock 06/02/2022 S 1,370 D $1.28 302,499(10) D(1)
Class A Common Stock 06/16/2022 X 50,000 A $0.0001 352,499(10) D(1)
Class A Common Stock 06/16/2022 S(2) 5 D $0.0001 352,494(10) D(1)
Class A Common Stock 06/23/2022 S 9,995 D $2.43 342,499(10) D(1)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Warrant (right to buy) $0.0001 06/01/2022 S 75,000 06/02/2022(10) 05/23/2027(3) Class A Common Stock 75,000 $0.9075(4) 202,500 D(1)
Warrant (right to buy) $0.0001 06/02/2022 S 25,000 06/02/2022(10) 05/23/2027 Class A Common Stock 25,000 $1.1(5) 177,500 D(1)
Warrant (right to buy) $0.0001 06/07/2022 S 24,700 06/02/2022(10) 05/23/2027 Class A Common Stock 24,700 $1.1311(6) 152,800 D(1)
Warrant (right to buy) $0.0001 06/08/2022 S 13,957 06/02/2022(10) 05/23/2027 Class A Common Stock 13,957 $1.172(7) 138,843 D(1)
Warrant (right to buy) $0.0001 06/10/2022 S 39,906 06/02/2022(10) 05/23/2027 Class A Common Stock 39,906 $1.0803(8) 98,937 D(1)
Warrant (right to buy) $0.0001 06/14/2022 S 21,437 06/02/2022(10) 05/23/2027 Class A Common Stock 21,437 $1.2802(9) 77,500 D(1)
Warrant (right to buy) $0.0001 06/16/2022 X 50,000 06/02/2022(10) 05/23/2027 Class A Common Stock 50,000 $0 27,500 D(1)
1. Name and Address of Reporting Person*
NOMURA SECURITIES INTERNATIONAL INC

(Last) (First) (Middle)
WORLDWIDE PLAZA
309 WEST 49TH STREET

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
1. Name and Address of Reporting Person*
NOMURA HOLDINGS INC

(Last) (First) (Middle)
9-1 NIHONBASHI 1-CHOME
CHUO-KU

(Street)
TOKYO M0 103-8645

(City) (State) (Zip)
Explanation of Responses:
1. These securities are owned by Nomura Securities International, Inc. ("NSI"). NSI is a wholly owned indirect subsidiary of Nomura Holdings, Inc. which accordingly may be deemed to beneficially own the shares owned by NSI.
2. Represents shares withheld in connection with a cashless exercise of warrants to purchase 50,000 shares of Common Stock at an exercise price of $0.0001 per share.
3. Unless earlier redeemed by the Issuer.
4. The price reported in Column 8 is a weighted average price. These warrants were sold in multiple transactions at prices ranging from $0.85 to $1.02, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of warrants sold at each separate price within the range set forth herein.
5. The price reported in Column 8 is a weighted average price. These warrants were sold in multiple transactions at prices ranging from $1.1 to $1.11, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of warrants sold at each separate price within the range set forth herein.
6. The price reported in Column 8 is a weighted average price. These warrants were sold in multiple transactions at prices ranging from $1.13 to $1.14, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of warrants sold at each separate price within the range set forth herein.
7. The price reported in Column 8 is a weighted average price. These warrants were sold in multiple transactions at prices ranging from $1.17 to $1.19, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of warrants sold at each separate price within the range set forth herein.
8. The price reported in Column 8 is a weighted average price. These warrants were sold in multiple transactions at prices ranging from $1.08 to $1.1, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of warrants sold at each separate price within the range set forth herein.
9. The price reported in Column 8 is a weighted average price. These warrants were sold in multiple transactions at prices ranging from $1.28 to $1.29, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of warrants sold at each separate price within the range set forth herein.
10. This Form 4 amendment is being filed to (1) correct the total number of shares of Class A Common Stock beneficially owned by the Reporting Persons following each transaction reported herein, by adding 164,999 shares that were inadvertently omitted from the original Form 4, and (2) correct the Date Exercisable for the reported Warrants with a $0.0001 strike price.
Nomura Securities International, Inc. /s/ Fernando Del Puerto, Managing Director 07/26/2022
Nomura Holdings, Inc. /s/ Samir Patel, Managing Director 07/26/2022
** 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.