MSP Recovery Inc-A美股招股说明书(2026-07-13版)

32,220 Shares of Class A Common Stock This prospectus supplement no. 65 amends and supplements the prospectus dated May 4, 2024 (as supplemented or amendedfrom time to time, the “Prospectus”), which forms a part of our Registration Statement on Form S-1 (No. 333-268616). Thisprospectus supplement is being filed to update and supplement the information in the Prospectus with the information contained in ourCurrent Report on Form 8-K, filed with the Securities and Exchange Commission (the “SEC”) on July 13, 2026 (the “CurrentReport”). Accordingly, we have attached the Current Report to this prospectus supplement. This prospectus relates to the offer and sale from time to time by the selling securityholders named in this prospectus (the“Selling Securityholders”), or their permitted transferees, of up to 32,220 shares of our Class A Common Stock, par value $0.0001 pershare, held by the Selling Securityholders (the “Total Resale Shares”), including up to 15,239 shares of our Class A Common Stockissuable upon exercise of the Class A Common Stock Underlying Warrant (the “CPIA Warrant”) pursuant to an Amendment to theClaim Proceeds Investment Agreement (the “Amendment”) and a Warrant Agreement (the “Warrant Agreement”) with Brickell KeyInvestments LP (the “CPIA Holder”). As the exercise price of the CPIA Warrant is only $0.4375 per share, should the CPIA Holderexercise the CPIA Warrant, we would only receive nominal proceeds therefrom. Our Common Stock, Public Warrants and New Warrants are listed on OTC Markets under the symbols “MSPR,” “MSPRZ,” and“MSPRW.” On July 10, 2026, the closing price of Common Stock was $0.0185 per share, the closing price of our Public Warrants was$0.0058 per warrant and the closing price of our New Warrants was $0.0001 per warrant. Effective at 11:59 PM EDT on September 1, 2025, the Company amended its Second Amended and Restated Certificate ofIncorporation filed with the Secretary of State of the State of Delaware to effect a 1-for-7 reverse stock split of the Company’scommon stock (the “Reverse Split”). Unless otherwise noted, the share and per share information in this Prospectus SupplementNo.65 have been adjusted to give effect to the Reverse Split. Investing in our securities involves risks. Before you invest in our securities, please carefully read the informationprovided in the“Risk Factors”section beginning on page 9 of the Prospectus and any in any applicable prospectus supplement,and Item IA of our Annual Report on Form 10-K for the fiscal year ending December 31, 2024, filed with the SEC on April 16,2025. Neither the SEC nor any state securities commission has approved or disapproved of the securities to be issued under theProspectus or determined if the Prospectus or this prospectus supplement is truthful or complete. Any representation to thecontrary is a criminal offense. The date of this prospectus supplement is July 13, 2026. UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549 FORM 8-K CURRENT REPORTPURSUANT TO SECTION 13 OR 15(D)OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 8, 2026 (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrantunder any of the following provisions: ☐Written communications pursuant to Rule 425 under the Securities Act☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter). Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Item 1.01. Entry into a Material Definitive Agreement On July 8, 2026, MSP Recovery, Inc. (the “Company”) entered into a letter agreement (the “July 2026 VRM Letter Agreement”)with VRM MSP Recovery Partners, LLC (“VRM”), pursuant to which VRM agreed to provide a one-time advance of $0.3 million (the“Additional Advance”) to support certain operating expenses of the Company, in accordance with an operating budget previouslyapproved by VRM. The July 2026 VRM Letter Agreement provides that the Additional Advance is a one-time accommodation and does not obligateVRM or its affiliates to provide any future funding. VRM expressly reserved all rights under the existing transaction documentsgoverning the parties’ relationship. In