This Amendment No. 2 (Amendment No. 2) to Schedule 13D relates to
the Class A Common Stock, par value $0.0001 per share (the Class A Shares), of MSP Recovery, Inc., a Delaware corporation (the Issuer), and amends and supplements the initial statement on
Schedule 13D filed by Cano Health, Inc., a Delaware corporation (the Reporting Person), with the Securities and Exchange Commission (SEC) on July 17, 2023, as amended by Amendment No. 1 to the Schedule
13D filed with the SEC on January 12, 2024 (as so amended, the Schedule 13D). Capitalized terms used but not defined in this Amendment No. 2 shall have the same meanings ascribed to them in the Schedule 13D.
Item 5. Interest in Securities of the Issuer.
Items 5(a)-(c) of the Schedule 13D are hereby amended and restated as follows:
(a) and (b) The percentage of beneficial ownership of the Class A Shares reported in this Schedule 13D assumes 14,415,930
Class A Shares outstanding as of November 27, 2023, based on information set forth in the Form S-1/A filed by the Issuer on December 8, 2023 (the Form
S-1/A).
As of January 23, 2024, the aggregate number and percentage of
Class A Shares beneficially owned by the Reporting Person and, for the Reporting Person, the number of shares as to which there is sole power to vote or to direct the vote, shared power to vote or to direct the vote, sole power to dispose or to
direct the disposition, or shared power to dispose or to direct the disposition are set forth on rows 7 through 11 and row 13 of the cover page of this Schedule 13D and are incorporated herein by reference.
As of January 23, 2024, Cano Health, LLC, an indirect subsidiary of the Reporting Person, directly owns the 6,125,998 Class A Shares
reported herein representing approximately 42.5% of the Class A Shares outstanding.
The 6,125,998 Class A Shares beneficially
owned by the Reporting Person represent approximately 4.4% of the Issuers total outstanding voting shares. The Reporting Persons voting power percentage assumes an aggregate of 138,669,106 shares of Issuer voting stock outstanding,
consisting of (x) 14,415,930 Class A Shares outstanding as of November 27, 2023, based on information set forth in the Form S-1/A, and (y) 124,253,176 shares of the Issuers Class V common
stock, par value $0.0001 per share (the Class V Shares) outstanding as of November 27, 2023, based on information set forth in the Form S-1/A. The Class A Shares
and Class V Shares each are entitled to one vote per share on matters submitted to a vote of the Issuers stockholders.
Any
beneficial ownership of Class A Shares by a Covered Person is set forth on Annex A attached hereto.
(c) Except as described in
this Schedule 13D or in Annex B attached hereto, the Reporting Person has not effected any transactions in the Issuers Class A Shares since the filing of Amendment No. 1 to the Schedule 13D on January 12, 2024 through
January 23, 2024.