Daniel G. Cohen - Dec 20, 2022 Form 4 Insider Report for Cohen & Co Inc. (COHN)

Role: Executive Chairman, Director, 10%+ Owner
Signature: /s/ Joseph W. Pooler, Jr., as attorney-in-fact
Stock symbol: COHN
Transactions as of: Dec 20, 2022
Transactions value $: $0
Form type: 4
Date filed: 12/20/2022, 09:45 AM
Previous filing: Dec 15, 2022
Next filing: Feb 17, 2023

Transactions Table

Type	Sym	Class	Shares After	Date	Ownership
holding	COHN	Common Stock, par value $0.01 per share	24K	Dec 20, 2022	Direct
holding	COHN	Common Stock, par value $0.01 per share	80K	Dec 20, 2022	By EBC 2013 Family Trust
holding	COHN	Common Stock, par value $0.01 per share	78.7K	Dec 20, 2022	By Cohen Bros. Financial, LLC

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	COHN	Cohen & Company, LLC Membership Units	Award	$0	+211K	+0.91%	$0.00	23.5M	Dec 20, 2022	Common Stock, par value $0.01 per share	21.1K		Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Mr. Cohen was awarded 211,000 restricted membership units ("Units") in Cohen & Company, LLC (the "Operating LLC"), a subsidiary of Cohen & Co Inc. (the "Company"), under the Company's 2020 Long-Term Incentive Plan, as amended. The restrictions expire with respect to one-third of the Units on each of January 31, 2024, January 31, 2025 and January 31, 2026. Following the expiration of the restrictions on the applicable Units, Mr. Cohen may cause the Operating LLC to redeem such Units at any time thereafter for, at the Company's option, (i) cash or (ii) one share of the Company's common stock for every ten Units.
F2	5,252,002 membership units in the Operating LLC are owned by Cohen Bros. Financial, LLC, a Delaware limited liability company of which Mr. Cohen is the sole member.

Content

Mr. Cohen was awarded 211,000 restricted membership units ("Units") in Cohen & Company, LLC (the "Operating LLC"), a subsidiary of Cohen & Co Inc. (the "Company"), under the Company's 2020 Long-Term Incentive Plan, as amended. The restrictions expire with respect to one-third of the Units on each of January 31, 2024, January 31, 2025 and January 31, 2026. Following the expiration of the restrictions on the applicable Units, Mr. Cohen may cause the Operating LLC to redeem such Units at any time thereafter for, at the Company's option, (i) cash or (ii) one share of the Company's common stock for every ten Units.

5,252,002 membership units in the Operating LLC are owned by Cohen Bros. Financial, LLC, a Delaware limited liability company of which Mr. Cohen is the sole member.