[Form 4] Cohen & Co Inc. Insider Trading Activity

Rhea-AI Filing Summary

Cohen & Co Inc. insider Mr. Cohen, who serves as Executive Chairman, director, and a 10% owner, reported an equity award and updated holdings. On 12/19/2025, he received 211,000 restricted membership units in Cohen & Company, LLC, a subsidiary, under the 2020 Long-Term Incentive Plan. The restrictions lapse in three equal parts on January 31, 2027, January 31, 2028, and January 31, 2029.

After each tranche vests, Mr. Cohen may have the units redeemed by the subsidiary for either cash or one share of Cohen & Co Inc. common stock for every ten units, at the company’s option. Following this grant, he reports 22,725,822 derivative securities held directly, 82,757 common shares held directly, and 80,000 common shares held indirectly through the EBC 2013 Family Trust, along with 5,252,002 membership units in the subsidiary owned by Cohen Bros. Financial, LLC, of which he is the sole member.

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

COHEN DANIEL G

(Last) (First) (Middle)

C/O COHEN & CO INC.,

2929 ARCH STREET, 17TH FLOOR

(Street)

PHILADELPHIA PA 19104-2870

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Cohen & Co Inc. [ COHN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Chairman

3. Date of Earliest Transaction (Month/Day/Year)
12/19/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	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
Common Stock, par value $0.01 per share								82,757	D
Common Stock, par value $0.01 per share								80,000	I	By EBC 2013 Family Trust

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
Cohen & Company, LLC Membership Units	(1)	12/19/2025		A		211,000		(1)	(1)	Common Stock, par value $0.01 per share	21,100(1)	$0.00	22,725,822	D(2)

Explanation of Responses:

1. 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, 2027, January 31, 2028 and January 31, 2029. 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.

2. 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.

	/s/ Joseph W. Pooler, Jr., as attorney-in-fact	12/19/2025
	** 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).
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FAQ

What insider transaction did Cohen & Co Inc. (COHN) report on this Form 4?

The filing reports that Mr. Cohen, Executive Chairman, director, and 10% owner of Cohen & Co Inc., received an award of 211,000 restricted membership units in Cohen & Company, LLC, the company’s subsidiary, on 12/19/2025.

How do the 211,000 restricted units granted to Mr. Cohen vest and convert at Cohen & Co Inc. (COHN)?

The 211,000 restricted membership units vest in three equal installments, with restrictions expiring on January 31, 2027, January 31, 2028, and January 31, 2029. After restrictions expire on a tranche, Mr. Cohen may cause the subsidiary to redeem those units for either cash or one share of Cohen & Co Inc. common stock for every ten units, at the company’s option.

What are Mr. Cohen’s reported derivative holdings related to Cohen & Co Inc. (COHN)?

After the reported transaction, Mr. Cohen reports owning 22,725,822 derivative securities directly, linked to Cohen & Company, LLC membership units and underlying Cohen & Co Inc. common stock.

How many Cohen & Co Inc. (COHN) common shares does Mr. Cohen own directly and indirectly?

Mr. Cohen reports holding 82,757 shares of Cohen & Co Inc. common stock directly. He also reports 80,000 common shares held indirectly through the EBC 2013 Family Trust.

What additional ownership does Mr. Cohen report in Cohen & Co Inc.’s subsidiary?

The filing states that 5,252,002 membership units in Cohen & Company, LLC, the operating subsidiary, are owned by Cohen Bros. Financial, LLC, a Delaware limited liability company of which Mr. Cohen is the sole member.

What is Mr. Cohen’s role at Cohen & Co Inc. (COHN) according to this filing?

Mr. Cohen is identified as a Director, a 10% Owner, and an OfficerExecutive Chairman of Cohen & Co Inc.