Cohen & Company Inc. (COHN) CFO has 7,051 shares withheld for taxes

Rhea-AI Filing Summary

Cohen & Company Inc.'s EVP, CFO and Treasurer Joseph W. Pooler Jr. reported a tax-related share withholding. On February 3, 2026, the company withheld 7,051 shares of common stock at $18.69 per share to cover taxes on a restricted stock vesting.

The withholding relates to the vesting on January 31, 2026 of 15,500 restricted shares previously granted under the company’s 2020 Long-Term Incentive Plan. After this transaction, Pooler directly beneficially owned 75,891 common shares of Cohen & Company Inc.

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

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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^*

Pooler Joseph W. Jr.

(Last) (First) (Middle)

C/O COHEN & CO INC.,

2929 ARCH STREET, SUITE 1703

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, CFO and Treasurer

3. Date of Earliest Transaction (Month/Day/Year)
02/03/2026

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	02/03/2026		F		7,051(1)	D	$18.69	75,891	D

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

Explanation of Responses:

1. Represents shares of common stock of Cohen & Company Inc. (the "Company") withheld by the Company to fund certain tax liabilities incurred by the reporting person in connection with the vesting, on January 31, 2026, of 15,500 shares of restricted stock granted to the reporting person by the Company pursuant to the Company's 2020 Long-Term Incentive Plan, as amended.

	/s/ Joseph W. Pooler, Jr.	02/05/2026
	** 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.

FAQ

What insider transaction did Cohen & Company Inc. (COHN) report on February 3, 2026?

Cohen & Company Inc. reported a tax-related share withholding for EVP and CFO Joseph W. Pooler Jr. On February 3, 2026, the company withheld 7,051 common shares at $18.69 per share to cover taxes from a restricted stock vesting.

How many Cohen & Company Inc. (COHN) shares were withheld for taxes from the CFO?

The company withheld 7,051 common shares from EVP and CFO Joseph W. Pooler Jr. These shares were retained by the company to fund tax liabilities triggered by the vesting of a previously granted restricted stock award on January 31, 2026.

What restricted stock vesting underpinned the February 2026 Form 4 for COHN?

The Form 4 relates to the vesting of 15,500 restricted shares granted to Joseph W. Pooler Jr. under Cohen & Company Inc.’s 2020 Long-Term Incentive Plan, as amended. The tax withholding transaction occurred after this vesting event.

How many Cohen & Company Inc. (COHN) shares does the CFO own after the reported transaction?

Following the February 3, 2026 tax withholding, EVP and CFO Joseph W. Pooler Jr. directly beneficially owned 75,891 common shares of Cohen & Company Inc., as reported in the Form 4 insider filing submitted to the SEC.

Was the February 3, 2026 COHN insider transaction an open-market sale?

No, the transaction was not an open-market sale. It was a tax withholding event, where Cohen & Company Inc. retained 7,051 shares from a restricted stock vesting to cover the reporting person’s resulting tax obligations.

Which equity plan governed the restricted stock in the COHN Form 4 filing?

The restricted stock was granted under Cohen & Company Inc.’s 2020 Long-Term Incentive Plan, as amended. The vesting of 15,500 restricted shares under this plan led to the February 3, 2026 tax withholding transaction reported on Form 4.