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Cohen & Co Inc. — Director's Dealing 2010
Mar 29, 2010
34911_dirs_2010-03-29_59bb0c81-fbe8-4018-aae6-8acffe992503.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: COHEN & Co INC. (COHN)
CIK: 0001270436
Period of Report: 2010-01-18
Reporting Person: Ricciardi Christopher (President, 10% Owner)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2010-01-18 | Common Stock, par value $0.001 | D | 11291 | $7.47 | Disposed | 0 | Indirect |
| 2010-01-18 | Common Stock, par value $0.001 | A | 11291 | $7.47 | Acquired | 18322 | Direct |
| 2010-01-18 | Common Stock, par value $0.001 | G | 11291 | $7.47 | Disposed | 7031 | Direct |
| 2010-01-18 | Common Stock, par value $0.001 | G | 11291 | $7.47 | Acquired | 1400169 | Indirect |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2010-01-18 | Recapitalized Cohen Brothers Membership Units | $ | D | 44925 | Disposed | Common Stock, par value $0.001 (44925) | Indirect | |
| 2010-01-18 | Recapitalized Cohen Brothers Membership Units | $ | A | 44925 | Acquired | Common Stock, par value $0.001 (44925) | Direct | |
| 2010-01-18 | Recapitalized Cohen Brothers Membership Units | $ | G | 44925 | Disposed | Common Stock, par value $0.001 (44925) | Direct | |
| 2010-01-18 | Recapitalized Cohen Brothers Membership Units | $ | G | 44925 | Acquired | Common Stock, par value $0.001 (44925) | Indirect |
Footnotes
F1: These 11,291 shares of the Company's common stock and 44,925 recapitalized membership units of Cohen Brothers, LLC ("CB") were distributed to the reporting person by The Christopher Ricciardi Irrevocable Annuity Retained Trust U/A/D January 16, 2008 (the "GRAT"), in satisfaction of a payment due from the GRAT and then were immediately gifted by the reporting person to the reporting person's spouse.
F2: The GRAT benefits the reporting person.
F3: Each CB membership unit is redeemable at the holder's option, at any time on or after June 16, 2010, for (i) cash in an amount equal to the average of the per share closing prices of the Company's common stock for the ten consecutive trading days immediately preceding the date the Company receives the holder's notice of redemption, or (ii) at the Company's option, one share of the Company's common stock, subject, in each case, to appropriate adjustment upon the occurrence of an issuance of additional shares of the Company's common stock as a dividend or other distribution on the Company's outstanding common stock, or a further subdivision or combination of the outstanding shares of the Company's common stock.