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Cohen & Co Inc. Proxy Solicitation & Information Statement 2011

Apr 26, 2011

34911_rns_2011-04-26_8db053ac-f83f-41c0-91ff-cf60f4443c38.zip

Proxy Solicitation & Information Statement

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DEFA14A 1 ddefa14a.htm DEFINITIVE ADDITIONAL MATERIALS Definitive Additional Materials

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

(RULE 14a-101)

INFORMATION REQUIRED IN PROXY STATEMENT

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the Securities

Exchange Act of 1934

Filed by the Registrant x Filed by a Party other than the Registrant ¨

Check the appropriate box:

¨ Preliminary Proxy Statement.
¨ Confidential, for use of the Commission Only (as permitted by Rule 14a-6(e)(2)).
¨ Definitive Proxy Statement.
x Definitive Additional Materials.
¨ Soliciting Material Pursuant to § 240. 14a-12.
Institutional Financial Markets, Inc.
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)
Payment of Filing Fee (Check the appropriate box):
x No fee required.
¨ Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
(1) Title of each class of securities to which transaction applies:
(2) Aggregate number of securities to which transaction applies:
(3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined):
(4) Proposed maximum aggregate value of transaction:
(5) Total fee paid:
¨ Fee paid previously with preliminary materials.
¨ Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify
the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
(1) Amount Previously Paid:
(2) Form, Schedule or Registration Statement No.:
(3) Filing Party:
(4) Date Filed:

***** Exercise Your** Right **to Vote *****

Important Notice Regarding the Availability of Proxy Materials for the

Shareholder Meeting to Be Held on June 07, 2011

Meeting Information — Meeting Type: Annual Meeting
For holders as of: April 05, 2011
Date: June 07, 2011 Time: 10:00 AM EDT
Location: Cira Centre
2929 Arch Street, Mezzanine
Philadelphia, PA 19104
You are receiving this communication because you hold
shares in the above named company.
This is not a ballot. You cannot use this notice to
vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see
reverse side).
We encourage you to access and review all of the
important information contained in the proxy materials before voting.
See
the reverse side of this notice to obtain proxy materials and voting instructions.

— Before You Vote —

How to Access the Proxy Materials

Proxy Materials Available to VIEW or RECEIVE:
1. Notice & Proxy
Statement 2. Annual Report on Form 10-K How to View Online:
Have the information that is printed in the box marked by the arrow g (located on the following page) and visit: www.proxyvote.com.
How to Request and Receive a PAPER or E-MAIL
Copy:
If you want to receive a paper or e-mail copy of these
documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request:
1) BY INTERNET : www.proxyvote.com
2) BY TELEPHONE : 1-800-579-1639
3) BY E-MAIL* : [email protected]
* If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the
box marked by the arrow g (located on the following page) in the subject line. Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor.
Please make the request as instructed above on or before May 24, 2011 to facilitate timely delivery.

— How To Vote —

Please Choose One of the Following Voting Methods

Vote In Person: If you choose to vote these shares in person at the meeting, you must request a “ legal proxy. ” To do so,
please follow the instructions at www.proxyvote.com or request a paper copy
of the materials, which will contain the appropriate instructions. Many shareholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check
the meeting materials for any special requirements for meeting attendance. Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in
the box marked by the arrow g available and follow the instruction. Vote By Mail: You can vote by mail by requesting
a paper copy of the materials, which will include a voting instruction form.

Voting items

The Board of Directors recommends that you

vote FOR the following:

  1. Election of Directors

Nominees

01 Walter T. Beach 06 Joseph M. Donovan 02 Rodney E. Bennett 07 Jack Haraburda 03 Daniel G. Cohen 08 Neil S. Subin 04 Thomas P. Costello 09 Lance Ullom 05 G. Steven Dawson 10 Charles W. Wolcott

The Board of Directors recommends you vote FOR the following proposal(s):

  1. To approve the Amendment No. 1 to the Institutional Financial Markets, Inc. 2010 Long-Term Incentive Plan.

  2. To ratify the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2011.

NOTE:
THE VOTES ENTITLED TO BE CAST BY THE UNDERSIGNED WILL BE CAST AS
DIRECTED. IF THIS PROXY IS EXECUTED BUT NO DIRECTION IS INDICATED, THE VOTES ENTITLED TO BE CAST BY THE UNDERSIGNED WILL BE CAST FOR THE
ELECTION OF ALL TEN DIRECTOR NOMINEES LISTED ABOVE AND FOR PROPOSALS 2 AND 3.