Pooler Joseph W. Jr. 4

What Happened
Joseph W. Pooler Jr., EVP, Chief Financial Officer and Treasurer of Cohen & Co Inc. (COHN), was granted 160,000 restricted membership units designated as LTIP Units in the Company’s operating subsidiary on 2026-03-06. The grant is reported as a derivative award (transaction code A) with a reporting price of $0.00 (profits‑interest style LTIP). The award vests 20% each year over five years, subject to continued service.

Key Details

• Transaction date: 2026-03-06; transaction type: Award/Grant (derivative), code A. Reported acquisition price: $0.00.
• Award size: 160,000 restricted LTIP Units. Reported total value on Form 4: $0.
• Vesting: 20% on each of the first through fifth anniversaries of the grant date (subject to continued service).
• Conversion/redemption: After vesting and subject to plan/LLC agreement, LTIP Units may be converted one-for-one into Operating LLC Units; those Units may then be redeemed at the Company's option for cash or for one share of COHN common stock per ten Units.
• Shares owned after transaction: Not disclosed in this filing.
• Filing timeliness: Reported on 2026-03-06 (same reporting period), no late filing indicated.

Context
This is a long-term incentive (LTIP) profits‑interest style award rather than an open‑market purchase or sale. Such grants are common for executive compensation and vest over time to align retention and performance; the $0 reporting reflects the profits‑interest structure for tax purposes, not necessarily the economic value to the insider.