X0306 4 2020-02-13 0 0001270436 Cohen & Co Inc. COHN 0001247745 COHEN DANIEL G C/O COHEN & CO INC., 2929 ARCH STREET, 17TH FLOOR PHILADELPHIA PA 19104-2870 1 1 1 0 Chairman and CE Europe Common Stock, par value $0.01 per share 64113 D Common Stock, par value $0.01 per share 80000 I By EBC 2013 Family Trust Common Stock, par value $0.01 per share 76240 I By Cohen Bros. Financial, LLC Cohen & Company, LLC Membership Units 2020-02-13 4 A 0 508080 0.00 A Common Stock, par value $0.01 per share 50808 18859355 D Mr. Cohen was awarded 508,080 restricted membership units ("Units") in Cohen & Company, LLC (the "Operating LLC"), a subsidiary of Cohen & Co Inc. (the "Company"), under the Company's Second Amended and Restated 2010 Long-Term Incentive Plan, as amended. The restrictions expire with respect to half of the Units on January 31, 2021 and expire with respect to the remaining half of the Units on January 31, 2022. Following the expiration of the applicable restrictions on the 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. 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 2020-02-13