Cohen & Company (COHN) Proxy Filing summary

Executive summary

• Annual meeting scheduled for June 4, 2025, with virtual attendance available for shareholders.

• Shareholders are encouraged to review proxy materials and vote by June 3, 2025.

Voting matters and shareholder proposals

• Election of five directors: Daniel G. Cohen, G. Steven Dawson, Jack J. DiMaio, Jr., Jack Haraburda, and Diana Louise Liberto.

• Proposal to amend the 2020 Long-Term Incentive Plan, increasing authorized shares from 1,900,000 to 2,500,000.

• Advisory vote on executive compensation (say-on-pay) and on the frequency of future say-on-pay votes, with board recommending every three years.

• Ratification of Grant Thornton LLP as independent auditor for the year ending December 31, 2025.

• Proxies may vote on other matters arising at the meeting at their discretion.

Board of directors and corporate governance

• Board recommends voting for all director nominees and all proposals presented.