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PRE-MKT · 04:35 ET
Market ClerkRecap
Mon Oct 26 · pre-market1 signal on Oct 2494 insider buys this week · $48.3MCIRO short report next: Oct 31The week ahead

COHN

Cohen & Co Inc.
NYSE · FINANCIALS · SECURITY BROKERS, DEALERS & FLOTATION COMPANIES
9.20
+0.09 +0.99%
USD · close Oct 23
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Work order
0
FLAG · shorts 0
Insiders, 90 days
0
no open-market filings in 90 days
Congress, 90 days
0 / 0
no disclosures naming it
Big money
0 / 15
none of the tracked funds disclose it
Calls on record
0
nobody we score has called it yet
MKT CAP $29.7MP/E 2.0DIV YIELD —FCF YIELD -27.34%REV TTM $314.3M +126.4%NET INCOME $17.8M +818.3%NET CASH $11.3M52W 9.11 – 32.39SEC XBRL · TTM TO Invalid Date

How COHN rewrote its risk factors

10-K ITEM 1A · FY2024 → FY2025
Text kept
68%
of sentences unchanged
Added
223
new sentences
Dropped
197
sentences removed
Length
+452
words, now 35,706

New in FY2025

  • Item 1A — Risk Factors.” Actual results may differ materially as a result of various factors, some of which are outside our control, including the following: • a decline in general economic conditions or the global financial markets; • economic uncertainty and capital markets disruption that has been significantly impacted by geopolitical instability; • losses and reduced transaction volumes as a result of increasing interest rates and inflation; • risks and liabilities due to our investments in the equity interests of SPACs and SPAC sponsor entities including the risk of increased regulation applicable to SPACs, risks regarding litigation in connection with the SPACs in which we invest and those we sponsor, uncertainty of whether the SPACs in which we invest and those we sponsor will consummate a business combination, significant competition for business opportunities in the SPAC industry, write-downs or write-offs with respect to the securities that we hold subsequent to the consummation of an initial business combination by the SPACs in which we invest and those we sponsor, and the target of a SPAC being an early-stage and financially unstable company; • losses caused by financial or other problems experienced by third parties; • losses due to unidentified or unanticipated risks; • losses (whether realized or unrealized) on our principal investments, including those we receive as non-cash consideration for investment banking services provided; • a lack of liquidity, i.e., ready access to funds for use in our businesses, or the availability of financing at prohibitive rates; • the ability to attract and retain personnel; • the ability to meet regulatory capital requirements administered by federal agencies; • the ability to pay dividends ; • an inability to generate incremental income from acquired, newly established, or expanded businesses; • unanticipated market closures due to inclement weather or other disasters; • the volume of trading in securities including collateralized securities transactions; • the liquidity in capital markets; • the creditworthiness of our correspondents, trading counterparties, and banking and margin customers; • changing interest rates and their impacts on U.S. residential mortgage volumes; • competitive conditions in each of our business segments; • the availability of borrowings under credit lines, credit agreements, warehouse agreements, and our credit facilities; • the potential misconduct or errors by our employees or by entities with whom we conduct business; and • the potential for litigation and other regulatory liability.
  • (formerly Institutional Financial Markets, Inc.), a Maryland corporation, and its subsidiaries on a consolidated basis; and “Cohen & Company, LLC” or the “Operating LLC” refer to the main operating subsidiary of the Company.
  • “Cohen Securities” refers to Cohen & Company Securities, LLC, a wholly owned broker-dealer subsidiary of Cohen & Company Securities Holdings, L.P.
  • Cohen Securities Holdings is a wholly owned subsidiary of the Operating LLC.
  • Prior to July 1, 2025, Cohen & Company Securities, LLC was known as J.V.B.
  • "CCM" refers to Cohen & Company Capital Markets, a division of Cohen Securities, the Company's full-service boutique investment bank providing capital markets and special purpose acquisition company ("SPAC") advisory services to corporations, financial sponsors, investors, and institutions.
  • "CCFESA" refers to Cohen & Company Financial (Europe) S.A., a majority owned subsidiary regulated by the Autorité de Contrôle Prudentiel et de Résolution ("ACPR") in France; and “CCFEL” refers to Cohen & Company Financial (Europe) Limited, a wholly owned subsidiary of the Operating LLC formerly regulated by the Central Bank of Ireland (the “CBI”).
  • Our Capital Markets business segment consists of sales, trading, gestation repo financing, new issue placements in corporate and securitized products, underwriting, and advisory services, operating primarily through our subsidiaries, Cohen Securities in the United States (the “U.S.”) and CCFESA in Europe.
  • A division of Cohen Securities, Cohen & Company Capital Markets (“CCM”) is our full-service boutique investment bank providing capital markets and special purpose acquisition corporation ("SPAC") advisory services to corporations, financial sponsors, investors, and institutions.
  • Our Capital Markets business segment also includes investment returns on financial instruments that we have received as consideration for investment banking and new issue services provided by CCM.
  • Our Asset Management business segment manages assets through investment vehicles, such as investment funds, managed accounts, joint ventures, and collateralized debt obligations (“CDOs”) (collectively, “Investment Vehicles”).
  • As of December 31, 2025, we had approximately $1.4 billion of assets under management (“AUM”) in primarily fixed income assets in a variety of asset classes including European bank and insurance trust preferred securities (“TruPS”), debt issued by small and medium sized European, U.S., and Bermudian insurance and reinsurance companies, and commercial real estate loans.
  • Our Principal Investing business segment is comprised primarily of investments we have made for the purpose of earning an investment return rather than investments made to support our trading or other capital markets business activity.
  • Capital Markets Our Capital Markets business segment consists primarily of sales, trading, gestation repo financing, new issue placements in corporate and securitized products, underwriting, and advisory services operating primarily through our subsidiaries, Cohen Securities in the U.S. and CCFESA in Europe.
  • Cohen Securities is our sole operating U.S. broker-dealer, under our Cohen Securities Holdings subsidiary, and is a member of the Financial Industry Regulatory Authority (“FINRA”) and the Securities Industry Protection Corporation (“SIPC”).
  • CCM was established in 2021 as a division of Cohen Securities to address the coverage gaps and structural shortfalls at leading investment banks.
  • CCM is a full-service boutique investment bank providing capital markets and SPAC advisory services to corporations, financial sponsors, investors, and institutions.
  • CCM is one of the most active SPAC advisors on Wall Street with differentiated and inventive products for clients, and a focus on frontier technologies, digital assets, energy transition, and natural resources.
  • As of December 31, 2025, CCM had 28 investment banking professionals with substantial industry and capital markets experience.
  • Our sales and trading group provides trade execution to corporate investors, institutional investors, mortgage originators, and other smaller broker-dealers.
  • We specialize in a variety of products, including but not limited to: corporate bonds and loans, SPAC equity, preferred equity, asset-backed securities (“ABS”), mortgage backed securities (“MBS”), residential mortgage-backed securities (“RMBS”), collateralized bond obligations (“CBOs”), collateralized mortgage obligations (“CMOs”), municipal securities, to-be-announced securities (“TBAs”) and other forward agency MBS contracts, Small Business Administration ("SBA") loans, U.S. government bonds, U.S. government agency securities, brokered deposits and certificates of deposit (“CDs”) for small banks, and hybrid capital of financial institutions including whole loans and other structured financial instruments.
  • In addition, Cohen Securities operates a gestation repo financing program.
  • In general, Cohen Securities lends money to a counterparty after obtaining collateral securities from that counterparty via a reverse repurchase agreement.
  • Cohen Securities also borrows money from another counterparty using the same collateral securities via a repurchase agreement.
  • Cohen Securities seeks to earn net interest margin or fees on these transactions.
  • For on balance sheet trades, Cohen Securities borrows from one counterparty and lends to another on a principal basis and earns net interest margin.
  • For agency trades, Cohen Securities receives a fee (which is paid by the borrower and is a function of the reverse repo notional amount), while the borrower and lender transact with each other directly.
  • Our Capital Markets business segment generates revenue through the following activities: (1) trading activities, which include execution and brokerage services, gestation repo, riskless trading activities as well as gains and losses (unrealized and realized), and income and expense earned on securities classified as trading and (2) investment banking and new issue revenue comprised of (a) origination fees for newly created financial instruments originated by us, (b) revenue from advisory services, (c) underwriting, (d) new issue revenue associated with arranging and placing the issuance of newly created financial instruments, and (e) any investment returns on financial instruments that we have acquired or received as consideration for services provided by CCM.
  • Our Capital Markets business segment has offices in Boca Raton (Florida), Charlotte (North Carolina), Houston (Texas), Memphis (Tennessee), Menlo Park (California), New York City (New York), Paris (France), and Philadelphia (Pennsylvania).
  • From time to time, CCM receives financial instruments as consideration for investment banking and new issue services provided.
  • We generally record the fair value of this investment consideration as investment banking and new issue revenue at the time it is received, and record subsequent gains and losses, including periodic mark-to-market unrealized gains and losses, as an adjustment to investment banking and new issue revenue, which remains in the Capital Markets segment.
  • A description of our investment portfolio can be found under the heading "Principal Investing" below, reflecting the value as of December 31, 2025 of the financial instruments that CCM has acquired or received as consideration for services provided.
  • Our commercial real estate lending platform (“CRE Opportunities” or "CREO"), which operates outside of Cohen Securities, was created in 2021 with a primary focus on multi-family transitional loans and a team of professionals with extensive origination, underwriting, and securitization experience in the commercial real estate market.
  • Any CREO origination activities are considered part of our Capital Markets business segment.
  • As of December 31, 2025, we had $1.4 billion in AUM.
  • As of December 31, 2025, we had four subsidiaries that act as managers to our Investment Vehicles.
  • ASSETS UNDER MANAGEMENT (Dollars in Millions) As of December 31, 2025 2024 2023 2022 2021 PriDe Funds and Other Managed Accounts $ $ $ $ $ U.S.
  • Insurance JV CREO JV - - SPAC Fund - - - SPAC Series Funds Non-CDO Investment Vehicles 1,332 1,359 1,362 1,063 1,118 Alesco CDOs - 1,099 Dekania Europe CDOs.
  • Total CDO AUM 1,053 1,240 Total AUM $ 1,433 $ 2,325 $ 2,357 $ 2,116 $ 2,358 A description of Investment Vehicles that are included in the chart above is set forth below.
  • In November 2024, the fourth vintage Investment Vehicles in the series of these funds closed with total initial commitments of €337 million (subsequently increased to €475.5 million), an initial investment period of three years, and a maturity date of November 2037.

and 183 more.

Gone since FY2024

  • Item 1A — Risk Factors.” Actual results may differ materially as a result of various factors, some of which are outside our control, including the following: • a decline in general economic conditions or the global financial markets; • economic uncertainty and capital markets disruption which has been significantly impacted by geopolitical instability; • losses and reduced transaction volumes as a result of increasing interest rates and inflation; • risks and liabilities due to our investments in the equity interests of SPACs and SPAC sponsor entities including the risk of increased regulation applicable to SPACs, risks regarding litigation in connection with the SPACs in which we invest and those which we sponsor, uncertainty of whether the SPACs in which we invest and those we sponsor will consummate a business combination, significant competition for business opportunities in the SPAC industry, write-downs or write-offs with respect to the securities which we hold subsequent to the consummation of an initial business combination by the SPACs in which we invest and those which we sponsor, and the target of a SPAC being an early-stage and financially unstable company; • losses caused by financial or other problems experienced by third parties; • losses due to unidentified or unanticipated risks; • losses (whether realized or unrealized) on our principal investments; • a lack of liquidity, i.e., ready access to funds for use in our businesses, or the availability of financing at prohibitive rates; • the ability to attract and retain personnel; • the ability to meet regulatory capital requirements administered by federal agencies; • the ability to pay dividends ; • an inability to generate incremental income from acquired, newly established, or expanded businesses; • unanticipated market closures due to inclement weather or other disasters; • the volume of trading in securities including collateralized securities transactions; • the liquidity in capital markets; • the creditworthiness of our correspondents, trading counterparties, and banking and margin customers; • changing interest rates and their impacts on U.S. residential mortgage volumes; • competitive conditions in each of our business segments; • the availability of borrowings under credit lines, credit agreements, warehouse agreements, and our credit facilities; • the potential misconduct or errors by our employees or by entities with whom we conduct business; and • the potential for litigation and other regulatory liability.
  • (formerly Institutional Financial Markets, Inc.), a Maryland corporation, and its subsidiaries on a consolidated basis; and “Cohen & Company, LLC” (formerly IFMI, LLC) or the “Operating LLC” refer to the main operating subsidiary of the Company.
  • “JVB Holdings” refers to JVB Financial Holdings, L.P., a wholly owned subsidiary of the Operating LLC; “JVB” refers to J.V.B.
  • Financial Group, LLC, a wholly owned broker-dealer subsidiary of JVB Holdings; "CCFESA" refers to Cohen & Company Financial (Europe) S.A., a majority owned subsidiary regulated by the Autorité de Contrôle Prudentiel et de Résolution ("ACPR") in France; and “CCFEL” refers to Cohen & Company Financial (Europe) Limited, a wholly owned subsidiary of the Operating LLC formerly regulated by the Central Bank of Ireland (the “CBI”).
  • Our Capital Markets business segment consists of fixed income sales, trading, gestation repo financing, new issue placements in corporate and securitized products, underwriting, and advisory services, operating primarily through our subsidiaries, JVB in the United States (the “U.S.”) and CCFESA in Europe.
  • A division of JVB, Cohen & Company Capital Markets (“CCM”) is our full-service boutique investment bank that focuses on mergers and acquisitions (“M&A”), capital markets, and SPAC advisory services.
  • Our Capital Markets business segment also includes investment returns on financial instruments that we have received as consideration for advisory, underwriting, and new issue placement services provided by CCM.
  • Our Asset Management business segment manages assets through investment vehicles, such as collateralized debt obligations (“CDOs”), managed accounts, joint ventures, and investment funds (collectively, “Investment Vehicles”).
  • As of December 31, 2024, we had approximately $2.3 billion of assets under management (“AUM”) in primarily fixed income assets in a variety of asset classes including U.S. and European bank and insurance trust preferred securities (“TruPS”), debt issued by small and medium sized European, U.S., and Bermudian insurance and reinsurance companies, equity interests of SPACs and their sponsor entities, and commercial real estate loans.
  • Our Principal Investing business segment is comprised primarily of investments we hold related to our SPAC franchise and investments that we have made for the purpose of earning an investment return rather than investments made to support our trading or other capital markets business activity.
  • Capital Markets Our Capital Markets business segment consists primarily of fixed income sales, trading, gestation repo financing, new issue placements in corporate and securitized products, underwriting, and advisory services operating primarily through our subsidiaries, JVB in the U.S. and CCFESA in Europe.
  • JVB is our sole operating U.S. broker-dealer, under our JVB Holdings subsidiary, and is a member of the Financial Industry Regulatory Authority (“FINRA”) and the Securities Industry Protection Corporation (“SIPC”).
  • CCM was established in 2021 as a division of JVB to address the coverage gaps and structural shortfalls at leading investment banks.
  • CCM is a boutique investment bank that provides innovative strategic and financial advice in M&A, capital markets, and SPAC advisory services.
  • CCM is one of the most active SPAC advisors on Wall Street with differentiated and inventive products for clients.
  • As of December 31, 2024, CCM had 21 investment banking professionals with substantial industry and capital markets experience.
  • Our fixed income sales and trading group provides trade execution to corporate investors, institutional investors, mortgage originators, and other smaller broker-dealers.
  • We specialize in a variety of products, including but not limited to: corporate bonds and loans, asset-backed securities (“ABS”), mortgage backed securities (“MBS”), residential mortgage-backed securities (“RMBS”), collateralized bond obligations (“CBOs”), collateralized mortgage obligations (“CMOs”), municipal securities, to-be-announced securities (“TBAs”) and other forward agency MBS contracts, Small Business Administration loans ("SBA loans"), U.S. government bonds, U.S. government agency securities, brokered deposits and certificates of deposit (“CDs”) for small banks, and hybrid capital of financial institutions including whole loans and other structured financial instruments.
  • In addition, JVB operates a gestation repo financing program.
  • In general, JVB lends money to a counterparty after obtaining collateral securities from that counterparty via a reverse repurchase agreement.
  • JVB also borrows money from another counterparty using the same collateral securities via a repurchase agreement.
  • JVB seeks to earn net interest margin on these transactions.
  • For on balance sheet trades, JVB borrows from one counterparty and lends to another on a principal basis and earns net interest margin.
  • For agency trades, JVB receives a fee (which is paid by the borrower and is a function of the reverse repo notional amount), while the borrower and lender transact with each other directly.
  • From 2017 through 2021, we also operated a matched book general collateral funding (“GCF”) repo business as a full netting member of the Fixed Income Clearing Corporation’s (“FICC”) Government Services Division.
  • Primarily due to reduced spreads in the repo market for GCF collateral, we exited the GCF business in 2021.
  • Our Capital Markets business segment generates revenue through the following activities: (1) trading activities, which include execution and brokerage services, gestation repo, riskless trading activities as well as gains and losses (unrealized and realized), and income and expense earned on securities classified as trading, (2) new issue and advisory revenue comprised of (a) origination fees for newly created financial instruments originated by us, (b) revenue from advisory services, (c) underwriting, and (d) new issue revenue associated with arranging and placing the issuance of newly created financial instruments, and (3) any investment returns on financial instruments that we have acquired or received as consideration for services provided by CCM.
  • Our Capital Markets business segment has offices in Boca Raton (Florida), Memphis (Tennessee), Menlo Park (California), New York City (New York), Paris (France), and Philadelphia (Pennsylvania).
  • From time to time, CCM receives financial instruments as consideration for advisory, underwriting, and new issue placement services provided.
  • We generally record the fair value of the investment consideration as new issue and advisory revenue at the time it is received, and record subsequent gains and losses, including periodic mark-to-market unrealized gains and losses, as principal transactions revenue, which remain in the Capital Markets segment.
  • A description of our investment portfolio can be found under the heading "Principal Investing" below, reflecting the value as of December 31, 2024 of the financial instruments that CCM has acquired or received as consideration for services provided.
  • Our commercial real estate lending platform (“CRE Opportunities” or "CREO"), which operates outside of JVB, was created in 2021 with a primary focus on multi-family transitional loans and a team of professionals with extensive origination, underwriting, and securitization experience in the commercial real estate market.
  • As of December 31, 2024, we had $2.3 billion in AUM.
  • As of December 31, 2024, we had four subsidiaries that act as managers to our Investment Vehicles.
  • ASSETS UNDER MANAGEMENT (Dollars in Millions) As of December 31, 2024 2023 2022 2021 2020 PriDe Funds and Other Managed Accounts $ $ $ $ $ U.S.
  • Insurance JV CREO JV - - - SPAC Fund - - SPAC Series Funds Non-CDO Investment Vehicles 1,359 1,362 1,063 1,118 Alesco CDOs 1,099 1,890 Dekania Europe CDOs.
  • Total CDO AUM 1,053 1,240 2,057 Total AUM $ 2,325 $ 2,357 $ 2,116 $ 2,358 $ 2,769 A description of Investment Vehicles that were under management as of December 31, 2024 is set forth below.
  • In November 2024, the fourth vintage Investment Vehicles in the series of these funds closed with total commitments of €337 million, an initial investment period of three years, and a maturity date of November 2037.
  • AUM of the PriDe Funds and other managed accounts was $855.3 million as of December 31, 2024.
  • As of December 31, 2024, the NAV of the U.S.

and 157 more.

Sentence-level comparison of Item 1A in the two most recent 10-Ks (FY2024 ↗, FY2025 ↗). A reworded sentence counts as one dropped and one added, so heavy edits read as low “kept”. Headings and page furniture are stripped; nothing is summarised by a model.

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