0001193125-11-002261 Sample Contracts

AMENDMENT NO. 1 TO SECTION 382 RIGHTS AGREEMENT
Section 382 Rights Agreement • January 6th, 2011 • COHEN & Co INC. • Security brokers, dealers & flotation companies • New York

AMENDMENT NO. 1 TO SECTION 382 RIGHTS AGREEMENT, dated as of January 5, 2011 (the “Amendment”), between Cohen & Company Inc., a Maryland corporation (the “Company”), and Mellon Investor Services LLC (operating with the service name BNY Mellon Shareowner Services), a New Jersey limited liability company, as Rights Agent (the “Rights Agent”).

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