Cohen & Company Inc. filed a Form 8-K on November 12, 2026, reporting the November 9, 2026 resignation of Chief Executive Officer Lester R. Brafman and the appointment of Executive Chairman Daniel G. Cohen as his successor, effective November 10, 2026.

Key Highlights

  • CEO resignation: Lester R. Brafman resigned as Chief Executive Officer, effective close of business November 10, 2026, and will remain as a non-executive Senior Advisor through November 30, 2026.
  • New CEO: Daniel G. Cohen, age 56, was appointed CEO of the Company and the Operating LLC on November 9, 2026, while continuing to serve as Executive Chairman.
  • Lump-sum bonus payment: Under the separation agreement, Brafman is entitled to a $3,000,000 lump-sum cash payment in lieu of a 2026 bonus, payable within 30 days following the Separation Date.
  • Severance: Brafman is entitled to a $2,250,000 lump-sum severance payment (equal to three times his base salary), plus an additional $750,000 payable on December 31, 2027.
  • Accelerated vesting: All 822,000 of Brafman's unvested LLC Units and all 1,605,000 of his unvested LTIP Units vest as of the Separation Date, with the LTIP Units converting into 1,605,000 LLC Units.
  • Deferred compensation: The separation agreement confirms Brafman will receive $1,053,696 on December 31, 2027 and $3,779,136 on December 31, 2028 under the Company's Non-Qualified Deferred Compensation Plan.
  • No disagreement: According to the filing, Brafman's resignation "was not the result of any disagreement with the Company on any matter relating to the Company's operations, policies or practices."

Cohen & Company CEO Transition: Brafman Separation Terms and Cohen Appointment Details

According to the filing, Lester R. Brafman notified Cohen & Company Inc. (NYSE American:COHN) on November 9, 2026 of his decision to resign as Chief Executive Officer of the Company, its operating subsidiary Cohen & Company, LLC, and its broker-dealer subsidiary Cohen & Company Securities, LLC. His resignation as CEO took effect at the close of business on November 10, 2026, described in the filing as the "Transition Date." He also resigned from the Board of Managers of the Operating LLC, as Chairman of the Board of Directors of Cohen & Company Financial (Europe) Limited S.A., and from other affiliate board positions, the filing stated.

The Board appointed Daniel G. Cohen, the Company's Executive Chairman, to serve as CEO effective the same Transition Date. The filing noted that Mr. Cohen, age 56, has served as Executive Chairman since May 24, 2022 and previously served as CEO from December 16, 2009 to September 16, 2013. The filing disclosed that "Mr. Cohen's compensation will not change in connection with his appointment as Chief Executive Officer" and that there are no arrangements or understandings between Mr. Cohen and any other person pursuant to which he was appointed.

In connection with the resignation, the Company and Mr. Brafman entered into a separation agreement and general release dated November 9, 2026. Beyond the cash payments and accelerated vesting detailed above, the agreement provides for Company-paid COBRA premiums for Brafman and eligible dependents, the retention of certain founder shares in two Company-sponsored SPAC sponsors (with his interest in Columbus Circle 2E Sponsor Corporation LLC reduced to 58,333 shares from 175,000 shares), and payment of accrued dividends on his restricted LLC Units and LTIP Units. The agreement also includes a general release of claims, 18-month employee non-solicitation and non-interference covenants, 12-month client and vendor non-solicitation covenants, and an irrevocable proxy granting the Company the right to vote all of Brafman's membership interests in the Operating LLC, the filing disclosed.

What Was Disclosed

Cohen & Company Inc. disclosed the resignation of CEO Lester R. Brafman, the appointment of Daniel G. Cohen as CEO, and the terms of a separation agreement providing Brafman with cash payments, accelerated vesting of equity units, deferred compensation, and related benefits.