UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 7)*

INSTITUTIONAL FINANCIAL MARKETS, INC.

(Name of Issuer)

COMMON STOCK, PAR VALUE $.001 PER SHARE

(Title of Class of Securities)

45779L 107

(CUSIP Number)

Christopher Ricciardi

c/o Mead Park Holdings LP

70 East 55^th Street, 21st Floor

New York, New York 10022

(212) 328-7911

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

August 28, 2015

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box. ¨

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

This Amendment No. 7 to Schedule 13D is filed to amend Items 2, 4, 5, 6 and 7 to reflect changes to the Schedule 13D filed by Christopher Ricciardi and Stephanie Ricciardi with the Securities and Exchange Commission (the “SEC”) on July 2, 2009, as amended on December 21, 2009 by Amendment No. 1 to Schedule 13D; on December 24, 2009 by Amendment No. 2 to Schedule 13D; on April 25, 2011 by Amendment No. 3 to Schedule 13D; on July 17, 2011 by Amendment No. 4 to Schedule 13D; on May 15, 2013 by Amendment No. 5 to Schedule 13D; and on September 30, 2013 by Amendment No. 6 to Schedule 13D. This filing also serves as Amendment No. 1 to the Schedule 13D filed by Mead Park Capital Partners LLC (“Mead Park LLC”) with the SEC on October 4, 2013. Each of Christopher Ricciardi, Stephanie Ricciardi and Mead Park LLC are referred to herein as the “Reporting Persons” and this amendment is being filed on behalf of each such Reporting Person.

Item 2. Identify and Background

Item 2(b) of this Schedule 13D is hereby amended as follows:

(b) The address of the Reporting Persons is c/o Mead Park Holdings LP, 70 East 55^th Street, 21st Floor, New York, New York 10022.

Item 4. Purpose of the Transaction.

Item 4 of this Schedule 13D is hereby supplemented as follows:

The information in Item 5 is incorporated by reference herein.

Reference is made to the Stock and Note Purchase Agreement, dated August 28, 2015 (the “2015 Purchase Agreement”), by and among Mead Park LLC, accounts controlled by family members of Daniel G. Cohen (together, the “Purchasers”), Institutional Financial Markets, Inc. (the “Issuer”), solely for purposes of Sections 6 and 7 thereof, and Mead Park Holdings LP (“Mead Park Holdings”), solely for purposes of Section 8 thereof, whereby Mead Park LLC agreed to sell to the Purchasers (i) an aggregate of 1,461,876 shares of the Issuer’s common stock, par value $0.001 (the “Common Stock”) (such shares of Common Stock, the “Transferred Shares”), (ii) a Convertible Senior Promissory Note issued by the Issuer to Mead Park LLC in an aggregate principal amount of $2,923,755 (“Note A”) and (iii) a Convertible Senior Promissory Note issued by the Issuer to Mead Park LLC in an aggregate principal amount of $1,461,873 (“Note B” and, together with Note A and the Transferred Shares, the “Securities”). The aggregate purchase price for the Transferred Shares was $1,944,295.08, representing a purchase price of $1.33 per Transferred Share, while the purchase price for Note A and Note B was $3,614,535.51 and $1,807,262.19, respectively. Note A and Note B are convertible into 974,585 shares of Common Stock and 487,291 shares of Common Stock, respectively, at $3.00 per share, subject to certain customary anti-dilution adjustments.

Following the closing (the “Closing”) of the transactions contemplated by the 2015 Purchase Agreement, Mead Park LLC continues to beneficially own (i) 487,291 shares of the Issuer’s Common Stock and (B) a Convertible Senior Promissory Note in the aggregate principal amount of $1,461,873, which is convertible into 487,291 shares of Common Stock at $3.00 per share, subject to certain customary anti-dilution adjustments.

The 2015 Purchase Agreement is incorporated herein as Exhibit 1, and the description of the 2015 Purchase Agreement contained herein is qualified in its entirety by reference to such Exhibit 1.

Upon the Closing, the proceeds of the transaction were used by Mead Park LLC to extinguish all of the limited liability company interests of Mead Park LLC held by Jack J. DiMaio, Jr. and Nasser A. Ahmad and Mr. DiMaio and Mr. Ahmad ceased being members of Mead Park LLC. At such time, Mr. DiMaio ceased being the Managing Member of Mead Park LLC and Mr. Ricciardi was appointed as the Managing Member.

Reference is made to the Securities Purchase Agreement, dated May 9, 2013 (the “2013 Purchase Agreement”), by and among the Issuer, Mead Park LLC and Mead Park Holdings. Following the Closing of the transaction, Mead Park LLC, Mead Park Holdings and their respective principals, members or affiliates continue to maintain a “Qualifying Ownership Interest” of at least 15% of the Issuer’s outstanding Common Stock, as defined in the 2013 Purchase Agreement, and, accordingly, Mead Park LLC maintains its right to designate two individuals of the Issuer’s Board of Directors (the “Board of Directors”) pursuant to the 2013 Purchase Agreement. Qualifying Ownership Interest under the 2013 Purchase Agreement is determined differently than beneficial ownership of securities for purposes of the rules of the SEC and includes shares held by Mead Park LLC and Mead Park Holdings and any of their respective principals, members and affiliates, as well as membership interests held by Mr. Ricciardi in IFMI LLC, a subsidiary of the Issuer, which may be redeemed for cash or shares of the Issuer, at the Issuer’s option. Although such shares are included for purposes of calculating ownership thresholds under the 2013 Purchase Agreement, Mead Park LLC has no voting and/or investment power with respect to the shares held by the principals, members or affiliates of Mead Park Holdings and Mead Park LLC. Such principals, members and affiliates may transfer their shares or acquire additional shares at any time. In addition, (i) any shares owned by persons who become principals, members or affiliates of Mead Park LLC or Mead Park Holdings will count toward such ownership thresholds and (ii) any person ceasing to be a principal, member or affiliate of Mead Park LLC or Mead Park Holdings will decrease Mead Park LLC’s ownership as calculated under the 2013 Purchase Agreement.

The Reporting Persons are currently, and may in the future continue to, review their investment in the Issuer and consider various options with respect to such investment. As part of the current review, the Reporting Persons may consider options such as, but not limited to, acquiring additional shares of the Issuer’s Common Stock, obtaining voting proxies from or enter into voting agreements with other stockholders of the Issuer, seeking to have Mr. Ricciardi take a more active role with respect to the management and operations of the Issuer, admitting additional members to Mead Park LLC and/or changing Mead Park LLC’s designees as members of the Issuer’s Board of Directors. The Reporting Persons may also consider disposing of some or all of the shares of the Issuer beneficially owned by them.

Item 5. Interest in Securities of the Issuer.

Item 5 is hereby amended and restated in its entirely as follows:

(a)-(b) The percentages used in the table below and elsewhere herein are based on (a) 15,382,811 shares of the Issuer’s Common Stock outstanding as of July 31, 2015, as provided in the Issuer’s Quarterly Report on Form 10-Q for the reporting period ended June 30, 2015 and filed with the SEC on August 4, 2015; plus (b) 487,291 shares of Common Stock, issuable upon conversion of a Convertible Senior Promissory Note in the aggregate principal amount of $1,461,873, convertible at $3.00 per share, subject to certain customary anti-dilution adjustments; plus, in the cases of Christopher Ricciardi and Stephanie Ricciardi, (c) 268,445 IFMI Units which may be redeemed for, at the Issuer’s option, either cash or shares of Common Stock. The percentages used in the table below and elsewhere herein do not include 4,983,557 shares of Series E Non-Convertible Preferred Stock of the Issuer which is currently outstanding and which votes together with the Common Stock on all matters submitted to a vote of stockholders of the Issuer.

Mr. Ricciardi and Mrs. Ricciardi may each be deemed a beneficial owner of 1,351,721 shares of Common Stock held in a joint account, 48,448 shares of Common Stock held by Mrs. Ricciardi and 64,975 shares of Common Stock held by The Ricciardi Family Foundation as a result of their positions on the board of directors of the foundation. Mr. Ricciardi has sole voting and dispositive power of 59,968 shares of Common Stock (30,303 of which are restricted shares granted to Mr. Ricciardi by the Issuer and which restrictions expire on February 4, 2016).

Mr. Ricciardi and Mrs. Ricciardi also may each be deemed a beneficial owner of 268,445 shares of the Issuer’s Common Stock that may be issued upon the redemption of the same number of IFMI Units beneficially owned by Mr. Ricciardi and Mrs. Ricciardi. Each IFMI Unit is redeemable at the holder’s option, at any time, for (a) cash in an amount equal to the average of the per share closing prices of the Issuer’s Common Stock for the ten consecutive trading days immediately preceding the date the Issuer receives the holder’s notice of redemption, or (b) at the Issuer’s option, one share of the Issuer’s Common Stock, subject to appropriate adjustment upon the occurrence of an issuance of additional shares of the Issuer’s Common Stock as a dividend or other distribution on the Issuer’s outstanding Common Stock, or a further subdivision or combination of the outstanding shares of the Issuer’s Common Stock.

Mr. Ricciardi and Mrs. Ricciardi also may each be deemed a beneficial owner of 487,291 shares of the Issuer’s Common Stock that may be issued upon the exchange of membership units of Mead Park LLC. Membership units of Mead Park LLC may, at any time at the option of Mr. Ricciardi and Mrs. Ricciardi, be exchanged for (a) 487,291 shares of the Issuer’s Common Stock and (b) a convertible senior promissory note with a face value of $1,461,873.

If Mr. Ricciardi and Mrs. Ricciardi exchange their membership units of Mead Park LLC and receive the convertible senior promissory note, at any time prior to September 25, 2018 (the maturity date), Mr. Ricciardi and Mrs. Ricciardi may, at their option, convert all or any part of the outstanding principal amount of such note into shares of the Issuer’s Common Stock at a $3.00 per share conversion price, subject to certain customary anti-dilution adjustments. In addition, under certain situations, the Issuer can elect to pay interest on the note by increasing the principal amount of the note. If the Issuer elects this option, the number of shares that the note converts into will increase. The maximum number of shares of the Issuer’s Common Stock (subject to customary anti-dilution adjustments) that the note can convert into is 724,301 shares (assuming no interest is paid in cash). The additional 237,010 shares of Common Stock into which the note can convert are not included in this Schedule 13D as shares of Common Stock that the Reporting Persons may be deemed to beneficially own.

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

Item 6 of this Schedule 13D is hereby supplemented by the information set forth in Items 4 and 5 above, which information is incorporated by reference herein.

Item 7. Material to be Filed as Exhibits.

Item 7 of this Schedule 13D is hereby supplemented as follows:

SIGNATURE

After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.

Dated: September 1, 2015

Exhibit 1

STOCK AND NOTE PURCHASE AGREEMENT

THIS STOCK AND NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of August 28, 2015 (the “Effective Date”), is entered into by and among Mead Park Capital Partners LLC, a Delaware limited liability company located at 70 East 55th Street, 21st Floor, New York, New York 10022 (the “Seller”), The Betsy Zubrow Cohen IRA (the “B. Cohen IRA”), The Edward E. Cohen IRA (the “E. Cohen IRA”), for purposes of Sections 6 and 7 of this Agreement only, Institutional Financial Markets, Inc., a Maryland corporation with its principal executive offices at Cira Centre, 2929 Arch Street, 17th Floor, Philadelphia, Pennsylvania 19104 (the “Company”), and, for purposes of Section 8 of this Agreement only, Mead Park Holdings LP, a Delaware limited partnership located at 70 East 55th Street, 21st Floor, New York, New York 10022 (“Mead Park”). Each of the B. Cohen IRA and the E. Cohen IRA may be referred to herein, individually, as a “Buyer” and, together, as the “Buyers.”

RECITALS:

WHEREAS, Seller owns 1,949,167 shares (the “Seller Shares”) of the Company’s common stock, par value $0.001 per share (“Common Stock”);

WHEREAS, Seller is the holder of (i) that certain Convertible Senior Promissory Note, dated September 25, 2013, issued by the Company to Seller in the principal amount of $2,923,755 (“Note A”); (ii) that certain Convertible Senior Promissory Note, dated September 25, 2013, issued by the Company to Seller in the principal amount of $1,461,873 (“Note B” and, together with Note A, the “Transferred Notes”); and (iii) that certain Convertible Senior Promissory Note, dated September 25, 2013, issued by the Company to Seller in the principal amount of $1,461,873;

WHEREAS, Seller wishes to sell to the B. Cohen IRA, and the B. Cohen IRA wishes to purchase from Seller, 500,000 of the Seller Shares (the “B. Cohen IRA Transferred Shares”), subject to the terms and conditions set forth herein; and

WHEREAS, Seller wishes to sell to the E. Cohen IRA, and the E. Cohen IRA wishes to purchase from Seller, (i) the Transferred Notes, and (ii) 961,876 of the Seller Shares (the “E. Cohen IRA Transferred Shares,” and, together with the B. Cohen IRA Transferred Shares, the “Transferred Shares”), subject to the terms and conditions set forth herein.

NOW, THEREFORE, in consideration of the mutual covenants and agreements hereinafter set forth and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto, intending to be legally bound, agree as follows:

1. Purchase and Sale.

(a) Subject to the terms and conditions set forth herein, on the Effective Date, Seller shall sell, transfer and assign to the B. Cohen IRA, and the B. Cohen IRA shall purchase from Seller, all of Seller’s right, title and interest in and to the B. Cohen IRA

Transferred Shares. The purchase price for the B. Cohen IRA Transferred Shares shall be $1.33 per share, for an aggregate purchase price of $665,000 for the B. Cohen IRA Transferred Shares (the “B. Cohen IRA Purchase Price”).

(b) Subject to the terms and conditions set forth herein, on the Effective Date, Seller shall sell, transfer and assign to the E. Cohen IRA, and the E. Cohen IRA shall purchase from Seller, all of Seller’s right, title and interest in and to (i) the Transferred Notes, and (ii) the E. Cohen IRA Transferred Shares. The purchase price for the E. Cohen IRA Transferred Shares shall be $1.33 per share, for an aggregate purchase price of $1,279,295.08 for the E. Cohen IRA Transferred Shares (the “E. Cohen IRA Transferred Share Purchase Price”). The purchase price for Note A shall be $3,614,535.51, and the purchase price for Note B shall be $1,807,262.19 (such purchase prices for the Transferred Notes, together with the E. Cohen IRA Transferred Share Purchase Price, the “E. Cohen IRA Purchase Price”).

2. Deliverables. On the Effective Date:

(a) Seller shall deliver to the Company the Transferred Notes and all appropriate instruments of transfer, duly executed in blank, necessary to transfer the Transferred Notes from Seller to the E. Cohen IRA free and clear of all Encumbrances (as defined herein).

(b) Seller shall deliver to Computershare Inc., as transfer agent for the Company, all appropriate stock powers or other instruments of transfer, duly executed in blank, necessary to transfer the B. Cohen IRA Transferred Shares from Seller to the B. Cohen IRA and the E. Cohen IRA Transferred Shares from Seller to the E. Cohen IRA, in each case, free and clear of all Encumbrances.

(c) The B. Cohen IRA shall deliver to Seller the B. Cohen IRA Purchase Price by wire transfer of immediately available funds to the account that has been designated in writing by Seller to the B. Cohen IRA.

(d) The E. Cohen IRA shall deliver to Seller the E. Cohen IRA Purchase Price by wire transfer of immediately available funds to the account that has been designated in writing by Seller to the E. Cohen IRA.

3. Representations and Warranties of Seller. Seller hereby represents and warrants to the Buyers as follows:

(a) Seller is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware.

(b) Seller has all requisite power and authority to execute and deliver this Agreement, to carry out its obligations hereunder, and to consummate the transactions contemplated hereby. Seller has obtained all necessary limited liability company approvals for the execution and delivery of this Agreement, the performance of its

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obligations hereunder, and the consummation of the transactions contemplated hereby. This Agreement has been duly executed and delivered by Seller and (assuming due execution and delivery by the Buyers) constitutes Seller’s legal, valid and binding obligation, enforceable against Seller in accordance with its terms except as such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium, liquidity or similar laws relating to or affecting generally the enforcement of creditors’ rights and remedies or by other equitable principles of general application.

(c) The Transferred Notes and the Transferred Shares (collectively, the “Securities”) are fully paid and non-assessable, and are owned of record and beneficially solely by Seller, free and clear of all liens, pledges, security interests, charges, claims, encumbrances, agreements, options, voting trusts, proxies and other arrangements or restrictions of any kind (“Encumbrances”).

(d) The execution, delivery and performance by Seller of this Agreement do not conflict with, violate or result in the breach of, or create any Encumbrance on the Securities pursuant to, any agreement, instrument, order, judgment, decree, law or governmental regulation to which Seller is a party or is subject or by which the Securities are bound.

(e) There are no actions, suits, claims, investigations or other legal proceedings pending or, to the knowledge of Seller, threatened against or by Seller that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

(f) Seller, either alone or together with its representatives (if any), has such knowledge, sophistication and experience in business and financial matters so as to be capable of evaluating the merits and risks of the transactions contemplated by this Agreement, and has so evaluated the merits and risks of such transactions.

(g) No broker, finder or investment banker is entitled to any brokerage, finder’s or other fee or commission in connection with the transactions contemplated by this Agreement based upon arrangements made by or on behalf of Seller.

4. Representation and Warranties of the Buyers. Each Buyer hereby represents and warrants to Seller as follows:

(a) This Agreement has been duly executed and delivered by such Buyer and (assuming due authorization, execution and delivery by Seller and the other Buyer) this Agreement constitutes a legal, valid and binding obligation of such Buyer enforceable against such Buyer in accordance with its terms except as such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium, liquidity or similar laws relating to or affecting generally the enforcement of creditors’ rights and remedies or by other equitable principles of general application.

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(b) No governmental, administrative or other third party consents or approvals are required by or with respect to such Buyer in connection with the execution and delivery of this Agreement and the consummation of the transactions contemplated hereby.

(c) There are no actions, suits, claims, investigations or other legal proceedings pending or, to the knowledge of such Buyer, threatened against or by such Buyer that challenge or seek to prevent, enjoin or otherwise delay the transactions contemplated by this Agreement.

(d) Such Buyer, either alone or together with its representatives (if any), has such knowledge, sophistication and experience in business and financial matters so as to be capable of evaluating the merits and risks of the transactions contemplated by this Agreement, and has so evaluated the merits and risks of such transactions.

(e) No broker, finder or investment banker is entitled to any brokerage, finder’s or other fee or commission in connection with the transactions contemplated by this Agreement based upon arrangements made by or on behalf of such Buyer.

5. Independent Analysis. Each of the B. Cohen IRA, the E. Cohen IRA and Seller acknowledges that such party understands the transactions contemplated by this Agreement and that such party has had the opportunity to review this Agreement and the transactions contemplated hereby with such party’s own legal counsel, tax advisors and other advisors. Each of the B. Cohen IRA, the E. Cohen IRA and Seller is relying solely on such party’s own counsel and advisors and not on any statements or representations of the other party, the Company or of their respective representatives or agents for legal or other advice with respect to the transactions contemplated by this Agreement.

6. Termination of Letter Agreements Payments. In accordance with the terms and conditions of the Letter Agreements (as defined below), this Agreement serves as Seller’s written notice to the Company under each of (i) that certain letter agreement, dated November 25, 2013, by and among the Company, Seller and Jack J. DiMaio, Jr.; and (ii) that certain letter agreement, dated November 25, 2013, by and among the Company, Seller and Nasser A. Ahmad (together, the “Letter Agreements”), that the Company is hereby instructed to, as of the Effective Date, cease making any and all payments to Jack J. DiMaio, Jr. and Nasser A. Ahmad pursuant to the Letter Agreements and that, accordingly, effective as of the Effective Date, the Letter Agreements shall be of no further force or effect.

7. Consent to Transfer of the Transferred Notes. In accordance with Section 8(e) of each of the Transferred Notes, the Company hereby consents to Seller’s assignment and transfer of the Transferred Notes to the E. Cohen IRA in accordance with the terms and conditions of this Agreement.

8. No Waiver of Rights Under the MP Purchase Agreement. Each of Seller and Mead Park hereby acknowledges that no failure or delay by the Company, as of and

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following the Effective Date, in exercising any of its rights, powers or privileges under that certain Securities Purchase Agreement, dated May 9, 2013, by and among the Company, Seller and Mead Park (the “MP Purchase Agreement”), including, without limitation, any failure or delay by the Company in exercising its rights to cause the removal of any Qualifying Board Representative (as defined in the MP Purchase Agreement) or any successor thereof in accordance with Section 6.9(d) of the MP Purchase Agreement, shall operate as a waiver of such rights, powers or privileges nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right, power or privilege of the Company under the MP Purchase Agreement.

9. Survival. All representations and warranties contained herein shall survive the execution and delivery of this Agreement and the Effective Date.

10. Further Assurances. Following the Effective Date, each of the B. Cohen IRA, the E. Cohen IRA and Seller shall execute and deliver such additional documents, instruments, conveyances and assurances, and take such further actions as may be reasonably required to carry out the provisions hereof and give effect to the transactions contemplated by this Agreement.

11. Expenses. All costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such costs and expenses.

12. Notices. All notices, requests, consents, claims, demands, waivers and other communications hereunder (each, a “Notice”) shall be in writing and addressed to the parties at the addresses set forth on the first page of this Agreement or on the books and records of the Company (or to such other address that may be designated by the receiving party from time to time in accordance with this section). All Notices shall be delivered by personal delivery, nationally recognized overnight courier (with all fees pre-paid), facsimile or e-mail of a .PDF document (with confirmation of transmission) or certified or registered mail (in each case, return receipt requested, postage prepaid). Except as otherwise provided in this Agreement, a Notice is effective only (a) upon receipt by the receiving party, and (b) if the party giving the Notice has complied with the requirements of this Section.

13. Entire Agreement. This Agreement constitutes the sole and entire agreement of the parties hereto with respect to the purchase of the Securities by the Buyers from Seller, and supersedes all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to such subject matter.

14. Successor and Assigns. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

15. Amendment and Modification; Waiver. This Agreement may only be amended, modified or supplemented by an agreement in writing signed by each party hereto. No

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waiver by any party of any of the provisions hereof shall be effective unless explicitly set forth in writing and signed by the party so waiving. No failure to exercise, or delay in exercising, any rights, remedy, power or privilege arising from this Agreement shall operate or be construed as a waiver thereof; nor shall any single or partial exercise of any right, remedy, power or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, power or privilege.

16. Severability. If any term or provision of this Agreement is invalid, illegal or unenforceable in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction. If any court determines that any term or other provision in this Agreement is invalid, illegal or unenforceable, it is the parties’ intention that such court shall have the power to modify this Agreement so as to effect the original intent of the parties as closely as possible to the maximum extent permitted by applicable law.

17. Governing Law; Submission to Jurisdiction. This Agreement shall be construed in accordance with the laws of the State of New York, without regard to the principles of conflicts of laws that would result in the application of the laws of another jurisdiction. The parties further agree that any action between them shall be heard in New York City, New York, and expressly consent to the jurisdiction and venue of the state and federal courts sitting in New York City, New York, for the adjudication of any civil action asserted pursuant to this Agreement.

18. Interpretation. The words “this Agreement,” “herein,” “hereby,” “hereunder” and “hereof,” and words of similar import, refer to this Agreement as a whole and not to any particular section, subsection or other subdivision unless expressly limited. All references to “$” shall be deemed references to United States Dollars. Titles appearing at the beginning of any section, subsection or other subdivision contained in this Agreement are for convenience only, do not constitute any part of this Agreement, and shall be disregarded in construing the language hereof. If an ambiguity, question of intent or question of interpretation arises, this Agreement must be construed as if drafted jointly by the parties hereto, and there must not be any presumption, inference or conclusion drawn against either party by virtue of the fact that its representatives have authored this Agreement or any of its terms.

19. Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall be deemed to be one and the same agreement. A signed copy of this Agreement delivered by facsimile, e-mail or other means of electronic transmission shall be deemed to have the same legal effect as delivery of an original signed copy of this Agreement.

[SIGNATURE PAGE FOLLOWS]

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IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date first written above.

[Signature Page to Stock and Note Purchase Agreement]

[Signature Page to Stock and Note Purchase Agreement]

[Signature Page to Stock and Note Purchase Agreement]

FOR PURPOSES OF SECTIONS 6 AND 7 OF THIS AGREEMENT ONLY:

[Signature Page to Stock and Note Purchase Agreement]

FOR PURPOSES OF SECTION 8 OF THIS AGREEMENT ONLY:

[Signature Page to Stock and Note Purchase Agreement]

Exhibit 2

JOINT FILING AGREEMENT

This JOINT FILING AGREEMENT, dated as of September 1, 2015, is made by and between Christopher Ricciardi, Stephanie Ricciardi and Mead Park Capital Partners LLC. Mr. and Mrs. Ricciardi and Mead Park Capital Partners LLC are collectively referred to herein as the “Parties” and each individually as a “Party.” Pursuant to Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the Parties hereby acknowledge and agree that the amendment to Schedule 13D is filed on behalf of each such Party and that all subsequent amendments to the Schedule 13D shall be filed on behalf of each of the Parties without the necessity of entering into and filing additional joint filing agreements. The Parties further agree that this Joint Filing Agreement be included as an exhibit to the joint filing. This Joint Filing Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.

IN WITNESS WHEREOF, the undersigned hereby duly execute this Joint Filing Agreement this 1st day of September 2015.