UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
Cohen & Company Inc.
(Name of Issuer)
Common Stock, $0.001 par value per share
(Title of Class of Securities)
19248U 105
(CUSIP Number)
December 31, 2009
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
¨ | Rule 13d-1(b) |
¨ | Rule 13d-1(c) |
x | Rule 13d-1(d) |
* | The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. |
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).
Schedule 13G | Page 2 of 6 |
CUSIP No. 19248U 105
| ||||||
1. | Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Lars Norell | |||||
2. | Check the Appropriate Box if a Member of a Group (See Instructions)
(a) (b)
| |||||
3. | SEC USE ONLY
| |||||
4. | Citizenship or Place of Organization
United States | |||||
Number of Shares Beneficially Owned by Each Reporting Person With |
5. | Sole Voting Power 605,534 shares | ||||
6. | Shared Voting Power -0- | |||||
7. | Sole Dispositive Power 605,534 shares | |||||
8. | Shared Dispositive Power -0- | |||||
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
605,534 shares | |||||
10. |
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨
| |||||
11. |
Percent of Class Represented by Amount in Row (9)
5.9% | |||||
12. |
Type of Reporting Person (See Instructions)
IN |
Schedule 13G
CUSIP NO. 19248U 105 |
Page 3 of 6 |
Item 1. | ||||||||
(a) | Name of Issuer: | |||||||
Cohen & Company Inc. | ||||||||
(b) | Address of Issuer’s Principal Executive Offices: | |||||||
Cira Centre | ||||||||
2929 Arch Street, 17th Floor | ||||||||
Philadelphia, Pennsylvania 19104 | ||||||||
Item 2. | ||||||||
(a) | Name of Person Filing: | |||||||
Lars Norell | ||||||||
(b) | Address of Principal Business Office, if none, Residence: | |||||||
3 West End Ave | ||||||||
Old Greenwich, CT 06870 | ||||||||
(c) | Citizenship: | |||||||
United States | ||||||||
(d) | Title of Class of Securities: | |||||||
Common Stock, $0.001 par value per share (“Common Stock”) | ||||||||
(e) | CUSIP Number: | |||||||
19248U 105 | ||||||||
Item 3. | If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |||||||
(a) | ¨ | Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o). | ||||||
(b) | ¨ | Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c). | ||||||
(c) | ¨ | Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c). | ||||||
(d) | ¨ | Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). | ||||||
(e) | ¨ | An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E). |
Schedule 13G
CUSIP NO. 19248U 105 |
Page 4 of 6 |
(f) | ¨ | An employee benefit plan or endowment fund in accordance with §240.13d-(b)(1)(ii)(F). | ||||||
(g) | ¨ | A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G). | ||||||
(h) | ¨ | A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813). | ||||||
(i) | ¨ | A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3). | ||||||
(j) | ¨ | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). | ||||||
(k) | ¨ | Group, in accordance with §240.13d-(b)(1)(ii)(K). | ||||||
Not applicable. | ||||||||
Item 4. | Ownership | |||||||
(a) | Amount beneficially owned: | |||||||
605,534 shares | ||||||||
(b) | Percent of Class: | |||||||
5.9% | ||||||||
(c) | Number of Shares as to which the person has: | |||||||
i. | Sole power to vote or to direct the vote: | |||||||
605,534 shares | ||||||||
ii. | Shared power to vote or to direct the vote: | |||||||
0 | ||||||||
iii. | Sole power to dispose or to direct the disposition of: | |||||||
605,534 shares | ||||||||
iv. | Shared power to dispose or to direct the disposition of: | |||||||
0 |
The percentages used herein are based on 10,343,347 shares of Common Stock outstanding, which represents the number of shares of Common Stock provided by the Issuer to Mr. Norell for purposes of this Schedule 13G.
Schedule 13G
CUSIP NO. 19248U 105 |
Page 5 of 6 |
Item 5. | Ownership of Five Percent or Less of a Class | |||||||
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following. ¨ | ||||||||
Item 6. | Ownership of More than Five Percent on Behalf of Another Person | |||||||
Not applicable. | ||||||||
Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person | |||||||
Not applicable. | ||||||||
Item 8. | Identification and Classification of Member of the Group | |||||||
Not applicable. | ||||||||
Item 9. | Notice of Dissolution of Group | |||||||
Not applicable. | ||||||||
Item 10. | Certification | |||||||
Not applicable. |
Schedule 13G
CUSIP NO. 19248U 105 |
Page 6 of 6 |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: | February 9, 2010 |
/s/ Lars Norell | ||||
Lars Norell |