-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, E+rT92xLUlgKeAPxarpvhxBzspjgVgSOQAROPpc/9mDagt4IcmGsc8jiJ0jmM1dS NeSOCo1vbRxfCeQfgc/7wA== 0001193125-11-012457.txt : 20110124 0001193125-11-012457.hdr.sgml : 20110124 20110124072845 ACCESSION NUMBER: 0001193125-11-012457 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110120 ITEM INFORMATION: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20110124 DATE AS OF CHANGE: 20110124 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INSTITUTIONAL FINANCIAL MARKETS, INC. CENTRAL INDEX KEY: 0001270436 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 161685692 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32026 FILM NUMBER: 11542593 BUSINESS ADDRESS: STREET 1: CIRA CENTRE, 2929 ARCH STREET STREET 2: 17TH FLOOR CITY: PHILADELPHIA STATE: PA ZIP: 19104-2870 BUSINESS PHONE: 215-701-9555 MAIL ADDRESS: STREET 1: CIRA CENTRE, 2929 ARCH STREET STREET 2: 17TH FLOOR CITY: PHILADELPHIA STATE: PA ZIP: 19104-2870 FORMER COMPANY: FORMER CONFORMED NAME: COHEN & Co INC. DATE OF NAME CHANGE: 20091216 FORMER COMPANY: FORMER CONFORMED NAME: ALESCO FINANCIAL INC DATE OF NAME CHANGE: 20061006 FORMER COMPANY: FORMER CONFORMED NAME: SUNSET FINANCIAL RESOURCES INC DATE OF NAME CHANGE: 20031117 8-K 1 d8k.htm FORM 8-K Form 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 20, 2011

 

 

INSTITUTIONAL FINANCIAL MARKETS, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Maryland   1-32026   16-1685692

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification Number)

 

Cira Centre

2929 Arch Street, 17th Floor

Philadelphia, Pennsylvania

  19104
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (215) 701-9555

COHEN & COMPANY INC.

(Former name or former address, if changed since last report.)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Item 5.03 Amendment to the Articles of Incorporation or Bylaws; Change in Fiscal Year

On January 20, 2011, Institutional Financial Markets, Inc. (the “Company”) filed Articles of Amendment to its charter to change its name from “Cohen & Company Inc.” to “Institutional Financial Markets, Inc.” The amendment was effective as of 5:00 p.m. on January 21, 2011. A copy of the Articles of Amendment is attached hereto as Exhibit 3.1.

In connection with the name change, effective as of January 24, 2011, the trading symbol for the Company’s common stock, which is listed on the NYSE Amex Stock Exchange, will change from “COHN” to “IFMI.”

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit
Number

  

Description

Exhibit 3.1*    Articles of Amendment Regarding Name Change

 

 

* Filed electronically herewith.

 

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

    INSTITUTIONAL FINANCIAL MARKETS, INC.
Date: January 21, 2011     By:  

/s/ JOSEPH W. POOLER, JR.

     

Joseph W. Pooler, Jr.

Chief Financial Officer

 

3


EXHIBIT INDEX

 

Exhibit
Number

  

Description

Exhibit 3.1*    Articles of Amendment Regarding Name Change

 

 

* Filed electronically herewith.

 

4

EX-3.1 2 dex31.htm ARTICLES OF AMENDMENT REGARDING NAME CHANGE Articles of Amendment Regarding Name Change

Exhibit 3.1

COHEN & COMPANY INC.

ARTICLES OF AMENDMENT

(changing its name to Institutional Financial Markets, Inc.)

Cohen & Company Inc., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that:

FIRST: Article I of the charter of the Corporation (the “Charter”) is hereby amended to change the name of the Corporation to:

Institutional Financial Markets, Inc.

SECOND: The foregoing amendment to the Charter was approved by a majority of entire Board of Directors of the Corporation and was limited to a change expressly authorized by Section 2-605(a)(1) of the Maryland General Corporation Law without action by the stockholders.

THIRD: These Articles of Amendment are effective as of January 21, 2011 at 5:00 p.m. Eastern Time.

FOURTH: The undersigned President of the Corporation acknowledges these Articles of Amendment to be the corporate act of the Corporation and, as to all matters or facts required to be verified under oath, the undersigned President acknowledges that, to the best of his knowledge, information and belief, these matters and facts are true in all material respects and that this statement is made under the penalties for perjury.

[Signature page follows.]


IN WITNESS WHEREOF, the Corporation has caused these Articles of Amendment to be executed in its name and on its behalf by its President and attested by its Senior Vice President, General Counsel and Secretary as of the 20th day of January, 2011.

 

ATTEST:      COHEN & COMPANY INC.

/s/ RACHAEL FINK

    

/s/ CHRISTOPHER RICCIARDI

Rachael Fink      Christopher Ricciardi
Senior Vice President, General Counsel and Secretary      President

 

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