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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): April 23, 2019

COWEN INC.
(Exact Name of Registrant as Specified in Charter)
 
 
 
 
 
 
Delaware
 
001-34516
 
27-0423711
(State or Other Jurisdiction
of Incorporation)
 
(Commission File Number)
 
(I.R.S. Employer
Identification No.)
599 Lexington Avenue
New York, NY 10022
(Address of Principal Executive Offices and Zip Code)
Registrant’s telephone number, including area code: (212) 845-7900
 

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:
 
¨
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))
 

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¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act (17 CFR 230.405) or Rule 12b-2 of the Exchange Act (17 CFR 240.12b-2).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨


 
 
 
 
 
 


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Item 5.02.    Departures of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 23, 2019 the Board of Directors (the “Board”) of Cowen Inc. (the “Company”) appointed Margaret L. Poster to serve on the Company’s Board of Directors, effective immediately. Ms. Poster’s appointment expands the Board to ten directors. Ms. Poster will be a member of the Company’s Audit Committee.

Ms. Poster joins the Board with comprehensive operating and public accounting experience. From 1991 through 2018, Ms. Poster was the Chief Operating Officer of Willkie Farr & Gallagher LLP. Ms. Poster previously served as President of Workbench, Inc., Chief Financial Officer of Barnes & Noble Bookstores Inc. and Chief Financial Officer of the Jewelry & Sporting Good Division at W.R. Grace & Co. Ms. Poster began her career as an auditor at PricewaterhouseCoopers LLP. Ms. Poster is a certified public accountant and earned her MBA from Harvard Business School and a BA from the University of Vermont.

On April 24, 2019, the Company issued a press release announcing the appointment of Ms. Poster. A copy of the press release is attached hereto as Exhibit 99.1.



 Item 9.01. Financial Statements and Exhibits.
(d)
 
Exhibits. The following exhibits are filed 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 hereunto duly authorized.
 
COWEN INC.


Dated: April 24, 2019        By: _/s/ Owen S. Littman__                    
Name:    Owen S. Littman     
Title:     General Counsel






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COWEN APPOINTS MARGARET POSTER AS NEW INDEPENDENT BOARD DIRECTOR



NEW YORK – April 24, 2019 - Cowen Inc. (NASDAQ:COWN) (“Cowen” or the “Company”) is pleased to announce that Margaret Poster has been appointed to its Board of Directors, effective April 23, 2019. The appointment will increase the size of Cowen’s Board to 10 members. She will be a member of the Company’s Audit Committee.

“Margaret is an accomplished business leader who brings a wealth of operating, public accounting and governance experience,” said Jeffrey M. Solomon, Chief Executive Officer. “She joins Cowen at an exciting time. We look forward to her perspectives and counsel as we execute our strategy, drive profitability and enhance value for shareholders.”

Ms. Poster joins the Board of Directors of Cowen with comprehensive operating and public accounting experience. From 1991 through 2018, Ms. Poster was the Chief Operating Officer of Willkie Farr & Gallagher LLP. Ms. Poster previously served as President of Workbench, Inc., Chief Financial Officer of Barnes & Noble Bookstores Inc. and Chief Financial Officer of the Jewelry & Sporting Good Division at W.R. Grace & Co. Ms. Poster began her career as an auditor at PricewaterhouseCoopers LLP. Ms. Poster is a certified public accountant and earned her MBA from Harvard Business School and a BA from the University of Vermont.

Throughout Ms. Poster’s career, she has fostered a culture of innovation, collaboration, diversity and inclusion. She continues to do so through her work with the youth civics education non-profit, Generation Citizen, where Ms. Poster is a Director and serves as the Chair of the Finance Committee and has served as a member of the Executive Committee and the Strategic Planning Committee.

About Cowen Inc.
Cowen Inc. (“Cowen” or the “Company”) is a diversified financial services firm that operates through two business segments: a broker dealer and an investment management division.  The

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Company’s broker dealer division offers investment banking services, equity and credit research, sales and trading, prime brokerage, global clearing and commission management services.  Cowen’s investment management segment offers actively managed alternative investment products.  Cowen Inc. focuses on delivering value-added capabilities to our clients in order to help them outperform.  Founded in 1918, the firm is headquartered in New York and has offices worldwide. Learn more at Cowen.com

Media Contacts:

Cowen
Lynda Caravello
646-562-1676

lynda.caravello@cowen.com

Gagnier Communications
Dan Gagnier
646-569-5897

dg@gagnierfc.com



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