UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
Amendment No. 1
| (Mark One) | |
Q | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
| For the quarterly period ended June 30, 2013 | |
| or | |
| o | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
| For the transition period from to | |
Commission File Number: 001-34516
Cowen Group, Inc.
(Exact name of registrant as specified in its charter)
Delaware (State or Other Jurisdiction of Incorporation or Organization) | 27-0423711 (I.R.S. Employer Identification No.) |
599 Lexington Avenue New York, New York (Address of Principal Executive Offices) | 10022 (Zip Code) |
(646) 562-1000
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes Q No o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes Q No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer o | Accelerated filer Q | Non-accelerated filer o (Do not check if a smaller reporting company) | Smaller reporting company o | |||||
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes o No Q
APPLICABLE ONLY TO CORPORATE ISSUERS:
As of August 5, 2013 there were 118,225,058 shares of the registrant's common stock outstanding.
Explanatory Note
The sole purpose of this amendment to Cowen Group, Inc.'s quarterly report on Form 10-Q for the period ended June 30, 2013, filed with the Securities Exchange Commission on August 7, 2013 (the “Form 10-Q”), is to replace the reference to "March 31, 2013" in the previously filed Exhibit 32 "Certification of CEO and CFO Pursuant to Section 906 of Sarbanes-Oxley Act of 2002" with a reference to the correct date of "June 30, 2013".
No other changes have been made to the Form 10-Q.
ITEM 6. EXHIBITS
(a) Exhibits
See the Exhibit Index following the signature page to this Form 10-Q/A.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| COWEN GROUP, INC. | |||||||
| By: | /s/ PETER A. COHEN | ||||||
| Name: | Peter A. Cohen | ||||||
| Title: | Chief Executive Officer and President (principal executive officer) | ||||||
| By: | /s/ STEPHEN A. LASOTA | ||||||
| Name: | Stephen A. Lasota | ||||||
| Date: | August 8, 2013 | Title: | Chief Financial Officer (principal financial officer and principal accounting officer) | ||||
Exhibit Index
(To Form 10-Q/A)
| Exhibit No. | Description | |||
| 31.1 | Certification of CEO Pursuant to Section 302 of Sarbanes-Oxley Act of 2002 (filed herewith). | |||
| 31.2 | Certification of CFO Pursuant to Section 302 of Sarbanes-Oxley Act of 2002 (filed herewith). | |||
| 32 | Certification of CEO and CFO Pursuant to Section 906 of Sarbanes-Oxley Act of 2002 (furnished herewith). | |||