Gleacher & Company, Inc. Watch

from 10-Q 2 pages Gleacher & Company, Inc. Incorporated Under the Laws of the State of Delaware Common Stock Cusip 37741 20 1 See Reverse for Certain Definitions This Certifies That Is the Owner of Fully Paid and Non-Assessable Shares of Common Stock of the Par Value of One Cent ($.01) Each of Gleacher & Company, Inc. Transferable on the Books of the Corporation by the Holder Hereof in Person or by Duly Authorized Attorney Upon Surrender of This Certificate Properly Endorsed. This Certificate and the Shares Represented Hereby Are Subject to the Laws of the State of Delaware and to the Certificate of Incorporation and By-Laws of the Corporation as How or Hereafter Amended to All of Which the Holder of This Certificate Asserts by His Acceptance Hereof. This Certificate Is Not Valid Until Countersigned by the Transfer Agent and Registered by the Registrar. Witness the Facsimile Seal of the Corporation and the Facsimile Signatures of Its Duly Authorized Officers. Dated: Secretary Countersigned and Registered: American Stock Transfer & Trust Company, LLC (Brooklyn, Ny) Transfer Agent and Registrar Authorized Signature Chairman

from SC 13D/A 1 page Clinton Relational Opportunity Master Fund, L.P. C/O Clinton Group Inc. 601 Lexington Avenue, 51st Floor New York, New York 10022 May 13, 2013

from 10-K 3 pages Amendment No. 1 to Registration Rights Agreement

from 10-K 21 pages Registration Rights Agreement Dated as of September 21, 2007 Between First Albany Companies Inc. and Matlinpatterson Fa Acquisition LLC 1 Registration Rights Agreement

from 8-K 2 pages Glc Gleacher & Company, Inc. Incorporated Under the Laws of the State of Delaware Common Stock Cusip 377341 10 2 See Reverse for Certain Definitions This Certifies That Is the Owner of Full Paid and Non-Assessable Shares of Common Stock of the Par Value of One Cent ($.01) Each of Gleacher & Company, Inc. Transferable on the Books of the Corporation by the Holder Hereof in Person or by Duly Authorized Attorney Upon Surrender of This Certified Properly Endorsed. This Certificate and the Shares Represented Hereby Are Subject to the Laws of the State of Delaware and to the Certificate of Incorporation and by Laws of the Corporation, as Now or Hereafter Amended to All of Which the Holder of This Certificate Assents by His Acceptance Hereof. This Certificate Is Not Valid Until Countersigned by the Transfer Agent and Registered by the Registrar. Witness the Facsimile Seal of the Corporation and the Facsimile Signatures of Its Duly Authorized Officers. Dated: Secretary Chairman and Chief Executive Officer Authorized Signature Countersigned and Registered: American Stock Transfer (Delaware, Delaware) & Trust Company, LLC Transfer and Registrar Agent By

from 10-K 2 pages BROADPOINT.GLEACHER Bs 0510 Broadpoint Gleacher Securities Group, Inc. Common Stock Incorporated Under the Laws of the State of New York Cusip 11134a 10 3 See Reverse for Certain Definitions This Certifies That Specimen Is the Owner of Fully Paid and Non-Assessable Shares of Common Stock of the Par Value of One Cent ($.01) Each of Broadpoint Gleacher Securities Group, Inc. Transferable on the Books of the Corporation by the Holder Hereof in Person or by Duly Authorized Attorney Upon Surrender of This Certificate Properly Endorsed. This Certificate and the Shares Represented Hereby Are Subject to the Laws of the State of New York and to the Certificate of Incorporation and By-Laws of the Corporation, as Now or Hereafter Amended to All of Which the Holder of This Certificate Assents by His Acceptance Hereof. This Certificate Is Not Valid Until Countersigned by the Transfer Agent and Registered by the Registrar. Witness the Facsimile Seal of the Corporation and the Facsimile Signatures of Its Duly Authorized Officers. Dated: Chairman Secretary Chief Executive Officer Countersigned and Registered: By American Stock Transfer & Trust Company, LLC (New York, New York) Transfer Agent and Registrar Authorized Signature American Bank Note Company

from S-8 12 pages Broadpoint Gleacher Securities Group, Inc. 2003 Non-Employee Directors Stock Plan

from S-8 16 pages Broadpoint Gleacher Securities Group, Inc. 2007 Incentive Compensation Plan

from S-8 16 pages Broadpoint Securities Group, Inc. 2007 Incentive Compensation Plan

from S-8 16 pages First Albany Companies Inc. 2007 Incentive Compensation Plan

from SC 13D 5 pages Confidentiality Agreement

from 8-K/A 5 pages Amendment No. 1 to Rights Agreement

from S-8 ~20 pages 2005 Deferred Compensation Plan

from S-8 30 pages First Albany Companies Inc. Deferred Compensation Plan for Key Employees Effective January 1, 1998 Amended and Restated Effective December 1, 2000 Composite Plan as of January 1, 2003 Purpose

from S-8 ~20 pages Deferred Compensation Plan

from S-8 ~20 pages Deferred Compensation Plan for Key Employees

from S-8 ~20 pages First Albany Companies Inc. Deferred Comp. Plan

from S-8 ~20 pages Deferred Compensation Plan

from S-8 ~20 pages Deferred Compensation Plan

from S-8 ~20 pages Exhibit 4(b) to First Albany's Form S-8