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

Effective November 1, 2012, Jonathan P. Evans, 35, has been appointed as the Chief Executive Officer and elected to the Board of Directors of Morgan Group Holding Co. (the "Company"). In the position of Chief Executive Officer he replaces Mario J. Gabelli, who remains non-executive Chairman.

Mr. Evans received his MBA from the Columbia University Graduate School of Business in 2006. For the past six years he has been employed by Crane Merchandising Systems, a division of Crane Co. which is a diversified manufacturer of highly-engineered products. From July 2006 to September 2007 he served as Manager of Operational Excellence, with responsibility for enhancing the firm's internal operations and implementing lean processes; from September 2007 to May 2010 he served as Product Manager of commercial payment systems, with responsibility for development, marketing and sales of such systems; from May 2010 to May 2011 he served as Director of Operations for the company's European division, with responsibility for managing the safety, quality, delivery and cost of manufacturing processes including metal fabrication and assembly; from May 2011 to May 2012 he served as Director of Marketing and Product Management, with responsibility for developing new strategies, products and pricing throughout Europe; and from May 2012 to October 2012 he served as Director of Strategic Initiatives, with responsibility for the firm's major internal and external business development activity.

Crane Co. is not the parent nor a subsidiary or other affiliate of the Company.

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