COHEN & STEERS, INC. (CNS) Business

Item 1. Business

Overview

Cohen & Steers, founded in 1986, is a global investment manager specializing in real assets and alternative income, including listed and private real estate, preferred securities, infrastructure, resource equities, commodities, as well as multi-strategy solutions. Headquartered in New York City, with offices in London, Dublin, Hong Kong, Tokyo and Singapore, we serve institutional and individual investors around the world.

Cohen & Steers, Inc. (CNS) was organized as a Delaware corporation on March 17, 2004. CNS is the holding company for its direct and indirect subsidiaries, including Cohen & Steers Capital Management, Inc. (CSCM), Cohen & Steers Securities, LLC (CSS), Cohen & Steers UK Limited (CSUK), Cohen & Steers Ireland Limited (CSIL), Cohen & Steers Asia Limited (CSAL), Cohen & Steers Japan Limited (CSJL) and Cohen & Steers Singapore Private Limited (CSSG). CNS and its subsidiaries are collectively referred to as the Company, we, us or our.

Our global distribution is concentrated in two channels: wealth and institutional. The wealth channel includes a variety of intermediaries such as global private banks, U.S. wirehouses, independent and regional broker dealers, bank trusts, registered investment advisers and discretionary portfolio managers using global custody or clearing platforms. The institutional channel comprises sovereign wealth funds, public and private pension and retirement plans, insurance companies, endowments, foundations, and global investment consultants who support these institutions.

Investment Vehicles

We manage three types of investment vehicles: open-end funds, institutional accounts and closed-end funds.

Open-end Funds

Open-end funds include U.S. and non-U.S. open-end funds for which we serve as investment adviser that offer and issue new shares continuously as investors subscribe and redeem shares when investors sell. The share price for purchases and redemptions is determined by each fund’s net asset value, which is calculated at the end of each business day. The net asset value (NAV) per share is the current value of a fund’s assets less its liabilities, divided by the fund’s total shares outstanding.

Open-end funds also include assets of third-party investment vehicles for which we provide model portfolios. We regularly provide the investment manager of that investment vehicle with a model portfolio of securities in accordance with the investment objectives and investment guidelines of that vehicle as set forth in such vehicle’s investment advisory agreement.

Further, open-end funds include Cohen & Steers Income Opportunities REIT, Inc. (CNSREIT), a non-traded REIT for which we serve as investment adviser. Shares of CNSREIT are sold and repurchased by CNSREIT monthly at a price generally equal to the prior month’s NAV per share.

Finally, open-end funds include active exchange traded funds (ETFs) for which we serve as investment adviser. Our initial launch in 2025 included three strategies: U.S. real estate securities, preferred securities and natural resource equities. In December 2025 we launched two additional strategies, listed infrastructure and short duration preferred securities. ETF shares are not individually redeemable and are issued and redeemed at their NAV per share only through certain authorized broker-dealers.

Institutional Accounts

The institutional accounts for which we serve as investment adviser or subadvisor represent portfolios of securities we manage for institutional clients. We manage the assets in each institutional account in accordance with the investment objectives and guidelines as set forth in each client’s investment management agreement.

Advisory accounts represent accounts, including certain commingled vehicles, for which we have been appointed as the investment manager. As investment manager, we oversee certain daily activities and manage the assets in the account while adhering to the specified investment objectives.

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Subadvisory accounts generally represent commingled investment vehicles for which we have been appointed as a subadvisor by the investment manager of that investment vehicle. As subadvisor, we manage all or a portion of the vehicle's investments and oversee certain daily activities, while the investment manager oversees our performance as subadvisor. The vehicle sponsor is responsible for decisions regarding the amount, timing and whether to pay distributions from the investment vehicle to its beneficial owners. Subadvisory accounts also include assets of third-party investment vehicles for which we provide model portfolios. We regularly provide the investment manager of that investment vehicle with a model portfolio of securities in accordance with the investment objectives and guidelines as set forth in each client’s investment advisory agreement.

Closed-end Funds

The closed-end funds for which we serve as investment adviser are registered investment companies that have issued a fixed number of shares through public offerings. These shares are listed on the New York Stock Exchange and cannot be redeemed by the fund’s shareholders. The trading price of the shares is determined by supply and demand in the marketplace, and, as a result, the shares may trade at a premium or discount to the net asset value of the fund. Strategies offered in closed-end funds typically use leverage.

Contractual Revenues

Our revenue from the wealth channel is derived from investment advisory, administration, distribution and service fees from open-end and closed-end funds as well as other commingled vehicles including ETFs. Our revenue from the institutional channel is derived from fees received from our clients for managing advised and subadvised accounts. Our fees are based on contractually specified rates applied to the value of the assets we manage and, in certain cases, may include a performance-based fee. Investment advisory fee rates vary based on the vehicle, investment strategy, fees charged by other comparable products and prevailing market conditions. Investment administration fees from open-end funds and certain closed-end funds are designed to reimburse us for the cost of providing these services. The investment advisory and administration agreements are generally terminable upon specified notice periods and may also require a majority vote of the fund’s board of directors for certain contracts.

Our revenue fluctuates with changes in the total value of our assets under management, which may occur as a result of market appreciation and depreciation, contributions to or withdrawals from investor accounts and distributions. This revenue is recognized over the period that the assets are managed.

Investment Strategies

We are committed to investment excellence and delivering superior long-term returns to our clients. Fundamental analysis, incorporating both top-down and bottom-up approaches, forms the foundation of our investment process. This enables us to access the relative value and total return potential, identify risks and seize opportunities that may impact a company’s performance. We are committed to responsible investing as part of our fiduciary obligation to help our clients achieve their long-term investment objectives. We provide additional information which can be found under “Responsible Investing” on www.cohenandsteers.com.

Our specialist investment teams are subject to multiple levels of oversight and support from the Chief Executive Officer, Chief Investment Officer, Chief Operating Officer-Investments, Investment Risk Committee, Investment Operating Committee and Legal and Compliance Department. Certain of our strategies involve multiple asset classes and are overseen by our Asset Allocation Strategy Group and Chief Investment Officer.

Our core investment strategies include:

Listed Real Estate includes a wide range of strategies distinguished by geography, concentration, risk profile and income objective, designed to provide allocation exposure to listed real estate in the U.S. and internationally. Each strategy invests in a portfolio of common stocks and other securities issued by real estate companies, including real estate investment trusts (REITs) and similar REIT-like entities. These strategies draw on the expertise of our integrated global real estate securities investment team. Investment objectives include total return, capital appreciation and income.

Private Real Estate includes strategies that invest primarily in real property investments. Certain strategies invest in high quality, income-focused, stabilized real estate assets primarily within the United States while others invest directly into real property investments of an opportunistic nature with the investment objective of capital appreciation achieved by value-added

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strategies including lease-up, redevelopment, and development among others and have a higher risk profile. Investment objectives include stable cash flow and capital appreciation, income and total return.

Preferred Securities, including Low Duration Preferred Securities invests in diversified portfolios of preferred, debt and contingent convertible securities issued by U.S. and non-U.S. companies. The securities are primarily issued by banks, insurance companies, REITs and other diversified financial institutions, as well as utility, energy, pipeline and telecommunications companies. A consistent investment process underlies both our total return preferred securities strategy and our low duration preferred securities strategy, both of which seek income and capital preservation.

Global Listed Infrastructure includes strategies designed to provide access to infrastructure assets. These strategies have diversified and concentrated portfolios of U.S. and non-U.S. securities issued by infrastructure companies such as utilities, pipelines, toll roads, airports, railroads, marine ports and communications companies located in developed and emerging markets, energy related master limited partnerships and securities of companies that derive at least 50% of their revenues or operating income from the exploration, production, transportation, processing, storage, refining, distributing or marketing of various energy resources. Investment objectives include total return with a balance of capital appreciation and income.

Global Natural Resource Equities invests in companies involved in the production, extraction, or processing of commodities and natural resources. Specifically, the strategy invests in energy producers, mining companies and agriculture-based businesses. The investment objective is total return.

Real Assets Multi-Strategy invests in a diversified multi-strategy portfolio of listed companies and securities that generally own or are backed by tangible real assets, including real estate securities, global listed infrastructure, commodity futures and natural resource equities, with the objective of achieving attractive total returns over the long term, while providing diversification and maximizing the potential for real returns during inflationary environments.

We offer other niche strategies for client-specific mandates or through various investment structures. In addition, we offer variations that may combine multiple strategies in a single portfolio. Individual portfolios may be customized to comply with client-specific guidelines, benchmarks or risk profiles.

Competition

We compete with several global and U.S. investment managers, commercial banks, broker-dealers, insurance companies and other financial institutions. Many competing firms are parts of larger financial services companies and attract business through numerous channels, including retail banking, investment banking and underwriting contacts, insurance agencies and broker-dealers.

Our direct competitors in wealth management are other fund and ETF sponsors, including large nationally recognized investment management firms that have more diverse product offerings and smaller boutique firms that specialize in particular asset classes. We also compete against managers that manage separate account portfolios for high net worth clients. In the institutional channel, we compete with several investment managers offering similar products and services, from boutique establishments to major commercial and investment banks.

Performance, price and brand are our principal sources of competition. We are evaluated based on our performance and our fees relative to our competitors. Prospective clients will typically base their decisions to invest, or continue to invest, with us on our ability to generate returns in excess of a benchmark and the cost of doing so. In addition, individual fund shareholders may also base their decision on the ability to access the funds we manage through a particular distribution channel.

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Regulation

We are subject to regulation under U.S. federal and state laws, as well as applicable laws in other jurisdictions where we do business or offer our products and services. Violation of applicable laws or regulations could result in fines, temporary or permanent prohibition of engagement in certain activities, reputational harm and loss of clients, suspension of personnel or revocation of their regulatory licenses, suspension or termination of investment adviser and/or broker-dealer registrations, or other sanctions and penalties.

In the U.S., CSCM, a New York subsidiary, is a registered investment adviser (RIA) with the Securities and Exchange Commission (SEC). In addition, CSCM is registered as a commodity pool operator with the Commodity Futures Trading Commission and is a member of the National Futures Association, both of which regulate futures contracts, swaps and various other financial instruments in which the Company and certain of its clients may invest. CSUK, our United Kingdom (U.K.) subsidiary and CSAL, our Hong Kong (HK) subsidiary, are both registered as RIAs with the SEC. As such, in the U.S., CSCM, CSUK, and CSAL are subject to certain regulatory requirements, including governance, compliance, disclosure, reporting and fiduciary obligations.

Additionally, in the U.S., CSS, a New York subsidiary, is a registered broker-dealer regulated by the SEC, the Financial Industry Regulatory Authority (FINRA) and other federal and state agencies. CSS is subject to regulations governing, among other things, sales practices, capital structure and recordkeeping.

Our international affiliates are also overseen by regulatory authorities in their respective jurisdictions such as the Financial Conduct Authority (U.K.), the HK Securities and Futures Commission, the HK Securities and Futures Ordinance, Financial Services Agency of Japan and the Central Bank of Ireland. Additionally, our U.S. and international subsidiaries operate under explicit approvals and exemptions to provide certain services to certain clients, including in Luxembourg, Korea, Australia, and Canada, among other jurisdictions.

These authorities, as well as state and federal authorities in the jurisdictions where we conduct business, generally have broad administrative powers, including the ability to limit or restrict our business activities if we fail to comply with applicable laws and regulations. The regulations cover a wide range of areas, including securities, compliance and governance, privacy and cybersecurity, disclosure, anti-bribery and anti-corruption, anti-money laundering as well as trade and other sanctions. These authorities may also subject these subsidiaries to minimum net capital levels and minimum standards for general financial condition and liquidity. Under certain circumstances, our ability to withdraw capital and/or receive dividends may be limited.

While requirements may be comparable in different jurisdictions and to those imposed by the SEC and other U.S. regulators, regulation in one jurisdiction may affect the operation of affiliates in others or require compliance at a group level, reflecting the global and integrated nature of our business.

Human Capital

Human capital strategies and initiatives are critical to our long-term success as a leading specialty manager in real assets and alternative income. We are investment-driven, entrepreneurial and focused, with a passion for delivering excellence through a team-oriented approach. The continual growth, full engagement, collaboration and mutual respect of all our employees reinforce Cohen & Steers’ position as a premier global investment manager.

As of December 31, 2025, we had 424 full‑time employees, including 88 investment professionals across six global offices. Women represented 37% of our firmwide workforce, and people of color represented 33% of our U.S. workforce. Our talent processes are driven through four integrated Human Resources (HR) verticals that advance our talent strategy.

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Talent Management & Organizational Strategy enables our people to maximize their potential and supports career development and continuous improvement. This comprehensive function drives talent acquisition, performance management, employee relations, succession planning, and diversity and inclusion.

Talent Analytics & Insights plays a pivotal role in shaping our global talent strategy. By collecting, analyzing and interpreting workforce data, we provide senior leaders with actionable insights. By focusing on key talent metrics, identifying trends and delivering data‑driven guidance, we strengthen strategic decision‑making and enhance talent outcomes.

Total Rewards & HR Operations drives our competitive compensation and benefits approach and administers global HR policy, continually adapting to changing talent needs while adhering to firm values.

HR Engagement supports the Cohen & Steers culture by creating forums to foster community and inclusivity. This function includes our mentorship programs, employee resource groups, and new hire onboarding.

We were recognized for the sixth consecutive year as a “Best Place to Work in Money Management” by Pensions & Investments (P&I), a global news source on money management. The award was part of P&I’s annual recognition program, which seeks to identify the top employers in the money management industry. This recognition is a testament to the strength of our culture, which enables employees to thrive and continue to deliver superior investment results.

Available Information

We file annual, quarterly and current reports, proxy statements and all amendments to these reports and other information with the SEC, which are available on the SEC website at www.sec.gov. We make available free of charge on or through our website at www.cohenandsteers.com our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and all amendments to those reports as soon as reasonably practicable after such reports are electronically filed with or furnished to the SEC. We intend to use our website as a means of disclosing material non-public information and for complying with our disclosure obligations under Regulation FD.