Cohen & Steers (NYSE: CNS) CFO exit and interim bonus disclosed

Rhea-AI Filing Summary

Cohen & Steers, Inc. reported that Executive Vice President and Chief Financial Officer Raja Dakkuri has decided to resign, after securing another opportunity. He will continue as CFO through October 17, 2025 to support an orderly transition, and the company states his resignation is not due to any disagreement over operations, policies, practices or financial reporting.

The company has appointed Michael Donohue, currently Senior Vice President and Controller, as Interim Chief Financial Officer, effective on the same date, while he retains his existing roles. Donohue, age 50, joined in 2023 and has prior senior finance experience at Hamilton Lane, PQ Corporation and KPMG. In connection with his interim role, the board’s compensation committee approved a $300,000 bonus, split between $150,000 in cash payable in the first quarter of 2026 and restricted stock units valued at $150,000, granted on October 17, 2025 and vesting ratably over four years. The company also issued a press release about these changes.

Insights

Corporate governance analyst

Cohen & Steers discloses an orderly CFO transition with an internal interim appointee and a defined bonus structure.

The company announces that Executive Vice President and CFO Raja Dakkuri will resign after securing another role, remaining in place through October 17, 2025 to support continuity. The disclosure explicitly notes that his decision is not due to disagreements over operations, policies, practices, or financial reporting, which reduces concern about underlying issues indicated by this leadership change.

Senior Vice President and Controller Michael Donohue will become Interim CFO effective on the same date while keeping his existing responsibilities. His background at Hamilton Lane and other finance roles suggests familiarity with complex asset management accounting, though the dual roles could add workload concentration. The compensation committee approved a $300,000 bonus for Donohue, split between $150,000 cash in the first quarter of 2026 and restricted stock units equal to $150,000, vesting over four years from the October 17, 2025 grant date, aligning part of his interim compensation with long-term equity performance.

8-K Event Classification

3 items: 5.02, 7.01, 9.01

3 items

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

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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): September 11, 2025

Cohen & Steers, Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware		001-32236		14-1904657
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

1166 Avenue of the Americas

New York, NY 10036

(Address of principal executive offices and Zip Code)

(212) 832-3232

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

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))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.01 par value		CNS		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐

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

On September 11, 2025, Raja Dakkuri provided notice to Cohen & Steers, Inc. (the “Company”) of his decision to resign from his positions as Executive Vice President, Chief Financial Officer of the Company. Mr. Dakkuri will remain with the Company in such positions through October 17, 2025 (the “Effective Date”) to ensure an orderly transition of responsibilities. Mr. Dakkuri has secured another opportunity, and his resignation was not the result of any disagreement with the Company or any matter related to its operations, policies, practices or financial reporting.

The Company has appointed Michael Donohue, Senior Vice President and Controller of the Company, to the position of Interim Chief Financial Officer of the Company, effective on the Effective Date. Mr. Donohue will retain his positions as Senior Vice President and Controller.

Mr. Donohue, age 50, has served as Senior Vice President and Controller of the Company since May 2023. Prior to joining the Company, he served in various positions at Hamilton Lane from 2008 until 2023, most recently as a Managing Director and Corporate Controller. Mr. Donohue’s experience also includes prior finance and accounting roles at PQ Corporation and KPMG LLP. Mr. Donohue has a BS degree in Accounting from Pennsylvania State University and an MBA degree from Villanova University.

In connection with Mr. Donohue’s appointment as Interim Chief Financial Officer, the compensation committee of the Company’s board of directors has approved a bonus award to Mr. Donohue in an aggregate amount of $300,000, consisting of (1) $150,000 in cash, payable during the first quarter of 2026, and (2) a number of Company restricted stock units equal to the quotient of $150,000 divided by the closing price of the Company’s common stock on October 17, 2025 (the “Grant Date”), to be granted on the Grant Date and to vest ratably over four years on each annual anniversary of the Grant Date. Except as provided herein, the terms of such restricted stock units are the same as those previously disclosed by the Company and applicable to Company executive officers generally, including customary restrictive covenants relating to non-interference, non-solicitation and non-disparagement.

Item 7.01. Regulation FD Disclosure.

On September 15, 2025, the Company issued a press release announcing Mr. Donohue’s appointment and Mr. Dakkuri’s decision to resign from his positions at the Company. A copy of the press release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information contained under Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, is being furnished and, as a result, such information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits. The exhibits listed on the exhibit index accompanying this Current Report on Form 8-K are furnished herewith.

Exhibit No.		Description
99.1		Press release dated September 15, 2025
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

1

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

						Cohen & Steers, Inc.
						(Registrant)
Date: September 15, 2025				By:		/s/ Francis C. Poli
				Name: Title:		Francis C. Poli Executive Vice President, General Counsel and Secretary

FAQ

Why is Cohen & Steers (CNS) Chief Financial Officer Raja Dakkuri resigning?

Raja Dakkuri notified Cohen & Steers of his decision to resign as Executive Vice President and Chief Financial Officer after securing another opportunity. The company states that his resignation is not the result of any disagreement with the company or any matter related to its operations, policies, practices or financial reporting.

When will Raja Dakkuri step down as CFO of Cohen & Steers (CNS)?

Raja Dakkuri will remain Executive Vice President and Chief Financial Officer of Cohen & Steers through October 17, 2025. That date is identified as the effective date for his departure, during which he will help ensure an orderly transition of responsibilities.

Who will serve as Interim Chief Financial Officer at Cohen & Steers (CNS)?

Cohen & Steers has appointed Michael Donohue, currently Senior Vice President and Controller, as Interim Chief Financial Officer effective October 17, 2025. He will retain his positions as Senior Vice President and Controller while serving in the interim CFO role.

What compensation will Michael Donohue receive for serving as Interim CFO of Cohen & Steers (CNS)?

In connection with his appointment as Interim CFO, Michael Donohue will receive a bonus totaling $300,000, consisting of $150,000 in cash, payable during the first quarter of 2026, and restricted stock units valued at $150,000, based on the closing price of the company’s common stock on October 17, 2025.

How will Michael Donohue’s restricted stock units vest at Cohen & Steers (CNS)?

Michael Donohue will be granted a number of restricted stock units equal to $150,000 divided by the closing price of Cohen & Steers common stock on October 17, 2025. These restricted stock units will vest ratably over four years on each annual anniversary of the grant date under terms consistent with those for other company executive officers.

Did Cohen & Steers (CNS) issue a press release about the CFO transition?

Yes. On September 15, 2025, Cohen & Steers issued a press release announcing Michael Donohue’s appointment as Interim CFO and Raja Dakkuri’s decision to resign. The press release is furnished as Exhibit 99.1, and the company indicates this information is furnished rather than filed under the Exchange Act.