CNS Insider Update: CFO’s Stake Drops 10% After RSU Vesting Tax Offset

Rhea-AI Filing Summary

Cohen & Steers (NYSE:CNS) Chief Financial Officer & EVP Raja A. Dakkuri filed a Form 4 detailing the automatic withholding of 2,470 common shares on 06/24/2025 to cover payroll taxes triggered by the vesting of previously reported RSUs. The shares were valued at $76.01 each, putting the transaction at roughly $188 thousand. After the withholding, Dakkuri’s direct beneficial ownership is 22,373 shares. The transaction was coded “F,” indicating an issuer-facilitated share surrender rather than an open-market sale, and no derivative securities transactions were reported.

Positive

• None.

Negative

• CFO’s direct holdings fell by 2,470 shares (~10% of prior stake) through tax-withholding, modestly reducing insider equity exposure.

Insights

Corporate Governance Analyst

TL;DR: Routine tax-withholding reduces CFO stake by ~10%; limited signaling value.

The Form 4 shows an F-code transaction—shares withheld by the issuer to satisfy tax on RSU vesting—so there was no discretionary sale by the insider. While the 2,470-share reduction equals about 9.9 % of the CFO’s pre-transaction holdings, the net value ($188 k) is modest and does not appear motivated by market outlook. Post-transaction ownership of 22,373 shares remains meaningful, suggesting ongoing alignment. Overall impact to investors is neutral; the filing mainly updates the share register without signaling a change in insider sentiment.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Dakkuri Raja A

(Last) (First) (Middle)

1166 AVENUE OF THE AMERICAS

(Street)

NEW YORK NY 10036

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
COHEN & STEERS, INC. [ CNS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer, EVP

3. Date of Earliest Transaction (Month/Day/Year)
06/24/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/24/2025		F		2,470(1)	D	$76.01	22,373	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents the withholding by the issuer of shares of common stock in connection with the reporting person's tax obligations upon the vesting of previously reported restricted stock units ("RSUs") and delivery of the common stock underlying such RSUs.

Remarks:

	/s/ Brian W. Heller, Attorney-in-Fact	06/25/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

How many Cohen & Steers shares were involved in the 06/24/2025 insider transaction?

The filing reports 2,470 common shares withheld to cover taxes on vested RSUs.

What was the value of the shares withheld from CNS’s CFO?

At $76.01 per share, the transaction value was approximately $188,000.

What is Raja A. Dakkuri’s remaining share ownership in CNS?

After the transaction, Dakkuri directly owns 22,373 common shares.

Was the insider activity an open-market sale by CNS’s CFO?

No. The transaction was coded "F", indicating issuer-withheld shares for tax purposes, not a discretionary sale.