Noonan Daniel 4

4 · COHEN & STEERS, INC. · Filed Feb 2, 2026

AI-generated summary of this filing

Updated Feb 2, 2026

Cohen & Steers (CNS) EVP Daniel Noonan Receives RSUs, Withholds Shares

What Happened

Daniel Noonan, Executive Vice President of Cohen & Steers (CNS), received a grant of 13,627 restricted stock units (RSUs) on 2026-01-30. The filing also shows the issuer withheld 935 shares to cover the reporting person's tax obligations related to previously vested RSUs; those 935 shares were recorded as a disposition at $64.58 per share, totaling $60,382.
The RSU grant (valued at $0 in the filing because it’s an equity award) represents the portion of Noonan’s 2025 annual incentive that was mandatorily deferred into RSUs.

Key Details

Transaction date: 2026-01-30; Filing date: 2026-02-02 (filed to the SEC).
Disposition: 935 shares withheld for taxes at $64.58/share = $60,382 (transaction code F: tax withholding).
Acquisition: 13,627 RSUs granted (transaction code A: award/grant).
Shares owned after the transaction: not specified in the provided filing; footnote indicates shares are held by the Daniel A. Noonan Revocable Trust, of which he is trustee.
Notable footnotes:
- F1: Shares held by the Daniel A. Noonan Revocable Trust.
- F2: The 935-share disposition reflects issuer withholding to satisfy tax obligations upon RSU vesting.
- F3: The RSUs are the deferred portion of the 2025 incentive bonus; they vest ratably over four years, and dividend RSUs vest on the fourth anniversary.
Timeliness: Filed three calendar days after the transaction; this appears to meet the Form 4 requirement to file within two business days.

Context

This was an equity award (RSUs) and a routine tax-withholding disposition, not an open-market sale or purchase. Withholding shares to cover taxes is common and does not necessarily indicate a change in the insider’s view of the company.
The RSUs vest over time (four-year ratable vesting), so the economic benefit to the insider is realized gradually.

Form 4

Period: 2026-01-30

Executive Vice President

Transactions

Holdings

Footnotes (3)

[F1]Shares held by the Daniel A. Noonan Revocable Trust, a revocable trust, of which Mr. Noonan serves as trustee.
[F2]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.
[F3]Represents RSUs granted by the issuer to the reporting person constituting the portion of the reporting person's 2025 annual incentive performance bonus that was mandatorily deferred by the issuer. Any dividends paid on the issuer's common stock are paid in additional RSUs (the "dividend RSUs"). The RSUs vest ratably over four years, and the dividend RSUs vest on the fourth anniversary of the grant date of the RSUs.

Signature

/s/ Brian W. Heller, Attorney-in-Fact|2026-02-02

1 file