Harvey Joseph M 4

What Happened
Joseph M. Harvey, CEO of Cohen & Steers (CNS), had 33,644 shares withheld/disposed to satisfy tax obligations related to previously reported RSU vesting (payment code F) — these shares were priced at $64.58 each for a total of $2,172,730. On the same date he was granted/received 80,984 restricted stock units (RSUs) (grant code A) with a reported value of $0 (these RSUs represent a mandatory deferral of his 2025 annual incentive bonus).

Key Details

• Transaction date: 2026-01-30; Form 4 filed 2026-02-02 (filing timeliness not specified in the provided data).
• Tax-withheld/Disposed: 33,644 shares @ $64.58 = $2,172,730 (code F — shares withheld by issuer to cover tax obligations on vested RSUs).
• Grant/Acquisition: 80,984 RSUs @ $0 (code A — represents deferred portion of 2025 annual incentive).
• Shares owned after transaction: Not specified in the filing summary provided.
• Footnotes:
  • F1: Some shares are held in an LLC owned by a family trust; Mr. Harvey disclaims beneficial ownership except for pecuniary interest.
  • F2: Withholding represents issuer withholding shares to satisfy tax obligations upon RSU vesting.
  • F3: The 80,984 RSUs are deferred 2025 incentive RSUs; dividends are paid as additional RSUs ("dividend RSUs"). The RSUs vest ratably over four years; dividend RSUs vest on the fourth anniversary.

Context
This filing shows a tax-withholding disposition (not an open-market sale) and a compensation grant. Withholdings to cover taxes upon RSU vesting are common and do not necessarily indicate a bearish view. The RSUs awarded are part of deferred compensation and vest over time, so they represent future potential equity rather than an immediate purchase.