UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Emerging growth company
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| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On November 7, 2019, the Board of Directors (the “Board”) of Cohen & Steers, Inc. (the “Company”) appointed Dasha Smith as a director of the Company and as a member of the Board’s Audit Committee, Compensation Committee, and Nominating and Corporate Governance Committee, effective immediately. Upon the appointment of Ms. Smith, the size of the Board increased to nine (9) directors.
Ms. Smith, age 46, currently serves as the Executive Vice President, Global Chief Human Resources Officer for Sony Music Entertainment.
The Board has determined that Ms. Smith is independent in accordance with Rule 10A-3 of the Securities Exchange Act of 1934, as amended, and the applicable New York Stock Exchange rules. There were no arrangements or understandings between Ms. Smith and any other person pursuant to which Ms. Smith was appointed a director of the Company. Ms. Smith has not been a party to any transaction with the Company that would require disclosure under Item 404(a) of Regulation S-K.
In connection with her service as a director, Ms. Smith is entitled to receive the standard compensation paid to the Company’s non-management directors as disclosed in the Company’s 2019 Proxy Statement filed with the Securities and Exchange Commission on March 22, 2019. Any compensation paid by the Company to Ms. Smith for 2019 will be pro-rated accordingly.
| Item 7.01. | Regulation FD Disclosure. |
A copy of the press release announcing the appointment of Ms. Smith as a director of the Company is being furnished as Exhibit 99.1 to this Current Report on Form 8-K.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
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Description | |||
| 99.1 |
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| 104 |
Cover page interactive data file (embedded within the Inline XBRL document) | |||
SIGNATURES
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: November 7, 2019 |
By: |
/s/ Francis C. Poli | ||||
| Name: |
Francis C. Poli | |||||
| Title: |
General Counsel and Secretary |