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CNS > SEC Filings for CNS > Form 8-K on 17-Mar-2014All Recent SEC Filings

Show all filings for COHEN & STEERS INC



Change in Directors or Principal Officers, Financial Statements and Exhibits

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

On March 14, 2014, the Board of Directors (the "Board") of Cohen & Steers, Inc. (the "Company") appointed Frank T. Connor as a director of the Company and as a member of the Company's Audit Committee, Compensation Committee, and Nominating and Corporate Governance Committee. Mr. Connor was appointed to fill an existing vacancy on the Board created by a director who passed away on March 1, 2014.

Mr. Connor, age 54, is the executive vice president and chief financial officer of Textron Inc.

The Board has determined that Mr. Connor 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 Mr. Connor and any other person pursuant to which Mr. Connor was appointed a director of the Company. Mr. Connor 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 his service as a director, Mr. Connor is entitled to receive the standard compensation paid to non-management directors of the Company as disclosed under the heading "Compensation of Directors" in the Company's 2013 Proxy Statement filed with the Securities and Exchange Commission on March 22, 2013. Any compensation to be paid by the Company to Mr. Connor for 2014 will be pro-rated accordingly.

A copy of the press release announcing the appointment of Mr. Connor as a director of the Company is attached as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01. Financial Statements and Exhibits.

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

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