Cohen & Steers (CNS) risk factors, 2025 10-K

Risks Related to our Business

1. 01A decline in the absolute or relative performance or value of real estate securities, or the attractiveness of real estate portfolios or investment strategies, would have an adverse effect on the assets we manage and our revenue
2. 02Our growth and the execution of our real estate investment strategy may be constrained by the size and number of real estate securities issuers, as well as REIT ownership restrictions
3. 03A decline in the absolute or relative performance or value of preferred securities or similar securities in which we invest, or the attractiveness of portfolios or investment strategies utilizing such securities, would have an adverse effect on the assets we manage and our revenue
4. 04A significant portion of our revenue for 2024 was derived from a single institutional client
5. 05Seed investments made to support the launch of new strategies and products may expose us to potential losses on invested capital
6. 06The incurrence of debt may increase the risk of investing in us and could negatively impact our revenue and adversely affect our financial condition
7. 07The loss of any senior executives or senior investment professionals or our failure to effectively manage succession planning could have a material adverse effect on our business
8. 08We could incur financial losses, reputational harm and regulatory penalties if we fail to implement effective information security policies and procedures
9. 09until launched. Highly publicized security breaches continue to expose failures of companies to keep pace with the threats posed by cyber-attackers and have led to increased government, regulatory and media scrutiny
10. 10We face substantial competition in all aspects of our business
11. 11portfolios, may require us to adapt our strategy, business and operations to address these trends and pressures. Our competitive position may weaken if we are unable to meet these client priorities
12. 12The inability to access clients through third-party intermediaries could have a material adverse effect on our business
13. 13Our growth could be adversely affected if we are unable to manage the costs or realize the anticipated benefits associated with the expansion of our business
14. 14with our growth strategy, may in some cases be based on anticipated legal, regulatory, financial or accounting treatment that may not be realized within the timeframe or in the form expected, or at all
15. 15Changes in market and economic conditions, including elevated interest rates, could reduce our assets under management and adversely impact our revenue and profitability
16. 16Our industry is subject to rapid changes in technology that may alter historical methods of doing business, and technologies we incorporate into our processes may present complex and novel business, compliance and reputational risks
17. 17could be affected by regulatory requirements through new rules around technological advancements that could increase the cost of compliance when employing these technological changes
18. 18Our clients may withdraw or reduce the amount of assets we manage or otherwise change the terms of our relationship, which could have an adverse impact on our revenue
19. 19Regulations restricting the use of commission credits to pay for research have increased, and may continue to increase, our operating expenses
20. 20Limitations on our ability to utilize leverage in the closed-end funds we sponsor could reduce our assets under management and revenue
21. 21Failure to maintain adequate business continuity plans in the event of a catastrophic event could have a material adverse effect on the Company and its products
22. 22We could experience loss of client relationships and other harm to our business if our reputation is impaired
23. 23We depend on third parties for services that are important to our business and the failure of a key vendor to fulfill its obligations to the Company could have a material adverse effect on the Company and its products

Risks Related to our Common Stock

1. 24A significant portion of our common stock is owned or controlled by our Executive Chairman and our Board Chairman and their respective family members, which may limit the ability of other stockholders to influence the affairs of the Company
2. 25We may change our dividend policy at any time and there is no guarantee that we will pay dividends in the future
3. 26A sale of a substantial number of shares of our common stock may adversely affect the market price of our common stock, and the issuance of additional shares will dilute your percentage ownership in the Company
4. 27Anti-takeover provisions in our charter documents and Delaware law may delay or prevent a change in control of us, which could decrease the trading price of our common stock

Legal and Regulatory Risks

1. 28We may be adversely impacted by legal and regulatory changes in the U.S. and internationally
2. 29Our involvement in legal proceedings could adversely affect our results of operations and financial condition
3. 30The tax treatment of certain of our funds involves the interpretation of complex provisions of U.S. federal income tax law for which no precedent may be available and may be subject to potential legislative, judicial or administrative change and differing interpretations, possibly on a retroactive basis
4. 31Changes in tax legislation or policies could materially impact our financial position and results of operations