X0306 4 2016-12-14 0 0001284812 COHEN & STEERS INC CNS 0001181438 STEERS ROBERT HAMILTON 280 PARK AVE, 10TH FLOOR NEW YORK NY 10017 1 1 1 0 Chief Executive Officer Common Stock 4218897 I By the Steers 2014 Descendents' Trust Common Stock 950920 I By the Robert H. Steers Family Trust Common Stock 2016-12-14 4 A 0 2734 0.00 A 6941749 D Shares owned by the Steers 2014 Descendents' Trust for the benefit of Mr. Steers' family. Members of Mr. Steers' immediate family serve as trustees of the trust. Mr. Steers disclaims beneficial ownership of these shares, and the filing of this Form 4 is not an admission that Mr. Steers is the beneficial owner of these shares for purposes of Section 16 or for any other purpose. Shares owned by the Robert H. Steers Family Trust for the benefit of Mr. Steers' family. A member of Mr. Steers' immediate family serves as trustee of the trust. Mr. Steers disclaims beneficial ownership of these shares, and the filing of this Form 4 is not an admission that Mr. Steers is the beneficial owner of these shares for purposes of Section 16 or for any other purpose. Represents the acquisition of dividend equivalent restricted stock units in connection with the issuer's fourth quarter 2016 regular and special dividends and accrued to the reporting person on unvested restricted stock units granted in January 2013, January 2014, January 2015 and January 2016. /s/ Francis C. Poli, Attorney-in-Fact 2016-12-16