Daniel P. Charles
COHEN & STEERSAbout Daniel P. Charles
Executive Vice President and Head of Global Distribution at Cohen & Steers (CNS); age 58; BS, Rockhurst University. Joined CNS in 2019 and provided notice of retirement on March 10, 2025, effective July 31, 2025, after nearly six years at the company and a 37-year asset management career . CNS’s 2024 performance context: revenues were $517.4 million (+5.7% YoY), operating margin 33.4% (35.4% as adjusted), diluted EPS $2.97 ($2.93 as adjusted), and strong investment performance (95% of portfolios outperformed benchmarks on a 1-year basis as of 12/31/2024) . Pay-versus-performance TSR framing shows cumulative value of an initial fixed $100 investment at CNS of 175.38 in 2024 versus 139.71 in 2023 (company-level) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| William Blair | Head of Global Distribution | 2010–2018 | Led expansion into Australia and Canada |
| Janus Capital Group | Various roles overseeing worldwide sales, client service, consultant relations | 2005–2010 | Built global sales, client service and consultant relations capabilities |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Not disclosed in CNS filings reviewed | — | — | CNS DEF 14A provides biography but does not disclose external public company directorships for Mr. Charles |
Fixed Compensation
Multi-year compensation (summary compensation table amounts)
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 375,000 | 375,000 | 375,000 |
| Cash Bonus ($) | 1,331,400 | 1,035,000 | 1,035,000 |
| Stock Awards (RSUs, grant-date fair value) ($) | 1,299,991 | 1,137,569 | 939,993 |
| All Other Compensation ($) | 117,242 | 145,604 | 149,962 |
| Total ($) | 3,123,633 | 2,693,216 | 2,499,955 |
- 2024 total compensation for Mr. Charles was left unchanged versus 2023; 84.0% of his 2024 total compensation was annual performance incentives, of which 40.0% was deferred RSUs .
- The Compensation Committee did not adjust Mr. Charles’ base salary for 2024 .
Performance Compensation
Annual incentives are discretion-based, driven by company, investment, and individual strategic objectives (no predetermined formulas or fixed weightings). RSU equity constitutes a significant portion, vesting over several years .
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Revenue (as adjusted) | Not disclosed | Not disclosed | $517.4M; +5.7% YoY (2024) | Discretionary; considered by Committee | RSUs vest over several years; equity deferral part of incentives |
| Operating income (as adjusted) | Not disclosed | Not disclosed | Company Selected Measure used in pay-versus-performance | Discretionary; considered by Committee | RSUs; multi-year vesting |
| Investment performance | Not disclosed | Not disclosed | 95% 1-yr, 96% 3-yr, 97% 5-yr, 99% 10-yr portfolios beat benchmarks (AUM-weighted) | Discretionary; considered by Committee | RSUs; multi-year vesting |
| Organic growth (net flows vs beginning AUM) | Not disclosed | Not disclosed | Open‑end funds experienced organic growth in 2024 | Discretionary | RSUs |
| Individual strategic objectives (Distribution) | Not disclosed | Not disclosed | 2024 contributions: executed U.S. institutional plans; advanced wealth/global distribution; leadership of global distribution; expanded product/channels; advanced private real estate initiatives; elevated brand | Discretionary | RSUs; 40% deferral of incentives for 2024 |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership (common shares) | 14,008 shares as of March 6, 2025 |
| Ownership % of shares outstanding | Less than 1% (50,972,009 shares outstanding as of March 6, 2025) |
| RSUs held (non-voting, excluding those settling within 60 days) | 34,943 |
| Stock ownership guidelines | CNS does not maintain formal stock ownership guidelines; believes executives/directors collectively own meaningful stock |
| Clawback policy | Adopted and compliant with SEC/NYSE; mandatory recovery of erroneously awarded incentive-based compensation after restatements (no-fault basis) |
| Hedging/Pledging | No specific hedging/pledging policy disclosure for executives found in DEF 14A; clawback policy disclosed |
| Rule 10b5-1 / trading arrangements | None adopted, terminated, or modified by directors/officers during Q1 2025 |
Employment Terms
| Term | Detail |
|---|---|
| CNS role | Executive Vice President & Head of Global Distribution |
| Employment start at CNS | 2019 |
| Retirement notice | Provided March 10, 2025 |
| Retirement date | July 31, 2025 (may be moved later by mutual agreement) |
| RSU agreements referenced | RSU agreements dated Jan 31, 2022, Jan 31, 2023, Jan 31, 2024, Jan 31, 2025; amended by retirement letter |
| Immediate vesting at retirement | All then‑unvested RSUs immediately vest at retirement, subject to Compensation Committee approval and conditions; shares deliver on original scheduled delivery dates |
| Pro‑rated 2025 discretionary performance bonus | Eligible |
| Conditions prior to retirement | Continue duties including day-to-day management, communications, transition/delegation, and coaching/retention |
| Restrictive covenants | Must comply with RSU agreement restrictive covenants and certification obligations |
| Confidentiality/disclosure | Company may disclose notice/material terms and file the agreement with SEC |
| Change-in-control treatment (general policy) | Double-trigger: unvested RSUs fully vest upon termination without cause or resignation for good reason within two years after a change in control; also accelerate upon death/disability |
Investment Implications
- Pay-for-performance alignment: Mr. Charles’ 2024 total compensation remained unchanged vs. 2023, with 84.0% variable and 40.0% delivered via deferred RSUs, reinforcing long-term alignment through equity .
- Retention and selling pressure: Retirement effective July 31, 2025 with immediate vesting of unvested RSUs, but continued scheduled delivery dates; near-term ownership changes may occur as deliveries settle over time; no 10b5‑1 plan changes were reported in Q1 2025 .
- Ownership alignment: While CNS lacks formal stock ownership guidelines, insider ownership is high at the group level (directors and executive officers as a group own 45.6%); Mr. Charles individually holds 14,008 shares (<1% of outstanding) and 34,943 RSUs .
- Change-of-control economics: Double-trigger RSU vesting reduces entrenchment risk and supports objective decision-making during potential transactions .
- Performance context: Strong 2024 company-level investment performance and improved financials (revenue +5.7% YoY, operating margin 33.4%; TSR framing via pay-versus-performance) underpin the Committee’s discretionary incentive decisions .