SEC Form N-CSRS filed by Cohen & Steers Infrastructure Fund Inc

ASSETS:
Investments in securities, at value (Identified cost—$2,691,546,640)		$	3,159,309,467
Cash			101,888
Cash collateral pledged for interest rate swap contracts			18,685,953
Foreign currency, at value (Identified cost—$7,269,638)			7,332,595
Receivable for:
Dividends and interest			19,972,982
Investment securities sold			768,496
Other assets			324,054
Total Assets			3,206,495,435
LIABILITIES:
Written option contracts, at value (Premiums received—$884,790)			715,183
Payable for:
Credit agreement			950,000,000
Interest expense			4,715,958
Investment management fees			2,218,272
Foreign capital gains tax			2,147,198
Variation margin on interest rate swap contracts			157,349
Administration fees			156,584
Other liabilities			658,090
Total Liabilities			960,768,634
NET ASSETS		$	2,245,726,801
NET ASSETS consist of:
Paid‑in capital		$	1,751,910,616
Total distributable earnings/(accumulated loss)			493,816,185
		$	2,245,726,801
NET ASSET VALUE PER SHARE:
($2,245,726,801 ÷ 96,203,670 shares outstanding)		$	23.34
MARKET PRICE PER SHARE		$	23.62
MARKET PRICE PREMIUM (DISCOUNT) TO NET ASSET VALUE PER SHARE			1.20	%

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Investment Income:
Dividend income (net of $1,312,814 of foreign withholding tax)		$	52,483,658
Interest income			13,301,165
Rehypothecation income			652,603
Total Investment Income			66,437,426
Expenses:
Interest expense			26,869,695
Investment management fees			13,696,301
Administration fees			1,081,619
Shareholder reporting expenses			449,904
Custodian fees and expenses			132,516
Professional fees			58,124
Directors’ fees and expenses			45,140
Transfer agent fees and expenses			10,904
Miscellaneous			58,364
Total Expenses			42,402,567
Net Investment Income (Loss)			24,034,859
Net Realized and Unrealized Gain (Loss):
Net realized gain (loss) on:
Investments in securities			4,465,495
Written option contracts			2,548,170
Interest rate swap contracts			14,588,102
Foreign currency transactions			(157,185	)
Net realized gain (loss)			21,444,582
Net change in unrealized appreciation (depreciation) on:
Investments in securities (net of increase in accrued foreign capital gains tax of $140,067)			(53,651,091	)
Written option contracts			(27,930	)
Interest rate swap contracts			(667,457	)
Foreign currency translations			128,281
Net change in unrealized appreciation (depreciation)			(54,218,197	)
Net Realized and Unrealized Gain (Loss)			(32,773,615	)
Net Increase (Decrease) in Net Assets Resulting from Operations			(8,738,756	)

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		For the Six Months Ended June 30, 2023				For the Year Ended December 31, 2022
Change in Net Assets:
From Operations:
Net investment income (loss)		$	24,034,859			$	48,044,564
Net realized gain (loss)			21,444,582				66,844,009
Net change in unrealized appreciation (depreciation)			(54,218,197	)			(311,101,213	)
Net increase (decrease) in net assets resulting from operations			(8,738,756	)			(196,212,640	)
Distributions to shareholders			(89,339,419	)			(177,437,070	)
Capital Stock Transactions:
Issued as reinvestment of dividends and distributions (See Note 6)			2,894,588				5,174,453
Net proceeds from sale of shares (See Note 6)			6,538,354	(a)			17,542,514	(b)
Total increase (decrease) in net assets			(88,645,233	)			(350,932,743	)
Net Assets:
Beginning of period			2,334,372,034				2,685,304,777
End of period		$	2,245,726,801			$	2,334,372,034

(a)	Net of offering costs of $10,012 and sales charges of $52,837.

(b)	Net of offering costs of $21,775 and sales charges of $141,721.

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Increase (Decrease) in Cash:
Cash Flows from Operating Activities:
Net increase (decrease) in net assets resulting from operations		$	(8,738,756	)
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by operating activities:
Purchases of long-term investments			(712,066,881	)
Proceeds from sales and maturities of long-term investments			720,264,542
Net purchases, sales and maturities of short-term investments			41,008,339
Net amortization of premium on investments in securities			699,958
Net increase in dividends and interest receivable and other assets			(6,060,800	)
Net increase in interest expense payable, accrued expenses and other liabilities			332,861
Net increase in payable for variation margin on interest rate swap contracts			104,544
Net increase in premiums received from written option contracts			547,791
Net change in unrealized depreciation on written option contracts			27,930
Net change in unrealized depreciation on investments in securities			53,651,091
Net realized gain on investments in securities			(4,465,495	)
Cash provided by operating activities			85,305,124
Cash Flows from Financing Activities:
Proceeds from sale of shares			6,538,354
Dividends and distributions paid			(87,184,790	)
Cash used for financing activities			(80,646,436	)
Increase (decrease) in cash and restricted cash			4,658,688
Cash and restricted cash at beginning of period (including foreign currency)			21,461,748
Cash and restricted cash at end of period (including foreign currency)		$	26,120,436

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Cash		$	101,888
Restricted cash			18,685,953
Foreign currency			7,332,595
Total cash and restricted cash shown on the Statement of Cash Flows		$	26,120,436

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		For the Year Ended December 31,
Per Share Operating Data:		For the Six Months Ended June 30, 2023				2022				2021				2020				2019				2018
Net asset value, beginning of period			$24.36				$28.28				$24.62				$27.73				$22.08				$25.53
Income (loss) from investment operations:
Net investment income (loss)(a)			0.25				0.50				0.56				0.41				0.57				0.52
Net realized and unrealized gain (loss)			(0.34	)			(2.56	)			4.95				(1.66	)			6.94				(1.97	)
Total from investment operations			(0.09	)			(2.06	)			5.51				(1.25	)			7.51				(1.45	)
Less dividends and distributions to shareholders from:
Net investment income			(0.93	)			(0.64	)			(0.54	)			(0.41	)			(0.58	)			(0.53	)
Net realized gain			—				(1.22	)			(1.32	)			(1.45	)			(1.28	)			(1.47	)
Total dividends and distributions to shareholders			(0.93	)			(1.86	)			(1.86	)			(1.86	)			(1.86	)			(2.00	)
Anti-dilutive effect from the issuance of shares			0.00	(b)			0.00	(b)			0.01				—				—				—
Net increase (decrease) in net asset value			(1.02	)			(3.92	)			3.66				(3.11	)			5.65				(3.45	)
Net asset value, end of period			$23.34				$24.36				$28.28				$24.62				$27.73				$22.08
Market value, end of period			$23.62				$23.99				$28.50				$25.82				$26.20				$19.76
Total net asset value return(c)			–0.32	%(d)			–7.42	%			23.10	%			–3.66	%			35.09	%			–5.34	%
Total market value return(c)			2.43	%(d)			–9.53	%			18.29	%			6.94	%			42.63	%			–9.89	%

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		For the Year Ended December 31,
Ratios/Supplemental Data:		For the Six Months Ended June 30, 2023				2022				2021				2020				2019				2018
Net assets, end of period (in millions)			$2,245.7				$2,334.4				$2,685.3				$2,304.1				$2,593.6				$1,883.8
Ratios to average daily net assets:
Expenses			3.72	%(e)			2.44	%			2.19	%			2.53	%			2.50	%			2.44	%
Expenses (excluding interest expense)			1.36	%(e)			1.34	%			1.34	%			1.35	%			1.36	%			1.39	%
Net investment income (loss)			2.11	%(e)			1.94	%			2.10	%			1.73	%			2.18	%			2.18	%
Ratio of expenses to average daily managed assets(f)			2.63	%(e)			1.76	%			1.59	%			1.83	%			1.81	%			1.73	%
Portfolio turnover rate			22	%(d)			38	%			47	%			54	%			41	%			37	%
Credit Agreement
Asset coverage ratio for credit agreement			336	%			346	%			383	%			371	%			405	%			322	%
Asset coverage per $1,000 for credit agreement			$3,364				$3,457				$3,827				$3,711				$4,051				$3,216
Amount of loan outstanding (in millions)			$950.0				$950.0				$950.0				$850.0				$850.0				$850.0

(a)	Calculation based on average shares outstanding.

(b)	Amount is less than $0.005.

(c)

Total net asset value return measures the change in net asset value per share over the year indicated. Total market value return is computed based upon the Fund’s market price per share and excludes the effects of brokerage commissions. Dividends and distributions are assumed, for purposes of these calculations, to be reinvested at prices obtained under the Fund’s dividend reinvestment plan.

(d)	Not annualized.

(e)	Annualized.

(f)	Average daily managed assets represent net assets plus the outstanding balance of the credit agreement.

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•

Level 1—quoted prices in active markets for identical investments

•

Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, credit risk, etc.)

•

Level 3—significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

		Quoted Prices in Active Markets for Identical Investments (Level 1)				Other Significant Observable Inputs (Level 2)				Significant Unobservable Inputs (Level 3)				Total
Common Stock:
Brazil		$	30,223,287			$	—			$	—			$	30,223,287
Canada			291,492,506				—				—				291,492,506
Mexico			61,087,879				—				—				61,087,879
Thailand			45,016,017				—				—				45,016,017
United States			1,496,362,632				—				—				1,496,362,632
Other Countries			—				695,771,143				—				695,771,143
Preferred Securities— Exchange-Traded			78,565,965				—				—				78,565,965
Preferred Securities— Over‑the‑Counter			—				421,962,709				—				421,962,709
Corporate Bonds			—				13,352,518				—				13,352,518
Warrants			614,322				—				—				614,322
Short-Term Investments			—				24,860,489				—				24,860,489
Total Investments in Securities(a)		$	2,003,362,608			$	1,155,946,859			$	—			$	3,159,309,467
Interest Rate Swap Contracts		$	—			$	77,826,364			$	—			$	77,826,364
Total Derivative Assets(a)		$	—			$	77,826,364			$	—			$	77,826,364
Written Option Contracts		$	(715,183	)		$	—			$	—			$	(715,183	)
Total Derivative Liabilities(a)		$	(715,183	)		$	—			$	—			$	(715,183	)

(a)	Portfolio holdings are disclosed individually on the Schedule of Investments.

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Ex‑Date		Record Date		Payable Date		Amount
7/11/23		7/12/23		7/31/23		$0.155
8/15/23		8/16/23		8/31/23		$0.155
9/12/23		9/13/23		9/29/23		$0.155

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Assets

Liabilities

Derivatives

Location

Fair Value

Location

Fair Value

Equity Risk:

Written Option Contracts—Exchange-Traded(a)

—

$

—

Written option contracts, at value

$

715,183

Interest Rate Risk:

Interest Rate Swap Contracts(a)

—

—

Payable for variation margin on interest rate swap contracts

77,826,364

(b)

(a)	Not subject to a master netting agreement or another similar arrangement.

(b)	Amount represents the cumulative appreciation on interest rate swap contracts as reported on the Schedule of Investments. The Statement of Assets and Liabilities only reflects the current day variation margin payable to the broker.

Derivatives		Location		Realized Gain (Loss)				Change in Unrealized Appreciation (Depreciation)
Equity Risk:
Purchased Option Contracts(a)		Net Realized and Unrealized Gain (Loss)		$	(162,047	)		$	154,595
Written Option Contracts		Net Realized and Unrealized Gain (Loss)			2,548,170				(27,930	)
Interest Rate Risk:
Interest Rate Swap Contracts		Net Realized and Unrealized Gain (Loss)			14,588,102				(667,457	)

(a)	Purchased option contracts are included in net realized gain (loss) and change in unrealized appreciation (depreciation) on investments in securities.

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		Purchased Option Contracts(a)(b)				Written Option Contracts(a)				Interest Rate Swap Contracts
Average Notional Amount		$	6,244,983			$	33,588,210			$	807,500,000

(a)	Notional amount is calculated using the number of contracts multiplied by notional contract size multiplied by the underlying price.

(b)	Average notional amounts represent the average for all months in which the Fund had option contracts outstanding at month end. For the period, this represents January 1, 2023 through January 20, 2023 for purchased option contracts.

Cost of investments in securities for federal income tax purposes		$	2,691,546,640
Gross unrealized appreciation on investments		$	668,583,075
Gross unrealized depreciation on investments			(122,824,277	)
Net unrealized appreciation (depreciation) on investments		$	545,758,798

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Note 8. Other Risks

Market Price Discount from Net Asset Value Risk: Shares of closed‑end investment companies frequently trade at a discount from their NAV. This characteristic is a risk separate and distinct from the risk that NAV could decrease as a result of investment activities. Whether investors will realize gains or losses upon the sale of the shares will depend not upon the Fund’s NAV but entirely upon whether the market price of the shares at the time of sale is above or below the investor’s purchase price for the shares. Because the market price of the shares is determined by factors such as relative supply of and demand for shares in the market, general market and economic conditions, and other factors beyond the control of the Fund, the shares may trade at, above or below NAV.

Common Stock Risk. The Fund may invest in common stocks. Common stocks are subject to special risks. Although common stocks have historically generated higher average returns than fixed-income securities over the long-term, common stocks also have experienced significantly more volatility in returns. Common stocks may be more susceptible to adverse changes in market value due to issuer specific events or general movements in the equities markets. A drop in the stock market may depress the price of common stocks held by the Fund. Common stock prices fluctuate for many reasons, including changes to investors’ perceptions of the financial condition of an issuer or the general condition of the relevant stock market, or the occurrence of political or economic events affecting issuers. For example, an adverse event, such as an unfavorable earnings report, may depress the value of common stock in which the Fund has invested; the price of common stock of an issuer may be particularly sensitive to general movements in the stock market; or a drop in the stock market may depress the price of most or all of the common stocks held by the Fund. Also, common stock of an issuer in the Fund’s portfolio may decline in price if the issuer fails to make anticipated dividend payments because, among other reasons, the issuer of the security experiences a decline in its financial condition. The common stocks in which the Fund will invest are typically subordinated to preferred securities, bonds and other debt instruments in a company’s capital structure in terms of priority to corporate income and assets, and, therefore, will be subject to greater risk than the preferred securities or debt instruments of such issuers. In addition, common stock prices may be sensitive to rising interest rates as the costs of capital rise and borrowing costs increase.

Infrastructure Companies Risk: Securities and instruments of infrastructure companies are more susceptible to adverse economic or regulatory occurrences affecting their industries. Infrastructure companies may be subject to a variety of factors that may adversely affect their business or operations, including high interest costs in connection with capital construction and improvement programs, high leverage, costs associated with environmental and other regulations, the effects of economic slowdown, surplus capacity, increased competition from other providers of services, uncertainties concerning the availability of fuel at reasonable prices, the effects of energy conservation policies and other factors.

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Infrastructure companies may also be affected by or subject to high interest costs in connection with capital construction and improvement programs; difficulty in raising capital in adequate amounts on reasonable terms in periods of high inflation and unsettled capital markets; inexperience with and potential losses resulting from a developing deregulatory environment; costs associated with compliance with and changes in environmental and other regulations; regulation by various government authorities; government regulation of rates charged to customers; service interruption due to environmental, operational or other mishaps; the imposition of special tariffs and changes in tax laws, regulatory policies and accounting standards; technological innovations that may render existing plants, equipment or products obsolete; and general changes in market sentiment towards infrastructure and utilities assets.

Foreign Currency and Currency Hedging Risk: Although the Fund will report its NAV and pay dividends in U.S. dollars, foreign securities often are purchased with and make any dividend and interest payments in foreign currencies. Therefore, the Fund’s investments in foreign securities will be subject to foreign currency risk, which means that the Fund’s NAV could decline as a result of changes in the exchange rates between foreign currencies and the U.S. dollar. Certain foreign countries may impose restrictions on the ability of issuers of foreign securities to make payment of principal, dividends and interest to investors located outside the country, due to blockage of foreign currency exchanges or otherwise. The Fund may, but is not required to, engage in various instruments that are designed to hedge the Fund’s foreign currency risks.

If the Fund were to utilize derivatives for the purpose of hedging foreign currency risks, it would be subject to risks different from, and possibly greater than, the risks associated with investing directly in traditional securities. Among the risks presented are counterparty risk, financial leverage risk, liquidity risk, OTC trading risk and tracking risk. The use of derivatives can lead to losses because of adverse movements in the price or value of the underlying asset, index or rate, which may be magnified by certain features of the derivatives.

Foreign (Non‑U.S.) and Emerging Market Securities Risk: The Fund directly purchases securities of foreign issuers. Risks of investing in foreign securities, which can be expected to be greater for investments in emerging markets, include currency risks, future political and economic developments and possible imposition of foreign withholding taxes on income or proceeds payable on the securities. In addition, there may be less publicly available information about a foreign issuer than about a domestic issuer, and foreign issuers may not be subject to the same accounting, auditing and financial recordkeeping standards and requirements as domestic issuers. Moreover, securities of many foreign issuers and their markets may be less liquid and their prices more volatile than securities of comparable U.S. issuers.

Securities of companies in emerging markets may be more volatile than those of companies in more developed markets. Emerging market countries generally have less developed markets and economies and, in some countries, less mature governments and governmental institutions. Political developments in foreign countries or the United States may at times subject such countries to sanctions from the U.S. government, foreign governments and/or international institutions that could negatively affect a Fund’s investments in issuers located in, doing business in or with assets in such countries. Investing in securities of companies in emerging markets may entail special risks relating to potential

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economic, political or social instability and the risks of expropriation, nationalization, confiscation, trade sanctions or embargoes or the imposition of restrictions on foreign investment, the lack of hedging instruments, and repatriation of capital invested. The securities and real estate markets of some emerging market countries have in the past experienced substantial market disruptions and may do so in the future. The economies of many emerging market countries may be heavily dependent on international trade and have thus been, and may continue to be, adversely affected by trade barriers, foreign exchange controls and other protectionist measures imposed or negotiated by the countries with which they wish to trade.

Master Limited Partnership Risk: The Fund may invest in Portfolio Funds that invest in master limited partnerships (MLPs). An investment in MLP units involves some risks that differ from an investment in the common stock of a corporation. Holders of MLP units have limited control on matters affecting the partnership. Investing in MLPs involves certain risks related to investing in the underlying assets of the MLPs and risks associated with pooled investment vehicles. MLPs holding credit-related investments are subject to interest rate risk and the risk of default on payment obligations by debt issuers. MLPs that concentrate in a particular industry or a particular geographic region are subject to risks associated with such industry or region. The benefit derived from the Fund’s investment in MLPs is largely dependent on the MLPs being treated as partnerships for federal income tax purposes. Weakening energy market fundamentals may increase counterparty risk and impact MLP profitability. Specifically, energy companies suffering financial distress may be able to abrogate contracts with MLPs, decreasing or eliminating sources of revenue.

Leverage Risk: The use of leverage is a speculative technique and there are special risks and costs associated with leverage. The NAV of the Fund’s shares may be reduced by the issuance and ongoing costs of leverage. So long as the Fund is able to invest in securities that produce an investment yield that is greater than the total cost of leverage, the leverage strategy will produce higher current net investment income for the shareholders. On the other hand, to the extent that the total cost of leverage exceeds the incremental income gained from employing such leverage, shareholders would realize lower net investment income. In addition to the impact on net income, the use of leverage will have an effect of magnifying capital appreciation or depreciation for shareholders. Specifically, in an up market, leverage will typically generate greater capital appreciation than if the Fund were not employing leverage. Conversely, in down markets, the use of leverage will generally result in greater capital depreciation than if the Fund had been unlevered. To the extent that the Fund is required or elects to reduce its leverage, the Fund may need to liquidate investments, including under adverse economic conditions which may result in capital losses potentially reducing returns to shareholders. The use of leverage also results in the investment advisory fees payable to the investment advisor being higher than if the Fund did not use leverage and can increase operating costs, which may reduce total return. There can be no assurance that a leveraging strategy will be successful during any period in which it is employed.

Preferred Securities Risk: Preferred securities are subject to credit risk, which is the risk that a security will decline in price, or the issuer of the security will fail to make dividend, interest or principal payments when due, because the issuer experiences a decline in its financial status. Preferred securities are also subject to interest rate risk and may decline in value because of changes in market

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interest rates. The Fund may be subject to a greater risk of rising interest rates than would normally be the case in an environment of low interest rates and the effect of potential government fiscal policy initiatives and resulting market reaction to those initiatives. In addition, an issuer may be permitted to defer or omit distributions. Preferred securities are also generally subordinated to bonds and other debt instruments in a company’s capital structure. During periods of declining interest rates, an issuer may be able to exercise an option to redeem (call) its issue at par earlier than scheduled, and the Fund may be forced to reinvest in lower yielding securities. Certain preferred securities may be substantially less liquid than many other securities, such as common stocks. Generally, preferred security holders have no voting rights with respect to the issuing company unless certain events occur. Certain preferred securities may give the issuers special redemption rights allowing the securities to be redeemed prior to a specified date if certain events occur, such as changes to tax or securities laws.

Credit and Below-Investment-Grade Securities Risk: Preferred securities may be rated below investment grade or may be unrated. Below-investment-grade securities, or equivalent unrated securities, which are commonly known as “high-yield bonds” or “junk bonds,” generally involve greater volatility of price and risk of loss of income and principal, and may be more susceptible to real or perceived adverse economic and competitive industry conditions than higher grade securities. It is reasonable to expect that any adverse economic conditions could disrupt the market for lower-rated securities, have an adverse impact on the value of those securities and adversely affect the ability of the issuers of those securities to repay principal and interest on those securities.

Geopolitical Risk: Occurrence of global events similar to those in recent years, such as war (including Russia’s military invasion of Ukraine), terrorist attacks, natural or environmental disasters, country instability, infectious disease epidemics or pandemics, such as that caused by COVID‑19, market instability, debt crises and downgrades, embargoes, tariffs, sanctions and other trade barriers and other governmental trade or market control programs, the potential exit of a country from its respective union and related geopolitical events, may result in market volatility and may have long-lasting impacts on U.S. and global economies and financial markets. Supply chain disruptions or significant changes in the supply or prices of commodities or other economic inputs may have material and unexpected effects on both global securities markets and individual countries, regions, sectors, companies or industries. Events occurring in one region of the world may negatively impact industries and regions that are not otherwise directly impacted by the events. Additionally, those events, as well as other changes in foreign and domestic political and economic conditions, could adversely affect individual issuers or related groups of issuers, securities markets, interest rates, secondary trading, credit ratings, inflation, investor sentiment and other factors affecting the value of the Fund’s investments.

Although the long-term economic fallout of COVID‑19 is difficult to predict, it has contributed to, and may continue to contribute to, market volatility, inflation and systemic economic weakness. COVID‑19 and efforts to contain its spread may also exacerbate other pre‑existing political, social, economic, market and financial risks. In addition, the U.S. government and other central banks across Europe, Asia, and elsewhere announced and/or adopted economic relief packages in response to COVID‑19. The end of any such program could cause market downturns, disruptions and volatility, particularly if markets view the ending as premature. The U.S. federal government ended the COVID‑19

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public health emergency declaration on May 11, 2023; however, the effects of the COVID‑19 pandemic are expected to continue and the risk that new variants of COVID‑19 may emerge remains. Therefore the economic outlook, particularly for certain industries and businesses, remains inherently uncertain.

On January 31, 2020, the United Kingdom (UK) withdrew from the European Union (EU) (referred to as Brexit), commencing a transition period that ended on December 31, 2020. The EU‑UK Trade and Cooperation Agreement, a bilateral trade and cooperation deal governing the future relationship between the UK and the EU (TCA), provisionally went into effect on January 1, 2021, and entered into force officially on May 1, 2021, but critical aspects of the relationship remain unresolved and subject to further negotiation and agreement. Brexit has resulted in volatility in European and global markets and could have negative long-term impacts on financial markets in the UK and throughout Europe. There is still considerable uncertainty relating to the potential consequences of the exit, how the negotiations for new trade agreements will be conducted, and whether the UK’s exit will increase the likelihood of other countries also departing the EU. During this period of uncertainty, the negative impact on the UK, European and broader global economies, could be significant, potentially resulting in increased market volatility and illiquidity, political, economic, and legal uncertainty, and lower economic growth for companies that rely significantly on Europe for their business activities and revenues.

On February 24, 2022, Russia launched a large-scale invasion of Ukraine significantly amplifying already existing geopolitical tensions. The United States and many other countries have instituted various economic sanctions against Russia, Russian individuals and entities and Belarus. The extent and duration of the military action, sanctions imposed and other punitive actions taken (including any Russian retaliatory responses to such sanctions and actions), and resulting disruptions in Europe and globally cannot be predicted, but could be significant and have a severe adverse effect on the global economy, securities markets and commodities markets globally, including through global supply chain disruptions, increased inflationary pressures and reduced economic activity. To the extent the Fund has exposure to the energy sector, the Fund may be especially susceptible to these risks. Furthermore, in March 2023, the shut-down of certain financial institutions raised economic concerns over disruption in the U.S. banking system. There can be no certainty that the actions taken by the U.S. government to strengthen public confidence in the U.S. banking system will be effective in mitigating the effects of financial institution failures on the economy and restoring public confidence in the U.S. banking system. These disruptions may also make it difficult to value the Fund’s portfolio investments and cause certain of the Fund’s investments to become illiquid. The strengthening or weakening of the U.S. dollar relative to other currencies may, among other things, adversely affect the Fund’s investments denominated in non‑U.S. dollar currencies. It is difficult to predict when similar events affecting the U.S. or global financial markets may occur, the effects that such events may have, and the duration of those effects.

Regulatory Risk: The U.S. government has proposed and adopted multiple regulations that could have a long-lasting impact on the Fund and on the mutual fund industry in general. The SEC’s final rules, related requirements and amendments to modernize reporting and disclosure, along with other potential upcoming regulations, could, among other things, restrict the Fund’s ability to engage in transactions, and/or increase overall expenses of the Fund. In addition to Rule 18f‑4, which governs the way derivatives are used by registered investment companies, the SEC, Congress, various exchanges and regulatory and self-regulatory authorities, both domestic and foreign, have undertaken reviews of the use of derivatives by

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registered investment companies, which could affect the nature and extent of instruments used by the Fund. While the full extent of all of these regulations is still unclear, these regulations and actions may adversely affect both the Fund and the instruments in which the Fund invests and its ability to execute its investment strategy. For example, climate change regulation (such as decarbonization legislation, other mandatory controls to reduce emissions of greenhouse gases, or related disclosure requirements) could significantly affect the Fund or its investments by, among other things, increasing compliance costs or underlying companies’ operating costs and capital expenditures. Similarly, regulatory developments in other countries may have an unpredictable and adverse impact on the Fund.

LIBOR Risk: Many financial instruments are tied to the London Interbank Offered Rate, or “LIBOR,” to determine payment obligations, financing terms, hedging strategies, or investment value. LIBOR is the offered rate for short-term Eurodollar deposits between major international banks. The Head of the UK Financial Conduct Authority the (FCA) and LIBOR’s administrator, ICE Benchmark Administration (IBA) ceased publication of most LIBOR settings at the end of 2021 and the IBA ceased publication of a majority of U.S. dollar LIBOR settings after June 30, 2023. In addition, global regulators have announced that, with limited exceptions, no new LIBOR-based contracts should be entered into after 2021. Actions by regulators have resulted in the establishment of alternative reference rates to LIBOR in most major currencies (e.g., the Secured Overnight Financing Rate (SOFR) for U.S. dollar LIBOR and the Sterling Overnight Index Average Rate for GBP LIBOR). Other countries are introducing their own local-currency-denominated alternative reference rates for short-term lending and global consensus on alternative rates is lacking.

In March 2022, the U.S. federal government enacted the Adjustable Interest Rate (LIBOR) Act (the LIBOR Act) to establish a process for replacing LIBOR in certain existing contracts that do not already provide for the use of a clearly defined and practicable replacement benchmark rate as described in the LIBOR Act. Generally, for contracts that do not contain clear and practicable fallback provisions as described in the LIBOR Act, a benchmark replacement recommended by the Federal Reserve Board will effectively replace the U.S. dollar LIBOR benchmark after June 30, 2023. The recommended benchmark replacement will be based on SOFR, which is published by the Federal Reserve Bank of New York, and will include certain spread adjustments and benchmark replacement conforming changes. On December 16, 2022, the Federal Reserve Board adopted a final rule that implements the LIBOR Act. The final rule restates safe harbor protections contained in the LIBOR Act for selection or use of the replacement benchmark rate selected by the Federal Reserve Board. Consistent with the LIBOR Act, the final rule is also intended to ensure that LIBOR contracts adopting a benchmark rate selected by the Federal Reserve Board will not be interrupted or terminated following LIBOR’s replacement.

The transition away from LIBOR may lead to increased volatility and illiquidity in markets that are tied to LIBOR, reduced values of, inaccurate valuations of, and miscalculations of payment amounts for LIBOR-related investments or investments in issuers that utilize LIBOR, increased difficulty in borrowing or refinancing and reduced effectiveness of hedging strategies, adversely affecting the Fund’s performance or NAV. In addition, any alternative reference rate may be a less effective substitute resulting in prolonged adverse market conditions for the Fund.

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Common Shares		Shares Voted For				Authority Withheld
To elect Directors:
Michael G. Clark			72,869,548				1,741,731
Dean A. Junkans			72,847,883				1,763,396
Ramona Rogers-Windsor			72,745,472				1,865,807

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Facts		What Does Cohen & Steers Do With Your Personal Information?
Why?		Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?		The types of personal information we collect and share depend on the product or service you have with us. This information can include:   • Social Security number and account balances   • Transaction history and account transactions   • Purchase history and wire transfer instructions
How?		All financial companies need to share customers’ personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers’ personal information; the reasons Cohen & Steers chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information		Does Cohen & Steers share?		Can you limit this sharing?
For our everyday business purposes— such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or reports to credit bureaus		Yes		No
For our marketing purposes— to offer our products and services to you		Yes		No
For joint marketing with other financial companies—		No		We don’t share
For our affiliates’ everyday business purposes— information about your transactions and experiences		No		We don’t share
For our affiliates’ everyday business purposes— information about your creditworthiness		No		We don’t share
For our affiliates to market to you—		No		We don’t share
For non‑affiliates to market to you—		No		We don’t share
Questions?    Call 800.330.7348

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Who we are
Who is providing this notice?		Cohen & Steers Capital Management, Inc., Cohen & Steers Asia Limited, Cohen & Steers Japan Limited, Cohen & Steers UK Limited, Cohen & Steers Ireland Limited, Cohen & Steers Singapore Private Limited, Cohen & Steers Securities, LLC, Cohen & Steers Private Funds and Cohen & Steers Open and Closed‑End Funds (collectively, Cohen & Steers).
What we do
How does Cohen & Steers protect my personal information?		To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We restrict access to your information to those employees who need it to perform their jobs, and also require companies that provide services on our behalf to protect your information.
How does Cohen & Steers collect my personal information?		We collect your personal information, for example, when you:   • Open an account or buy securities from us   • Provide account information or give us your contact information   • Make deposits or withdrawals from your account   We also collect your personal information from other companies.
Why can’t I limit all sharing?		Federal law gives you the right to limit only:   • sharing for affiliates’ everyday business purposes—information about your creditworthiness   • affiliates from using your information to market to you   • sharing for non‑affiliates to market to you   State law and individual companies may give you additional rights to limit sharing.
Definitions
Affiliates		Companies related by common ownership or control. They can be financial and nonfinancial companies.   • Cohen & Steers does not share with affiliates.
Non‑affiliates		Companies not related by common ownership or control. They can be financial and nonfinancial companies.   • Cohen & Steers does not share with non‑affiliates.
Joint marketing		A formal agreement between non‑affiliated financial companies that together market financial products or services to you.   • Cohen & Steers does not jointly market.

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