SEC Form N-CSRS filed by Cohen & Steers Real Estate Opportunities and Income Fund

ASSETS:
Investments in securities, at value (Identified cost—$445,357,302)		$	417,977,277
Cash collateral pledged for interest rate swap contracts			2,596,072
Cash collateral pledged for over‑the‑counter option contracts			420,000
Foreign currency, at value (Identified cost—$34,741)			34,669
Receivable for:
Investment securities sold			25,223,509
Dividends and interest			2,232,566
Variation margin on interest rate swap contracts			25,531
Unrealized appreciation on forward foreign currency exchange contracts			1,169
Other assets			22,606
Total Assets			448,533,399
LIABILITIES:
Written option contracts, at value (Premiums received—$1,052,197)			1,138,046
Unrealized depreciation on forward foreign currency exchange contracts			84,638
Payable for:
Credit agreement			147,000,000
Investment securities purchased			30,881,962
Interest expense			754,069
Investment management fees			335,184
Dividends and distributions declared			190,737
Administration fees			20,111
Other liabilities			330,246
Total Liabilities			180,734,993
NET ASSETS		$	267,798,406
NET ASSETS consist of:
Paid‑in capital		$	324,352,642
Total distributable earnings/(accumulated loss)			(56,554,236	)
		$	267,798,406
NET ASSET VALUE PER SHARE:
($267,798,406 ÷ 16,755,000 shares outstanding)		$	15.98
MARKET PRICE PER SHARE		$	13.78
MARKET PRICE PREMIUM (DISCOUNT) TO NET ASSET VALUE PER SHARE			(13.77	)%

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Investment Income:
Dividend income		$	5,573,171
Interest income (net of $6,240 of foreign withholding tax)			2,814,407
Total Investment Income			8,387,578
Expenses:
Interest expense			4,157,732
Investment management fees			2,042,829
Administration fees			158,085
Professional fees			71,156
Shareholder reporting expenses			49,589
Custodian fees and expenses			22,771
Transfer agent fees and expenses			12,751
Trustees’ fees and expenses			3,809
Miscellaneous			22,560
Total Expenses			6,541,282
Net Investment Income (Loss)			1,846,296
Net Realized and Unrealized Gain (Loss):
Net realized gain (loss) on:
Investments in securities			(19,744,368	)
Written option contracts			3,126,478
Interest rate swap contracts			1,666,898
Forward foreign currency exchange contracts			(34,368	)
Foreign currency transactions			4,848
Net realized gain (loss)			(14,980,512	)
Net change in unrealized appreciation (depreciation) on:
Investments in securities			31,165,161
Written option contracts			(643,076	)
Interest rate swap contracts			475,737
Forward foreign currency exchange contracts			(66,410	)
Foreign currency translations			440
Net change in unrealized appreciation (depreciation)			30,931,852
Net Realized and Unrealized Gain (Loss)			15,951,340
Net Increase (Decrease) in Net Assets Resulting from Operations			17,797,636

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		For the Six Month Ended June 30, 2023				For the Period February 24, 2022(a) through December 31, 2022
Change in Net Assets:
From Operations:
Net investment income (loss)		$	1,846,296			$	5,755,044
Net realized gain (loss)			(14,980,512	)			(14,710,246	)
Net change in unrealized appreciation (depreciation)			30,931,852				(50,006,228	)
Net increase (decrease) in net assets resulting from operations			17,797,636				(58,961,430	)
Distributions to shareholders			(10,455,120	)			(6,149,815	)
Tax return of capital to shareholders			—				(9,532,865	)
Total Distributions			(10,455,120	)			(15,682,680	)
Capital Stock Transactions:
Increase (decrease) in net assets from Fund share transactions			—				335,000,000
Total increase (decrease) in net assets			7,342,516				260,355,890
Net Assets:
Beginning of period			260,455,890				100,000
End of period		$	267,798,406			$	260,455,890

(a)	Commencement of investment operations.

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Increase (Decrease) in Cash:
Cash Flows from Operating Activities:
Net increase (decrease) in net assets resulting from operations		$	17,797,636
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by operating activities:
Purchases of long-term investments			(115,009,009	)
Proceeds from sales and maturities of long-term investments			113,738,258
Net purchases, sales and maturities of short-term investments			3,751,807
Net amortization of premium on investments in securities			474,801
Net decrease in dividends and interest receivable and other assets			372,219
Net increase in interest expense payable, accrued expenses and other liabilities			122,145
Net decrease in payable for variation margin on interest rate swap contracts			(18,329	)
Net decrease in premiums received from written option contracts			(12,336	)
Net change in unrealized depreciation on written option contracts			643,076
Net change in unrealized appreciation on investments in securities			(31,165,161	)
Net change in unrealized depreciation on forward foreign currency exchange contracts			66,410
Net realized loss on investments in securities			19,744,368
Cash provided by operating activities			10,505,885
Cash Flows from Financing Activities:
Dividends and distributions paid			(10,495,179	)
Increase (decrease) in cash and restricted cash			10,706
Cash and restricted cash at beginning of period (including foreign currency)			3,040,035
Cash and restricted cash at end of period (including foreign currency)		$	3,050,741

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Restricted cash		$	3,016,072
Foreign currency			34,669
Total cash and restricted cash shown on the Statement of Cash Flows		$	3,050,741

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Per Share Operating Data:		For the Six Months Ended June 30, 2023				For the Period February 24, 2022(a) through December 31, 2022
Net asset value, beginning of period			$15.54				$20.00
Income (loss) from investment operations:
Net investment income (loss)(b)			0.11				0.40
Net realized and unrealized gain (loss)			0.95				(3.92	)
Total from investment operations			1.06				(3.52	)
Less dividends and distributions to shareholders from:
Net investment income			(0.62	)			(0.27	)
Tax return of capital			—				(0.67	)
Total dividends and distributions to shareholders			(0.62	)			(0.94	)
Net increase (decrease) in net asset value			0.44				(4.46	)
Net asset value, end of period			$15.98				$15.54
Market value, end of period			$13.78				$13.48
Total net asset value return(c)			7.50	%(d)			–17.52	%(d)
Total market value return(c)			6.87	%(d)			–28.46	%(d)
Ratios/Supplemental Data:
Net assets, end of period (in millions)			$267.8				$260.5
Ratios to average daily net assets:
Expenses			4.98	%(e)			3.14	%(e)
Ratio of expenses to average daily net assets (excluding interest expense)			1.81	%(e)			1.74	%(e)
Ratio of net investment income (loss) to average daily net assets			1.41	%(e)			2.32	%(e)
Ratio of expenses to average daily managed assets(f)			3.20	%(e)			2.13	%(e)
Portfolio turnover rate			34	%(d)			38	%(d)

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Revolving Credit Agreement		For the Six Months Ended June 30, 2023				For the Period February 24, 2022(a) through December 31, 2022
Asset coverage ratio for revolving credit agreement			282	%			277	%
Asset coverage per $1,000 for revolving credit agreement			$2,822				$2,772
Amount of loan outstanding (in millions)			$147.0				$147.0

(a)	Commencement of investment operations.

(b)	Calculation based on average shares outstanding.

(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)	Ratios for periods less than one year are 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)

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		Quoted Prices in Active Markets for Identical Investments (Level 1)				Other Significant Observable Inputs (Level 2)				Significant Unobservable Inputs (Level 3)				Total
Common Stock		$	281,579,025			$	—			$	—			$	281,579,025
Exchange-Traded Funds			2,269,800				—				—				2,269,800
Preferred Securities— Exchange-Traded			21,640,464				—				—				21,640,464
Preferred Securities— Over‑the‑Counter			—				89,676,863				—				89,676,863
Corporate Bonds			—				10,188,037				—				10,188,037
Short-Term Investments			—				12,623,088				—				12,623,088
Total Investments in Securitiesa		$	305,489,289			$	112,487,988			$	—			$	417,977,277
Forward Foreign Currency Exchange Contracts		$	—			$	1,169			$	—			$	1,169
Interest Rate Swap Contracts			—				8,475,245				—				8,475,245
Total Derivative Assets(a)		$	—			$	8,476,414			$	—			$	8,476,414
Forward Foreign Currency Exchange Contracts		$	—			$	(84,638	)		$	—			$	(84,638	)
Written Option Contracts			(526,000	)			(612,046	)			—				(1,138,046	)
Total Derivative Liabilities(a)		$	(526,000	)		$	(696,684	)		$	—			$	(1,222,684	)

(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

$

0.110

8/15/23

8/16/23

8/31/23

$

0.110

9/12/23

9/13/23

9/29/23

$

0.110

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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

$

526,000

Written Option Contracts— Over‑the‑Counter

—

—

Written option contracts, at value

612,046

Foreign Currency Exchange Risk:

Forward Foreign Currency Exchange Contracts(b)

Unrealized appreciation

1,169

Unrealized depreciation

84,638

Interest Rate Risk:

Interest Rate Swap Contractsa

Receivable for variation margin on interest rate swap contracts

8,475,245

(c)

—

—

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

(b)	Forward foreign currency exchange contracts executed with Brown Brothers Harriman are not subject to a master netting agreement or another similar arrangement.

(c)	Amount represents the cumulative net 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 receivable from the broker.

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Derivatives		Location		Realized Gain (Loss)				Change in Unrealized Appreciation (Depreciation)
Equity Risk:
Purchased Option Contracts(a)		Net Realized and Unrealized Gain (Loss)		$	(34,287	)		$	—
Written Option Contracts		Net Realized and Unrealized Gain (Loss)			3,126,478				(643,076	)
Foreign Currency Exchange Risk:
Forward Foreign Currency Exchange Contracts		Net Realized and Unrealized Gain (Loss)			(34,368	)			(66,410	)
Interest Rate Risk:
Interest Rate Swap Contracts		Net Realized and Unrealized Gain (Loss)			1,666,898				475,737

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

Derivative Financial Instruments		Assets				Liabilities
Equity Risk:
Written Option Contracts—Over‑the‑Counter		$	—			$	612,046

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Counterparty		Gross Amount of Liabilities Presented in the Statement of Assets and Liabilities				Financial Instruments and Derivatives Available for Offset				Collateral Received(a)				Net Amount of Derivative Liabilities(b)
Goldman Sachs International		$	612,046			$	—			$	(420,000	)		$	192,046

(a)	Collateral received or pledged is limited to the net derivative asset or net derivative liability amounts. Actual collateral amounts received or pledged may be higher than amounts above.

(b)	Net amount represents the net receivable from the counterparty or net payable due to the counterparty in the event of default.

		Purchased Option Contracts(a)(b)				Written Option Contracts(b)				Interest Rate Swap Contracts				Forward Foreign Currency Exchange Contracts
Average Notional Amount		$	1,177,430			$	75,126,306			$	125,500,000			$	2,077,778

(a)	Average notional amounts represent the average for all months in which the Fund had option contracts. For purchased option contracts, this represents the period March 24, 2023 through March 30, 2023.

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

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Cost of investments in securities for federal income tax purposes		$	445,357,302
Gross unrealized appreciation on investments		$	13,539,920
Gross unrealized depreciation on investments			(32,614,018	)
Net unrealized appreciation (depreciation) on investments		$	(19,074,098	)

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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, Fund shares may trade at, above or below NAV.

Non‑Diversified Status Risk: Because the Fund, as a non‑diversified investment company, may invest in a smaller number of individual issuers than a diversified investment company, an investment in the Fund presents greater risk to you than an investment in a diversified company.

Investing in Real Estate Securities Risk: Risks of investing in real estate securities are similar to those associated with direct investments in real estate, including falling property values due to increasing vacancies or declining rents resulting from economic, legal, political or technological developments, lack of liquidity, limited diversification and sensitivity to certain economic factors such as interest rate changes and market recessions. Foreign securities involve special risks, including currency fluctuations, lower liquidity, political and economic uncertainties, and differences in accounting standards. Some international securities may represent small- and medium‑sized companies, which may be more susceptible to price volatility and less liquidity than larger companies.

Common Stock Risk: While common stocks have historically generated higher average returns than fixed-income securities over the long-term, common stocks have also experienced significantly more volatility in those returns, although under certain market conditions, fixed-income investments may have comparable or greater price volatility. The value of common stocks and other equity securities will fluctuate in response to developments concerning the company, political and regulatory circumstances, the stock market, and the economy. In the short term, stock prices can fluctuate dramatically in response to these developments. Different parts of the market and different types of equity securities can react differently to these developments. For example, stocks of large companies can react differently than stocks of smaller companies, and value stocks (stocks of companies that are undervalued by various measures and have

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potential for long-term capital appreciation), can react differently from growth stocks (stocks of companies with attractive cash flow returns on invested capital and earnings that are expected to grow). These developments can affect a single company, all companies within the same industry, economic sector or geographic region, or the stock market as a whole.

Real Estate Market Risk: Since the Fund concentrates its assets in companies in the real estate industry, an investment in the Fund will be closely linked to the performance of the real estate markets. Risks of investing in real estate securities include falling property values due to increasing vacancies, declining rents resulting from economic, legal, tax, political or technological developments, lack of liquidity, limited diversification, and sensitivity to certain economic factors such as interest-rate changes and market recessions. Real estate company prices also may drop because of the failure of borrowers to pay their loans and poor management, and residential developers, in particular, could be negatively impacted by falling home prices, slower mortgage origination and rising construction costs. The risks of investing in REITs are similar to those associated with direct investments in real estate securities.

REIT Risk: In addition to the risks of securities linked to the real estate industry, REITs are subject to certain other risks related to their structure and focus. REITs are dependent upon management skills and generally may not be diversified. REITs are also subject to heavy cash flow dependency, defaults by borrowers and self-liquidation. In addition, REITs could possibly fail to (i) qualify for pass-through of income under applicable tax law, or (ii) maintain their exemptions from registration under the 1940 Act. The above factors may also adversely affect a borrower’s or a lessee’s ability to meet its obligations to the REIT. In the event of a default by a borrower or lessee, the REIT may experience delays in enforcing its rights as a mortgagee or lessor and may incur substantial costs associated with protecting its investments.

Small- and Medium‑Sized Companies Risk: Real estate companies in the industry tend to be small- to medium‑sized companies in relation to the equity markets as a whole. There may be less trading in a smaller company’s stock, which means that buy and sell transactions in that stock could have a larger impact on the stock’s price than is the case with larger company stocks. Smaller companies also may have fewer lines of business so that changes in any one line of business may have a greater impact on a smaller company’s stock price than is the case for a larger company. Further, smaller company stocks may perform differently in different cycles than larger company stocks. Accordingly, real estate company shares can, and at times will, perform differently than large company stocks.

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 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 maybe able to exercise an option to redeem (call) its issue at par earlier than scheduled, and the Fund maybe 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

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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.

Contingent Capital Securities Risk: Contingent capital securities (sometimes referred to as “CoCos”) are debt or preferred securities with loss absorption characteristics built into the terms of the security, for example, a mandatory conversion into common stock of the issuer under certain circumstances, such as the issuer’s capital ratio falling below a certain level. Since the common stock of the issuer may not pay a dividend, investors in these instruments could experience a reduced income rate, potentially to zero, and conversion would deepen the subordination of the investor, hence worsening the investor’s standing in a bankruptcy. Some CoCos provide for a reduction in the value or principal amount of the security (potentially to zero) under such circumstances. In March 2023, a Swiss regulator required a write-down of outstanding CoCos to zero notwithstanding the fact that the equity shares continued to exist and have economic value. It is currently unclear whether regulators of issuers in other jurisdictions will take similar actions. Notwithstanding these risks, the Fund intends to continue to invest in CoCos issued by Swiss companies and by companies in other jurisdictions. In addition, most CoCos are considered to be high yield or “junk” securities and are therefore subject to the risks of investing in below investment-grade securities. Finally, CoCo issuers can, at their discretion, suspend dividend distributions on their CoCo securities and are more likely to do so in response to negative economic conditions and/or government regulation. Omitted distributions are typically non‑cumulative and will not be paid on a future date. Any omitted distribution may negatively impact the returns or distribution rate of the Fund.

Concentration Risk: Because the Fund invests at least 25% of its net assets in the financials sector, it will be more susceptible to adverse economic or regulatory occurrences affecting this sector, such as changes in interest rates, loan concentration and competition. In addition, the Fund will also be subject to the risks of investing in the individual industries and securities that comprise the financials sector, including the bank, diversified financials, real estate (including REITs) and insurance industries. To the extent that the Fund focuses its investments in other sectors or industries, such as (but not limited to) energy, industrials, utilities, pipelines, health care and telecommunications, the Fund will be subject to the risks associated with these particular sectors and industries. These sectors and industries may be adversely affected by, among others, changes in government regulation, world events and economic conditions.

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.

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

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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 incur applicable breakage fees under the Fund’s credit arrangement and 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 management fees payable to the investment manager 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.

Liquidity Risk: Liquidity risk is the risk that particular investments of the Fund may become difficult to sell or purchase. The market for certain investments may become less liquid or illiquid due to adverse changes in the conditions of a particular issuer or due to adverse market or economic conditions. In addition, dealer inventories of certain securities, which provide an indication of the ability of dealers to engage in “market making,” are at, or near, historic lows in relation to market size, which has the potential to increase price volatility in the fixed income markets in which the Fund invests. Federal banking regulations may also cause certain dealers to reduce their inventories of certain securities, which may further decrease the Fund’s ability to buy or sell such securities. As a result of this decreased liquidity, the Fund may have to accept a lower price to sell a security, sell other securities to raise cash, or give up an investment opportunity, any of which could have a negative effect on performance. Further, transactions in less liquid or illiquid securities may entail transaction costs that are higher than those for transactions in liquid securities.

Foreign (Non‑U.S.) Securities Risk: The Fund directly purchases securities of foreign issuers. Risks of investing in foreign securities 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.

Foreign Currency 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 solely 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

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may, but is not required to, engage in various investments that are designed to hedge the Fund’s foreign currency risks, and such investments are subject to the risks described under “Derivatives and Hedging Transactions Risk” below.

Derivatives and Hedging Transactions Risk: The Fund’s use of derivatives, including for the purpose of hedging interest rate or foreign currency risks, presents 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.

Options Risk: Gains on options transactions depend on the investment manager’s ability to predict correctly the direction of stock prices, indexes, interest rates, and other economic factors, and unanticipated changes may cause poorer overall performance for the Fund than if it had not engaged in such transactions. A rise in the value of the security or index underlying a call option written by the Fund exposes the Fund to possible loss or loss of opportunity to realize appreciation in the value of any portfolio securities underlying or otherwise related to the call option. By writing a put option, the Fund assumes the risk of a decline in the underlying security or index. There can be no assurance that a liquid market will exist when the Fund seeks to close out an option position, and for certain options not traded on an exchange no market usually exists. Trading could be interrupted, for example, because of supply and demand imbalances arising from a lack of either buyers or sellers, or an options exchange could suspend trading after the price has risen or fallen more than the maximum specified by the exchange.

Although the Fund may be able to offset to some extent any adverse effects of being unable to liquidate an option position, that Fund may experience losses in some cases as a result of such inability, may not be able to close its position and, in such an event would be unable to control its losses.

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.

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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 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,

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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 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

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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 Trustees:
Michael G. Clark			12,840,081				1,616,896
Dean A. Junkans			13,850,702				606,275
Ramona Rogers-Windsor			12,846,670				1,610,307

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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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