N-CSR

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act File Number:  811-21677          

Cohen & Steers International Realty Fund, Inc.

(Exact name of Registrant as specified in charter)

1166 Avenue of the Americas, 30^th Floor, New York, NY 10036

(Address of principal executive offices) (Zip code)

Dana A. DeVivo

Cohen & Steers Capital Management, Inc.

1166 Avenue of the Americas, 30^th Floor

New York, New York 10036

(Name and address of agent for service)

Registrant’s telephone number, including area code:  (212) 832-3232          

Date of fiscal year end:  December 31          

Date of reporting period:  December 31, 2023          

Item 1. Reports to Stockholders.

COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

To Our Shareholders:

We would like to share with you our report for the year ended December 31, 2023. The total returns for Cohen & Steers International Realty Fund, Inc. (the Fund) and its comparative benchmarks were:

	Six Months Ended December 31, 2023			Year Ended December 31, 2023
Cohen & Steers International Realty Fund:
Class A		9.04	%		4.21	%
Class C		8.71	%		3.65	%
Class I		9.16	%		4.56	%
Class R		8.87	%		4.04	%
Class Z		9.30	%		4.68	%
FTSE EPRA Nareit Developed ex-U.S. Real Estate Index—net(a)		11.51	%		6.29	%
S&P 500 Index(a)		8.04	%		26.29	%

The performance data quoted represent past performance. Past performance is no guarantee of future results. The investment return and the principal value of an investment will fluctuate and shares, if redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance data quoted. Current total returns of the Fund can be obtained by visiting our website at cohenandsteers.com. All share class returns assume the reinvestment of all dividends and distributions at net asset value (NAV). Fund performance figures reflect fee waivers and/or expense reimbursements, without which the performance would have been lower. Performance quoted does not reflect the deduction of the maximum 4.50% initial sales charge on Class A shares or the 1.00% maximum contingent deferred sales charge on Class C shares. The 1.00% maximum contingent deferred sales charge on Class C shares applies if redemption occurs on or before the one year anniversary date of their purchase. If such charges were included, returns would have been lower. Index performance does not reflect the deduction of any fees, taxes or expenses. An investor cannot invest directly in an index. Performance figures for periods shorter than one year are not annualized.

Please note that distributions paid by the Fund to shareholders are subject to recharacterization for tax purposes and are taxable up to the amount of the Fund’s investment company taxable income and net realized gains. Distributions in excess of the Fund’s investment company taxable income and net realized gains are a return of capital distributed from the Fund’s assets.

^(a)  The FTSE EPRA Nareit Developed ex-U.S. Real Estate Index—net is an unmanaged market-capitalization-weighted total return index which consists of publicly traded equity real estate investment trusts (REITs) and listed property companies from developed markets excluding the United States and is net of dividend withholding taxes. The S&P 500 Index is an unmanaged index of 500 large-capitalization stocks that is frequently used as a general measure of U.S. stock market performance.

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COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

Market Review

International real estate stocks had a positive total return in 2023 as inflationary pressures eased in various markets and as property fundamentals generally remained healthy. Interest rates played an outsized role in influencing share prices throughout the year, with the market focused on the potential timing and magnitude of central bank pivots following extensive monetary policy tightening. The U.S. 10-year Treasury yield fell to a low of 3.3% during the March banking crisis; it then rose steadily to 5.0% by October, only to fall back below 4.0% (ending the year where it began). Expectations rose that the Federal Reserve and the European Central Bank could start cutting benchmark lending rates in 2024.

Fund Performance

The Fund had a positive total return in the period but underperformed its benchmark.

Germany, which is one of the more rate-sensitive markets, led the advance. Despite a sharp downturn in economic activity, Germany rose meaningfully as the market is dominated by residential companies—a property type that benefited from steady demand due to housing undersupply. Companies in the residential sector generally reported in line results against an emerging backdrop that asset value declines were slowing. The Fund’s security selection in Germany contributed to relative performance.

France and Spain benefited from strength in retail and office properties. Retail landlords gained on positive leasing momentum amid healthy consumer trends. The Fund’s overweight allocation and security selection in France contributed to relative performance, as did our overweight in Spain. Sweden produced strong returns on expectations for lower interest rates, despite having one of the least favorable macro backdrops in the region. The Fund’s underweight allocation in Sweden detracted from relative performance. However, the negative effect of the underweight was partially offset by favorable stock selection in the country.

In the U.K., disappointing growth and persistent inflation led to expectations through the third quarter that the Bank of England would continue to aggressively raise rates before ending its rate-hiking cycle. However, the country outperformed on the strength of industrial and diversified property owners amid steady tenant demand. The timing of our allocations and security selection in the country hindered relative returns.

In Belgium, the industrial sector was a top-performing sector as demand for space reaccelerated in the fourth quarter, particularly in Eastern Europe. Companies with health care exposure declined in the year. The typically defensive sector struggled as one company was pressured due to its exposure to floating-rate debt in a rising rate environment. At the same time, another contended with a large tenant restructuring its Belgium activities. Nevertheless, health care landlords showed resilience in rent and occupancy growth despite the inherent risk of operators. Stock selection and the timing of the Fund’s investments in Belgium aided relative returns.

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COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

Switzerland outperformed as low inflation, strong employment growth and a record influx of highly skilled workers during the first half of the year were supportive of real estate valuations and as the country was widely viewed as a “safe haven.” However, Switzerland’s relative strength waned in the fourth quarter; investors favored other markets as they embraced risk on an expected pivot in monetary policy. The Fund’s underweight allocation in Switzerland hindered relative returns; we believed more attractive valuations were available elsewhere.

Japan benefited from strength among developers during the year on generally positive earnings results. Among J-REITs, hotels fared well while logistics companies trailed. The Fund’s security selection in Japan detracted from relative performance due partially to an overweight position in a poorly performing industrial REIT and the timing of our investment in a diversified property owner.

The interest-rate sensitive Australian listed real estate market ended the year modestly positive, led by diversified companies with residential sector exposure. Stock selection in Australia aided relative performance, including an out-of-index position in an industrial company that we favored for its proposition as an infill logistics developer and manager, as well as its value-accretive pivot into data centers.

Hong Kong significantly trailed amid China’s property and macroeconomic woes. China’s anticipated post-Covid economic reacceleration failed to materialize as expected. Though Hong Kong-listed real estate broadly declined, developers with strong balance sheets fared relatively well, while those with discretionary retail exposure trailed. The Fund’s overweight allocation to Hong Kong hindered relative performance. In Singapore, large-cap industrial REITs and data centers outperformed, while companies with China exposure trailed. Stock selection in Singapore modestly contributed to the Fund’s relative performance, led by an overweight position in a well-performing data center REIT.

Canadian real estate stocks had a modest gain; companies with office and retail assets were the most significant factors in the market’s underperformance. The Fund’s security selection in Canada detracted from relative returns, including the timing of our investments in a REIT with retail and condo development exposure. Although company fundamentals were healthy, the stock was under pressure until late October due to a softening consumer backdrop and moderating development pipeline.

Impact of Foreign Currency on Fund Performance

The currency impact of the Fund’s investments in foreign securities contributed to absolute performance during the period. Although the Fund reports its NAV and pays dividends in U.S. dollars, the Fund’s investments denominated in foreign currencies are subject to foreign currency risk. Overall, other currencies appreciated against the U.S. dollar. Consequently, changes in the exchange rates between foreign currencies and the U.S. dollar were a negligible tailwind for absolute returns.

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COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

Sincerely,

JON CHEIGH Portfolio Manager	WILLIAM LEUNG Portfolio Manager

ROGIER QUIRIJNS Portfolio Manager	JI ZHANG Portfolio Manager

The views and opinions in the preceding commentary are subject to change without notice and are as of the date of the report. There is no guarantee that any market forecast set forth in the commentary will be realized. This material represents an assessment of the market environment at a specific point in time, should not be relied upon as investment advice and is not intended to predict or depict performance of any investment.

Visit Cohen & Steers online at cohenandsteers.com

For more information about the Cohen & Steers family of mutual funds, visit cohenandsteers.com. Here you will find fund net asset values, fund fact sheets and portfolio highlights, as well as educational resources and timely market updates.

Our website also provides comprehensive information about Cohen & Steers, including our most recent press releases, profiles of our senior investment professionals and their investment approach to each asset class. The Cohen & Steers family of mutual funds specializes in liquid real assets, including real estate securities, listed infrastructure and natural resource equities, as well as preferred securities and other income solutions.

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COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

Performance Review (Unaudited)

Class A—Growth of a $10,000 Investment   Class C—Growth of a $10,000 Investment  

Class I—Growth of a $100,000 Investment   Class R—Growth of a $10,000 Investment  

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COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

Performance Review (Unaudited)—(Continued)

Class Z—Growth of a $10,000 Investment

Average Annual Total Returns—For Periods Ended December 31, 2023

	Class A Shares			Class C Shares			Class I Shares			Class R Shares			Class Z Shares
1 Year (with sales charge)		–0.48	%(a)		2.65	%(c)		—			—			—
1 Year (without sales charge)		4.21	%		3.65	%		4.56	%		4.04	%		4.68	%
5 Years (with sales charge)		–0.26	%(a)		0.05	%		—			—			—
5 Years (without sales charge)		0.67	%		0.05	%		1.03	%		0.52	%		1.01	%
10 Years (with sales charge)		1.57	%(a)		1.39	%		—			—			—
10 Years (without sales charge)		2.04	%		1.39	%		2.40	%		—			—
Since Inception (with sales charge)(d)		3.07	%(a)		2.66	%		—			—			—
Since Inception (without sales charge)(d)		3.32	%		2.66	%		3.68	%		2.33	%		2.79	%

The performance data quoted represent past performance. Past performance is no guarantee of future results. The investment return and principal value of an investment will fluctuate and shares, if redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance data quoted. Performance information current to the most recent month end can be obtained by visiting our website at cohenandsteers.com. All share class returns assume the reinvestment of all dividends and distributions at NAV. The performance graphs and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. During the periods presented above, the investment advisor waived fees and/or reimbursed expenses. Without this arrangement, performance would have been lower.

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COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

Performance Review (Unaudited)—(Continued)

The annualized gross and net expense ratios, respectively, for each class of shares as disclosed in the May 1, 2023 prospectus, supplemented on September 18, 2023 and December 13, 2023, were as follows: Class A—1.44% and 1.35%; Class C—2.09% and 2.00%; Class I—1.17% and 1.00%; Class R—1.59% and 1.50% and Class Z—1.09% and 1.00%. Through June 30, 2025, the investment advisor has contractually agreed to waive its fee and/or reimburse the Fund for expenses incurred so that the Fund’s total annual operating expenses (excluding acquired fund fees and expenses, taxes and extraordinary expenses) do not exceed 1.35% for Class A shares, 2.00% for Class C shares, 1.00% for Class I shares, 1.50% for Class R shares and 1.00% for Class Z shares. This contractual agreement can be amended at any time by agreement of the Fund’s Board of Directors and the investment advisor and will terminate automatically in the event of termination of the investment advisory agreement between the investment advisor and the Fund.

^(a) Reflects a 4.50% front-end sales charge.

^(b) The comparative indexes are not adjusted to reflect expenses or other fees that the U.S. Securities and Exchange Commission (SEC) requires to be reflected in the Fund’s performance. Index performance does not reflect the deduction of any fees, taxes or expenses. An investor cannot invest directly in an index. The Fund’s performance assumes the reinvestment of all dividends and distributions at NAV. For more information, including charges and expenses, please read the prospectus carefully before you invest.

^(c) Reflects a contingent deferred sales charge of 1.00%.

^(d) Inception dates: March 31, 2005 for Class A, C and I and October 1, 2015 for Class R and Z, respectively.

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COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

Expense Example (Unaudited)

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments; and (2) ongoing costs including investment advisory fees; distribution and/or service (12b-1) fees; and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period July 1, 2023—December 31, 2023.

Actual Expenses

The first line of the following table provides information about actual account values and expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of the following table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing cost of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs, such as sales charges (loads). Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

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COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

Expense Example (Unaudited)—(Continued)

	Beginning Account Value July 1, 2023		Ending Account Value December 31, 2023		Expenses Paid During Period(a) July 1, 2023— December 31, 2023
Class A
Actual (9.04% return)	$	1,000.00	$	1,090.40	$	7.11
Hypothetical (5% annual return before expenses)	$	1,000.00	$	1,018.40	$	6.87
Class C
Actual (8.71% return)	$	1,000.00	$	1,087.10	$	10.52
Hypothetical (5% annual return before expenses)	$	1,000.00	$	1,015.12	$	10.16
Class I
Actual (9.16% return)	$	1,000.00	$	1,091.60	$	5.27
Hypothetical (5% annual return before expenses)	$	1,000.00	$	1,020.16	$	5.09
Class R
Actual (8.87% return)	$	1,000.00	$	1,088.70	$	7.90
Hypothetical (5% annual return before expenses)	$	1,000.00	$	1,017.64	$	7.63
Class Z
Actual (9.30% return)	$	1,000.00	$	1,093.00	$	5.28
Hypothetical (5% annual return before expenses)	$	1,000.00	$	1,020.16	$	5.09

^(a)  Expenses are equal to the Fund’s Class A, Class C, Class I, Class R and Class Z annualized net expense ratios of 1.35%, 2.00%, 1.00%, 1.50% and 1.00%, respectively, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

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COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

December 31, 2023

Top Ten Holdings^(a)

(Unaudited)

Security	Value		% of Net Assets
Mitsui Fudosan Co. Ltd.	$	22,258,533		4.6
Vonovia SE		17,538,414		3.7
Link REIT		17,026,222		3.6
LEG Immobilien SE		14,503,270		3.0
Sun Hung Kai Properties Ltd.		14,288,170		3.0
Canadian Apartment Properties REIT		12,963,958		2.7
Sumitomo Realty & Development Co. Ltd.		12,555,230		2.6
Unibail-Rodamco-Westfield		12,216,857		2.5
CK Asset Holdings Ltd.		11,967,207		2.5
Segro PLC		10,572,005		2.2

^(a)  Top ten holdings (excluding short-term investments) are determined on the basis of the value of individual securities held.

Country Breakdown

(Based on Net Assets)

(Unaudited)

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COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

SCHEDULE OF INVESTMENTS

December 31, 2023

		Shares		Value
COMMON STOCK — REAL ESTATE	98.6%
AUSTRALIA	10.9%
DIVERSIFIED	7.9%
Charter Hall Group			862,265	$	7,074,590
GPT Group			2,449,645		7,745,602
Ingenia Communities Group			2,387,674		7,240,508
Mirvac Group			3,735,518		5,320,239
Stockland			3,413,797		10,352,178
					37,733,117
INDUSTRIALS	1.9%
Goodman Group			532,269		9,176,683
SELF STORAGE	1.1%
National Storage REIT			3,343,878		5,240,977
TOTAL AUSTRALIA					52,150,777
BELGIUM	7.1%
DIVERSIFIED	1.1%
Cofinimmo SA			69,088		5,445,657
HEALTH CARE	0.9%
Aedifica SA			60,563		4,255,546
INDUSTRIALS	3.1%
Montea NV			30,822		2,933,037
VGP NV			60,916		7,061,064
Warehouses De Pauw CVA			154,480		4,860,339
					14,854,440
RESIDENTIAL	0.6%
Xior Student Housing NV(a)			87,131		2,856,792
SELF STORAGE	1.4%
Shurgard Self Storage Ltd.			131,851		6,529,684
TOTAL BELGIUM					33,942,119
CANADA	6.1%
INDUSTRIALS	0.6%
Dream Industrial Real Estate Investment Trust			260,218		2,741,514

See accompanying notes to financial statements.

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COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

SCHEDULE OF INVESTMENTS—(Continued)

December 31, 2023

		Shares		Value
RESIDENTIAL	4.4%
Boardwalk Real Estate Investment Trust			153,548	$	8,266,944
Canadian Apartment Properties REIT			352,006		12,963,958
					21,230,902
RETAIL	1.1%
First Capital Real Estate Investment Trust			451,224		5,223,785
TOTAL CANADA					29,196,201
FRANCE	5.8%
INDUSTRIALS	0.3%
ARGAN SA			17,579		1,653,420
RETAIL	5.5%
Klepierre SA			383,480		10,448,101
Mercialys SA			346,815		3,807,607
Unibail-Rodamco-Westfield(b)			165,369		12,216,857
					26,472,565
TOTAL FRANCE					28,125,985
GERMANY	7.6%
RESIDENTIAL
LEG Immobilien SE(b)			165,628		14,503,270
TAG Immobilien AG(b)			302,009		4,399,251
Vonovia SE			556,656		17,538,414
					36,440,935
HONG KONG	9.7%
DIVERSIFIED
CK Asset Holdings Ltd.			2,383,825		11,967,207
Link REIT			3,031,910		17,026,222
Sun Hung Kai Properties Ltd.			1,321,127		14,288,170
Swire Properties Ltd.			1,563,600		3,163,845
					46,445,444
JAPAN	25.6%
DIVERSIFIED	13.2%
Daiwa Securities Living Investments Corp.			2,355		1,742,032
Japan Metropolitan Fund Invest			5,875		4,245,833
Mitsui Fudosan Co. Ltd.			907,592		22,258,533

See accompanying notes to financial statements.

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COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

SCHEDULE OF INVESTMENTS—(Continued)

December 31, 2023

		Shares		Value
Nomura Real Estate Holdings, Inc.			397,100	$	10,445,702
Sumitomo Realty & Development Co. Ltd.			422,100		12,555,230
Tokyo Tatemono Co. Ltd.			269,400		4,035,268
United Urban Investment Corp.			8,010		8,186,106
					63,468,704
HOTEL	2.0%
Invincible Investment Corp.			22,356		9,671,745
INDUSTRIALS	4.5%
Daiwa House REIT Investment Corp.			1,175		2,097,500
Mitsui Fudosan Logistics Park, Inc.			3,108		10,084,468
Nippon Prologis REIT, Inc.			4,794		9,227,600
					21,409,568
OFFICE	4.2%
Daiwa Office Investment Corp.			1,314		6,197,234
Japan Prime Realty Investment Corp.			1,458		3,619,149
KDX Realty Investment Corp.			9,135		10,417,787
					20,234,170
RESIDENTIAL	1.7%
Advance Residence Investment Corp.			3,546		7,947,064
TOTAL JAPAN					122,731,251
NETHERLANDS	1.3%
RETAIL
Eurocommercial Properties NV			264,151		6,473,732
NEW ZEALAND	0.8%
INDUSTRIALS
Goodman Property Trust			2,602,139		3,750,468
SINGAPORE	9.2%
DATA CENTERS	1.2%
Digital Core REIT Management Pte. Ltd.			9,098,900		5,868,790
DIVERSIFIED	3.9%
CapitaLand Integrated Commercial Trust			5,990,700		9,350,894
CapitaLand Investment Ltd.			3,912,700		9,368,541
					18,719,435

See accompanying notes to financial statements.

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COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

SCHEDULE OF INVESTMENTS—(Continued)

December 31, 2023

		Shares		Value
HEALTH CARE	1.5%
Parkway Life Real Estate Investment Trust			2,582,300	$	7,180,936
INDUSTRIALS	1.6%
Mapletree Logistics Trust			5,645,000		7,442,546
RETAIL	1.0%
Frasers Centrepoint Trust			2,862,200		4,901,362
TOTAL SINGAPORE					44,113,069
SPAIN	2.5%
DIVERSIFIED	1.1%
Merlin Properties Socimi SA			467,364		5,190,422
INFRASTRUCTURE	1.4%
Cellnex Telecom SA(c)			168,803		6,645,245
TOTAL SPAIN					11,835,667
SWEDEN	2.2%
DIVERSIFIED	1.7%
Fastighets AB Balder, Class B(b)			1,125,569		7,981,390
INDUSTRIALS	0.5%
Catena AB			53,665		2,508,185
TOTAL SWEDEN					10,489,575
UNITED KINGDOM	9.8%
DIVERSIFIED	2.7%
British Land Co. PLC			811,496		4,133,357
Land Securities Group PLC			761,835		6,844,123
LXI REIT PLC(a)			1,373,447		1,834,696
					12,812,176
INDUSTRIALS	3.5%
Segro PLC			935,700		10,572,005
Tritax Big Box REIT PLC			2,837,907		6,109,685
					16,681,690
RESIDENTIAL	1.0%
Grainger PLC			878,814		2,961,757
UNITE Group PLC			151,382		2,014,493
					4,976,250

See accompanying notes to financial statements.

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COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

SCHEDULE OF INVESTMENTS—(Continued)

December 31, 2023

		Shares		Value
SELF STORAGE	2.6%
Big Yellow Group PLC			302,565	$	4,712,820
Safestore Holdings PLC			706,739		7,963,470
					12,676,290
TOTAL UNITED KINGDOM					47,146,406
TOTAL COMMON STOCK (Identified cost—$411,655,482)					472,841,629
SHORT-TERM INVESTMENTS	0.8%
MONEY MARKET FUNDS
State Street Institutional Treasury Plus Money Market Fund, Premier Class, 5.31%(d)			2,142,535		2,142,535
State Street Institutional U.S. Government Money Market Fund, Premier Class, 5.32%(d)			1,925,000		1,925,000
TOTAL SHORT-TERM INVESTMENTS (Identified cost—$4,067,535)					4,067,535
TOTAL INVESTMENTS IN SECURITIES (Identified cost—$415,723,017)	99.4%				476,909,164
OTHER ASSETS IN EXCESS OF LIABILITIES	0.6				2,648,722
NET ASSETS	100.0%			$	479,557,886

Glossary of Portfolio Abbreviations

REIT Real Estate Investment Trust

Note: Percentages indicated are based on the net assets of the Fund.

^(a)  Securities exempt from registration under Regulation S of the Securities Act of 1933. These securities are subject to resale restrictions. Aggregate holdings amounted to $4,691,488 which represents 1.0% of the net assets of the Fund, of which 0.0% are illiquid.

^(b)  Non–income producing security.

^(c)  Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may only be resold to qualified institutional buyers. Aggregate holdings amounted to $6,645,245 which represents 1.4% of the net assets of the Fund, of which 0.0% are illiquid.

^(d)  Rate quoted represents the annualized seven–day yield.

See accompanying notes to financial statements.

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COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

SCHEDULE OF INVESTMENTS—(Continued)

December 31, 2023

Sector Summary	% of Net Assets
Diversified		41.3
Industrials		16.8
Residential		15.3
Retail		8.9
Self Storage		5.1
Office		4.2
Health Care		2.4
Hotel		2.0
Infrastructure		1.4
Data Centers		1.2
Other		1.4
		100.0

See accompanying notes to financial statements.

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COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

STATEMENT OF ASSETS AND LIABILITIES

December 31, 2023

ASSETS:
Investments in securities, at value (Identified cost—$415,723,017)	$	476,909,164
Foreign currency, at value (Identified cost—$518,917)		519,295
Receivable for:
Dividends		2,359,462
Fund shares sold		351,472
Investment securities sold		217,466
Other assets		3,296
Total Assets		480,360,155
LIABILITIES:
Payable for:
Investment advisory fees		318,715
Fund shares redeemed		238,979
Shareholder servicing fees		94,176
Administration fees		15,755
Distribution fees		764
Other liabilities		133,880
Total Liabilities		802,269
NET ASSETS	$	479,557,886
NET ASSETS consist of:
Paid-in capital	$	589,099,061
Total distributable earnings/(accumulated loss)		(109,541,175	)
	$	479,557,886

See accompanying notes to financial statements.

17

COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

STATEMENT OF ASSETS AND LIABILITIES—(Continued)

December 31, 2023

CLASS A SHARES:
NET ASSETS	$	26,204,404
Shares issued and outstanding ($0.001 par value common stock outstanding)		2,907,832
Net asset value and redemption price per share	$	9.01
Maximum offering price per share ($9.01 ÷ 0.955)(a)	$	9.43
CLASS C SHARES:
NET ASSETS	$	501,253
Shares issued and outstanding ($0.001 par value common stock outstanding)		55,349
Net asset value and offering price per share(b)	$	9.06
CLASS I SHARES:
NET ASSETS	$	452,722,489
Shares issued and outstanding ($0.001 par value common stock outstanding)		49,895,876
Net asset value, offering and redemption price per share	$	9.07
CLASS R SHARES:
NET ASSETS	$	71,060
Shares issued and outstanding ($0.001 par value common stock outstanding)		7,780
Net asset value, offering and redemption price per share	$	9.13
CLASS Z SHARES:
NET ASSETS	$	58,680
Shares issued and outstanding ($0.001 par value common stock outstanding)		6,480
Net asset value, offering and redemption price per share	$	9.06

^(a)  On investments of $100,000 or more, the offering price is reduced.

^(b)  Redemption price per share is equal to the net asset value per share less any applicable contingent deferred sales charge of 1.00% on shares held for less than one year.

See accompanying notes to financial statements.

18

COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

STATEMENT OF OPERATIONS

For the Year Ended December 31, 2023

Investment Income:
Dividend income (net of $1,645,680 of foreign withholding tax)	$	17,315,858
Interest income		2,807
Total Investment Income		17,318,665
Expenses:
Investment advisory fees		4,468,225
Distribution fees—Class A		69,209
Distribution fees—Class C		6,524
Distribution fees—Class R		214
Shareholder servicing fees—Class A		27,683
Shareholder servicing fees—Class C		2,175
Shareholder servicing fees—Class I		384,625
Administration fees		256,640
Professional fees		128,132
Registration and filing fees		98,656
Custodian fees and expenses		95,046
Transfer agent fees and expenses		55,226
Shareholder reporting expenses		36,165
Directors’ fees and expenses		20,631
Miscellaneous		51,704
Total Expenses		5,700,855
Reduction of Expenses (See Note 2)		(891,656	)
Net Expenses		4,809,199
Net Investment Income (Loss)		12,509,466
Net Realized and Unrealized Gain (Loss):
Net realized gain (loss) on:
Investments in securities		(50,686,779	)
Foreign currency transactions		(93,067	)
Net realized gain (loss)		(50,779,846	)
Net change in unrealized appreciation (depreciation) on:
Investments in securities		59,087,605
Foreign currency translations		38,779
Net change in unrealized appreciation (depreciation)		59,126,384
Net Realized and Unrealized Gain (Loss)		8,346,538
Net Increase (Decrease) in Net Assets Resulting from Operations	$	20,856,004

See accompanying notes to financial statements.

19

COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

STATEMENT OF CHANGES IN NET ASSETS

	For the Year Ended December 31, 2023			For the Year Ended December 31, 2022
Change in Net Assets:
From Operations:
Net investment income (loss)	$	12,509,466		$	12,493,334
Net realized gain (loss)		(50,779,846	)		(74,907,535	)
Net change in unrealized appreciation (depreciation)		59,126,384			(89,033,755	)
Net increase (decrease) in net assets resulting from operations		20,856,004			(151,447,956	)
Distributions to Shareholders:
Class A		(638,962	)		—
Class C		(7,794	)		—
Class I		(12,100,072	)		(610,682	)
Class R		(1,006	)		—
Class Z		(1,501	)		(78	)
Tax Return of Capital to Shareholders:
Class A		—			(747,739	)
Class C		—			(21,203	)
Class I		—			(11,187,966	)
Class R		—			(645	)
Class Z		—			(1,597	)
Total distributions		(12,749,335	)		(12,569,910	)
Capital Stock Transactions:
Increase (decrease) in net assets from Fund share transactions		(14,243,693	)		12,189,743
Total increase (decrease) in net assets		(6,137,024	)		(151,828,123	)
Net Assets:
Beginning of year		485,694,910			637,523,033
End of year	$	479,557,886		$	485,694,910

See accompanying notes to financial statements.

20

COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

FINANCIAL HIGHLIGHTS

The following tables include selected data for a share outstanding throughout each year and other performance information derived from the financial statements. They should be read in conjunction with the financial statements and notes thereto.

	Class A
	For the Year Ended December 31,
Per Share Operating Data:	2023			2022			2021			2020			2019
Net asset value, beginning of year		$8.86			$11.92			$11.93			$12.47			$11.12
Income (loss) from investment operations:
Net investment income (loss)(a)		0.20			0.20			0.16			0.19			0.21
Net realized and unrealized gain (loss)		0.16			(3.06	)		0.71			(0.36	)		2.33
Total from investment operations		0.36			(2.86	)		0.87			(0.17	)		2.54
Less dividends and distributions to shareholders from:
Net investment income		(0.21	)		—			(0.88	)		(0.35	)		(1.02	)
Net realized gain		—			—			—			(0.02	)		(0.17	)
Tax return of capital		—			(0.20	)		(0.00	)(b)		—			—
Total dividends and distributions to shareholders		(0.21	)		(0.20	)		(0.88	)		(0.37	)		(1.19	)
Net increase (decrease) in net asset value		0.15			(3.06	)		(0.01	)		(0.54	)		1.35
Net asset value, end of year		$9.01			$8.86			$11.92			$11.93			$12.47
Total return(c)(d)		4.21	%		–24.07	%		7.27	%		–1.20	%		23.28	%
Ratios/Supplemental Data:
Net assets, end of year (in millions)		$26.2			$30.8			$50.0			$51.9			$63.1
Ratios to average daily net assets:
Expenses (before expense reduction)		1.46	%		1.44	%		1.45	%		1.44	%		1.44	%
Expenses (net of expense reduction)		1.35	%		1.35	%		1.35	%		1.35	%		1.35	%
Net investment income (loss) (before expense reduction)		2.20	%		1.88	%		1.22	%		1.63	%		1.58	%
Net investment income (loss) (net of expense reduction)		2.31	%		1.97	%		1.32	%		1.72	%		1.67	%
Portfolio turnover rate		86	%		74	%		74	%		92	%		75	%

^(a)  Calculation based on average shares outstanding.

^(b)  Amount is less than $0.005.

^(c)  Return assumes the reinvestment of all dividends and distributions at net asset value.

^(d)  Does not reflect sales charges, which would reduce return.

See accompanying notes to financial statements.

21

COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

FINANCIAL HIGHLIGHTS—(Continued)

	Class C
	For the Year Ended December 31,
Per Share Operating Data:	2023			2022			2021			2020			2019
Net asset value, beginning of year		$8.86			$11.92			$11.92			$12.44			$11.02
Income (loss) from investment operations:
Net investment income (loss)(a)		0.14			0.13			0.08			0.12			0.08
Net realized and unrealized gain (loss)		0.18			(3.06	)		0.71			(0.36	)		2.37
Total from investment operations		0.32			(2.93	)		0.79			(0.24	)		2.45
Less dividends and distributions to shareholders from:
Net investment income		(0.12	)		—			(0.79	)		(0.26	)		(0.86	)
Net realized gain		—			—			—			(0.02	)		(0.17	)
Tax return of capital		—			(0.13	)		(0.00	)(b)		—			—
Total dividends and distributions to shareholders		(0.12	)		(0.13	)		(0.79	)		(0.28	)		(1.03	)
Net increase (decrease) in net asset value		0.20			(3.06	)		—			(0.52	)		1.42
Net asset value, end of year		$9.06			$8.86			$11.92			$11.92			$12.44
Total return(c)(d)		3.65	%		–24.63	%		6.62	%		–1.81	%		22.54	%
Ratios/Supplemental Data:
Net assets, end of year (in millions)		$0.5			$1.3			$2.1			$2.4			$5.3
Ratios to average daily net assets:
Expenses (before expense reduction)		2.11	%		2.09	%		2.10	%		2.09	%		2.09	%
Expenses (net of expense reduction)		2.00	%		2.00	%		2.00	%		2.00	%		2.00	%
Net investment income (loss) (before expense reduction)		1.53	%		1.23	%		0.54	%		0.99	%		0.56	%
Net investment income (loss) (net of expense reduction)		1.64	%		1.32	%		0.64	%		1.08	%		0.65	%
Portfolio turnover rate		86	%		74	%		74	%		92	%		75	%

^(a)  Calculation based on average shares outstanding.

^(b)  Amount is less than $0.005.

^(c)  Return assumes the reinvestment of all dividends and distributions at net asset value.

^(d)  Does not reflect sales charges, which would reduce return.

See accompanying notes to financial statements.

22

COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

FINANCIAL HIGHLIGHTS—(Continued)

	Class I
	For the Year Ended December 31,
Per Share Operating Data:	2023			2022			2021			2020			2019
Net asset value, beginning of year		$8.92			$12.01			$12.01			$12.55			$11.18
Income (loss) from investment operations:
Net investment income (loss)(a)		0.23			0.23			0.22			0.23			0.25
Net realized and unrealized gain (loss)		0.16			(3.09	)		0.71			(0.36	)		2.36
Total from investment operations		0.39			(2.86	)		0.93			(0.13	)		2.61
Less dividends and distributions to shareholders from:
Net investment income		(0.24	)		(0.01	)		(0.93	)		(0.39	)		(1.07	)
Net realized gain		—			—			—			(0.02	)		(0.17	)
Tax return of capital		—			(0.22	)		(0.00	)(b)		—			—
Total dividends and distributions to shareholders		(0.24	)		(0.23	)		(0.93	)		(0.41	)		(1.24	)
Net increase (decrease) in net asset value		0.15			(3.09	)		—			(0.54	)		1.37
Net asset value, end of year		$9.07			$8.92			$12.01			$12.01			$12.55
Total return(c)		4.56	%		–23.83	%		7.67	%		–0.83	%		23.75	%
Ratios/Supplemental Data:
Net assets, end of year (in millions)		$452.7			$453.5			$585.3			$551.3			$577.5
Ratios to average daily net assets:
Expenses (before expense reduction)		1.19	%		1.17	%		1.17	%		1.16	%		1.16	%
Expenses (net of expense reduction)		1.00	%		1.00	%		1.00	%		1.00	%		1.00	%
Net investment income (loss) (before expense reduction)		2.49	%		2.17	%		1.54	%		1.95	%		1.81	%
Net investment income (loss) (net of expense reduction)		2.68	%		2.34	%		1.71	%		2.11	%		1.97	%
Portfolio turnover rate		86	%		74	%		74	%		92	%		75	%

^(a)  Calculation based on average shares outstanding.

^(b)  Amount is less than $0.005.

^(c)  Return assumes the reinvestment of all dividends and distributions at net asset value.

See accompanying notes to financial statements.

23

COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

FINANCIAL HIGHLIGHTS—(Continued)

	Class R
	For the Year Ended December 31,
Per Share Operating Data:	2023			2022			2021			2020			2019
Net asset value, beginning of year		$8.98			$12.07			$12.07			$12.61			$11.22
Income (loss) from investment operations:
Net investment income (loss)(a)		0.18			0.17			0.15			0.18			0.18
Net realized and unrealized gain (loss)		0.17			(3.08	)		0.71			(0.37	)		2.37
Total from investment operations		0.35			(2.91	)		0.86			(0.19	)		2.55
Less dividends and distributions to shareholders from:
Net investment income		(0.20	)		—			(0.86	)		(0.33	)		(0.99	)
Net realized gain		—			—			—			(0.02	)		(0.17	)
Tax return of capital		—			(0.18	)		(0.00	)(b)		—			—
Total dividends and distributions to shareholders		(0.20	)		(0.18	)		(0.86	)		(0.35	)		(1.16	)
Net increase (decrease) in net asset value		0.15			(3.09	)		—			(0.54	)		1.39
Net asset value, end of year		$9.13			$8.98			$12.07			$12.07			$12.61
Total return(c)		4.04	%		–24.19	%		7.08	%		–1.32	%		23.10	%
Ratios/Supplemental Data:
Net assets, end of year (in 000s)		$71.1			$27.8			$62.7			$63.2			$63.6
Ratios to average daily net assets:
Expenses (before expense reduction)		1.61	%		1.59	%		1.60	%		1.59	%		1.59	%
Expenses (net of expense reduction)		1.50	%		1.50	%		1.50	%		1.50	%		1.50	%
Net investment income (loss) (before expense reduction)		2.00	%		1.59	%		1.08	%		1.52	%		1.33	%
Net investment income (loss) (net of expense reduction)		2.11	%		1.68	%		1.18	%		1.61	%		1.42	%
Portfolio turnover rate		86	%		74	%		74	%		92	%		75	%

^(a)  Calculation based on average shares outstanding.

^(b)  Amount is less than $0.005.

^(c)  Return assumes the reinvestment of all dividends and distributions at net asset value.

See accompanying notes to financial statements.

24

COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

FINANCIAL HIGHLIGHTS—(Continued)

	Class Z
	For the Year Ended December 31,
Per Share Operating Data:	2023			2022			2021			2020			2019
Net asset value, beginning of year		$8.90			$11.98			$11.99			$12.53			$11.18
Income (loss) from investment operations:
Net investment income (loss)(a)		0.23			0.24			0.24			0.24			0.27
Net realized and unrealized gain (loss)		0.17			(3.09	)		0.68			(0.37	)		2.32
Total from investment operations		0.40			(2.85	)		0.92			(0.13	)		2.59
Less dividends and distributions to shareholders from:
Net investment income		(0.24	)		(0.01	)		(0.93	)		(0.39	)		(1.07	)
Net realized gain		—			—			—			(0.02	)		(0.17	)
Tax return of capital		—			(0.22	)		(0.00	)(b)		—			—
Total dividends and distributions to shareholders		(0.24	)		(0.23	)		(0.93	)		(0.41	)		(1.24	)
Net increase (decrease) in net asset value		0.16			(3.08	)		(0.01	)		(0.54	)		1.35
Net asset value, end of year		$9.06			$8.90			$11.98			$11.99			$12.53
Total return(c)		4.68	%		–23.81	%		7.60	%		–0.83	%		23.57	%
Ratios/Supplemental Data:
Net assets, end of year (in 000s)		$58.7			$51.7			$99.1			$53.6			$51.7
Ratios to average daily net assets:
Expenses (before expense reduction)		1.11	%		1.09	%		1.10	%		1.09	%		1.09	%
Expenses (net of expense reduction)		1.00	%		1.00	%		1.00	%		1.00	%		1.00	%
Net investment income (loss) (before expense reduction)		2.57	%		2.24	%		1.83	%		2.03	%		2.10	%
Net investment income (loss) (net of expense reduction)		2.68	%		2.33	%		1.93	%		2.12	%		2.19	%
Portfolio turnover rate		86	%		74	%		74	%		92	%		75	%

^(a)  Calculation based on average shares outstanding.

^(b)  Amount is less than $0.005.

^(c)  Return assumes the reinvestment of all dividends and distributions at net asset value.

See accompanying notes to financial statements.

25

COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

NOTES TO FINANCIAL STATEMENTS

Note 1. Organization and Significant Accounting Policies

Cohen & Steers International Realty Fund, Inc. (the Fund) was incorporated under the laws of the State of Maryland on November 23, 2004 and is registered under the Investment Company Act of 1940 (the 1940 Act) as a diversified, open-end management investment company. The Fund’s investment objective is total return. The authorized shares of the Fund are divided into six classes designated Class A, C, F, I, R and Z shares. Each of the Fund’s shares has equal dividend, liquidation and voting rights (except for matters relating to distribution and shareholder servicing of such shares). Class F shares are currently not available for purchase.

The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of its financial statements. The Fund is an investment company and, accordingly, follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standards Codification (ASC) Topic 946—Investment Companies. The accounting policies of the Fund are in conformity with accounting principles generally accepted in the United States of America (GAAP). The preparation of the financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.

Portfolio Valuation: Investments in securities that are listed on the New York Stock Exchange (NYSE) are valued, except as indicated below, at the last sale price reflected at the close of the NYSE on the business day as of which such value is being determined. If there has been no sale on such day, the securities are valued at the mean of the closing bid and ask prices on such day or, if no ask price is available, at the bid price.

Securities not listed on the NYSE but listed on other domestic or foreign securities exchanges (including NASDAQ) are valued in a similar manner. Securities traded on more than one securities exchange are valued at the last sale price reflected at the close of the exchange representing the principal market for such securities on the business day as of which such value is being determined. If after the close of a foreign market, but prior to the close of business on the day the securities are being valued, market conditions change significantly, certain non-U.S. equity holdings may be fair valued pursuant to procedures established by the Board of Directors.

Readily marketable securities traded in the over-the-counter (OTC) market, including listed securities whose primary market is believed by Cohen & Steers Capital Management, Inc. (the investment advisor) to be OTC, are valued on the basis of prices provided by a third-party pricing service or third-party broker-dealers when such prices are believed by the investment advisor, pursuant to delegation by the Board of Directors, to reflect the fair value of such securities.

Short-term debt securities with a maturity date of 60 days or less are valued at amortized cost, which approximates fair value. Investments in open-end mutual funds are valued at net asset value (NAV).

26

COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

NOTES TO FINANCIAL STATEMENTS—(Continued)

The Board of Directors has designated the investment advisor as the Fund’s “Valuation Designee” under Rule 2a-5 under the 1940 Act. As Valuation Designee, the investment advisor is authorized to make fair valuation determinations, subject to the oversight of the Board of Directors. The investment advisor has established a valuation committee (Valuation Committee) to administer, implement and oversee the fair valuation process according to the policies and procedures approved annually by the Board of Directors. Among other things, these procedures allow the Fund to utilize independent pricing services, quotations from securities and financial instrument dealers and other market sources to determine fair value.

Securities for which market prices are unavailable, or securities for which the investment advisor determines that the bid and/or ask price or a counterparty valuation does not reflect market value, will be valued at fair value, as determined in good faith by the Valuation Committee, pursuant to procedures approved by the Fund’s Board of Directors. Circumstances in which market prices may be unavailable include, but are not limited to, when trading in a security is suspended, the exchange on which the security is traded is subject to an unscheduled close or disruption or material events occur after the close of the exchange on which the security is principally traded. In these circumstances, the Fund determines fair value in a manner that fairly reflects the market value of the security on the valuation date based on consideration of any information or factors it deems appropriate. These may include, but are not limited to, recent transactions in comparable securities, information relating to the specific security and developments in the markets.

Foreign equity fair value pricing procedures utilized by the Fund may cause certain non-U.S. equity holdings to be fair valued on the basis of fair value factors provided by a pricing service to reflect any significant market movements between the time the Fund values such securities and the earlier closing of foreign markets.

The Fund’s use of fair value pricing may cause the NAV of Fund shares to differ from the NAV that would be calculated using market quotations. Fair value pricing involves subjective judgments and it is possible that the fair value determined for a security may be materially different than the value that could be realized upon the sale of that security.

Fair value is defined as the price that the Fund would expect to receive upon the sale of an investment or expect to pay to transfer a liability in an orderly transaction with an independent buyer in the principal market or, in the absence of a principal market, the most advantageous market for the investment or liability. The hierarchy of inputs that are used in determining the fair value of the Fund’s investments is summarized below.

• 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)

The inputs or methodology used for valuing investments may or may not be an indication of the risk associated with those investments. Changes in valuation techniques may result in transfers into or out of an assigned level within the disclosure hierarchy.

27

COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

NOTES TO FINANCIAL STATEMENTS—(Continued)

The following is a summary of the inputs used as of December 31, 2023 in valuing the Fund’s investments carried at value:

	Quoted Prices in Active Markets for Identical Investments (Level 1)		Other Significant Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Common Stock—Real Estate	$	472,841,629	$	—	$	—	$	472,841,629
Short-Term Investments		—		4,067,535		—		4,067,535
Total Investments in Securities(a)	$	472,841,629	$	4,067,535	$	—	$	476,909,164

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

Security Transactions, Investment Income and Expense Allocations: Security transactions are recorded on trade date. Realized gains and losses on investments sold are recorded on the basis of identified cost. Interest income, which includes the amortization of premiums and accretion of discounts, is recorded on the accrual basis. Dividend income is recorded on the ex-dividend date, except for certain dividends on foreign securities, which are recorded as soon as the Fund is informed after the ex-dividend date. Income, expenses (other than expenses attributable to a specific class) and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

Foreign Currency Translation: The books and records of the Fund are maintained in U.S. dollars. Investment securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars based upon prevailing exchange rates on the date of valuation. Purchases and sales of investment securities and income and expense items denominated in foreign currencies are translated into U.S. dollars based upon prevailing exchange rates on the respective dates of such transactions. The Fund does not isolate that portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.

Net realized foreign currency transaction gains or losses arise from sales of foreign currencies, (excluding gains and losses on forward foreign currency exchange contracts, which are presented separately, if any,) currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign currency translation gains and losses arise from changes in the values of assets and liabilities, other than investments in securities, on the date of valuation, resulting from changes in exchange rates. Pursuant to U.S. federal income tax regulations, certain foreign currency gains/losses included in realized and unrealized gains/losses are included in or are a reduction of ordinary income for federal income tax purposes.

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COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

NOTES TO FINANCIAL STATEMENTS—(Continued)

Dividends and Distributions to Shareholders: Dividends from net investment income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from GAAP. Dividends from net investment income, if any, are declared and paid semi-annually. Net realized capital gains, unless offset by any available capital loss carryforward, are typically distributed to shareholders at least annually. Dividends and distributions to shareholders are recorded on the ex-dividend date and are automatically reinvested in full and fractional shares of the Fund based on the NAV per share at the close of business on the payable date, unless the shareholder has elected to have them paid in cash. Dividends from net investment income are subject to recharacterization for tax purposes.

Income Taxes: It is the policy of the Fund to continue to qualify as a regulated investment company (RIC), if such qualification is in the best interest of the shareholders, by complying with the requirements of Subchapter M of the Internal Revenue Code applicable to RICs, and by distributing substantially all of its taxable earnings to its shareholders. Also, in order to avoid the payment of any federal excise taxes, the Fund will distribute substantially all of its net investment income and net realized gains on a calendar year basis. Accordingly, no provision for federal income or excise tax is necessary. Dividend and interest income from holdings in non-U.S. securities are recorded net of non-U.S. taxes paid. Security and foreign currency transactions and any gains realized by the Fund on the sale of securities in certain non-U.S. markets are subject to non-U.S. taxes. The Fund records a liability based on any unrealized gains on securities held in these markets in order to estimate the potential non-U.S. taxes due upon the sale of these securities. Management has analyzed the Fund’s tax positions taken on federal and applicable state income tax returns as well as its tax positions in non-U.S. jurisdictions in which it trades for all open tax years and has concluded that as of December 31, 2023, no additional provisions for income tax are required in the Fund’s financial statements. The Fund’s tax positions for the tax years for which the applicable statutes of limitations have not expired are subject to examination by the Internal Revenue Service, state departments of revenue and by foreign tax authorities.

Note 2. Investment Advisory, Administration Fees and Other Transactions with Affiliates

Investment Advisory Fees: Cohen & Steers Capital Management, Inc. serves as the Fund’s investment advisor pursuant to an investment advisory agreement (the investment advisory agreement). Under the terms of the investment advisory agreement, the investment advisor provides the Fund with day-to-day investment decisions and generally manages the Fund’s investments in accordance with the stated policies of the Fund, subject to the supervision of the Board of Directors.

For the services provided to the Fund, the investment advisor receives a fee, accrued daily and paid monthly, at the annual rate of 0.95% of the average daily net assets of the Fund up to and including $1.5 billion and 0.85% of the average daily net assets above $1.5 billion.

For the year ended December 31, 2023 and through June 30, 2025, the investment advisor has contractually agreed to waive its fee and/or reimburse expenses so that the Fund’s total annual operating expenses (excluding acquired fund fees and expenses, taxes and extraordinary expenses), do not exceed 1.35% for Class A shares, 2.00% for Class C shares, 1.00% for Class I shares, 1.50% for Class R shares and 1.00% for Class Z shares. This contractual agreement can only be amended or

29

COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

NOTES TO FINANCIAL STATEMENTS—(Continued)

terminated by agreement of the Fund’s Board of Directors and the investment advisor and will terminate automatically in the event of termination of the investment advisory agreement between the investment advisor and the Fund. For the year ended December 31, 2023, fees waived and/or expenses reimbursed totaled $891,656.

Under subadvisory agreements between the investment advisor and each of Cohen & Steers Asia Limited and Cohen & Steers UK Limited (collectively, the subadvisors), affiliates of the investment advisor, the subadvisors are responsible for managing the Fund’s investments in certain non-U.S. real estate securities. For their services provided under the subadvisory agreements, the investment advisor (not the Fund) pays the subadvisors. The investment advisor allocates 50% of the investment advisory fee received from the Fund among itself and each subadvisor based on the portion of the Fund’s average daily net assets managed by the investment advisor and each subadvisor.

Administration Fees: The Fund has entered into an administration agreement with the investment advisor under which the investment advisor performs certain administrative functions for the Fund and receives a fee, accrued daily and paid monthly, at the annual rate of 0.04% of the average daily net assets of the Fund. For the year ended December 31, 2023, the Fund incurred $188,136 in fees under this administration agreement. Additionally, the Fund pays State Street Bank and Trust Company as co-administrator under a fund accounting and administration agreement.

Distribution Fees: Shares of the Fund are distributed by Cohen & Steers Securities, LLC (the distributor), an affiliated entity of the investment advisor. The Fund has adopted an amended distribution plan (the plan) pursuant to Rule 12b-1 under the 1940 Act, which allows the Fund to pay distribution fees for the sale and distribution of its shares. The plan provides that the Fund will pay the distributor a fee, accrued daily and paid monthly, at an annual rate of up to 0.25% of the average daily net assets attributable to Class A shares, up to 0.75% of the average daily net assets attributable to Class C shares and up to 0.50% of the average daily net assets attributable to Class R shares. In addition, with respect to Class R shares, such amounts may also be used to pay for services to Fund shareholders or services related to the maintenance of shareholder accounts.

There is a maximum initial sales charge of 4.50% for Class A shares. There is a maximum contingent deferred sales charge (CDSC) of 1.00% on purchases of $1 million or more of Class A shares, which applies if redemption occurs within one year from purchase. There is a maximum CDSC of 1.00% on Class C shares, which applies if redemption occurs within one year from purchase. For the year ended December 31, 2023, the Fund has been advised that the distributor received $580, which represents a portion of the sales commissions paid by shareholders from the sale of Class A shares, and $0 of CDSC relating to redemptions of Class C shares. The distributor has advised the Fund that proceeds from the CDSC on these classes are used by the distributor to defray its expenses related to providing distribution-related services to the Fund in connection with the sale of these classes, including payments to dealers and other financial intermediaries for selling these classes. The payment of a CDSC may result in the distributor receiving amounts greater or less than the upfront commission paid by the distributor to the financial intermediary.

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COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

NOTES TO FINANCIAL STATEMENTS—(Continued)

Shareholder Servicing Fees: For shareholder services, the Fund pays the distributor or its affiliates a fee, accrued daily, at an annual rate of up to 0.10% of the average daily net assets of the Fund’s Class A and Class I shares and up to 0.25% of the average daily net assets of the Fund’s Class C shares. The distributor is responsible for paying qualified financial institutions for shareholder services.

Directors’ and Officers’ Fees: Certain directors and officers of the Fund are also directors, officers and/or employees of the investment advisor. The Fund does not pay compensation to directors and officers affiliated with the investment advisor except for the Chief Compliance Officer, who received compensation from the investment advisor, which was reimbursed by the Fund, in the amount of $3,335 for the year ended December 31, 2023.

Other: As of December 31, 2023, approximately 63% of the Fund’s outstanding shares were owned by shareholders investing either directly or indirectly through an account, platform or program sponsored by one financial institution. Investment and asset allocation decisions by either a direct shareholder or financial institution regarding the account, platform or program through which multiple shareholders invest may result in subscription and redemption decisions that have a significant impact on the assets, expenses and trading activities of the Fund. Such a decision may cause the Fund to sell assets at disadvantageous times or prices, and may negatively affect the Fund’s NAV and performance.

Note 3. Purchases and Sales of Securities

Purchases and sales of securities, excluding short-term investments, for the year ended December 31, 2023, totaled $394,560,267 and $410,182,767, respectively.

Note 4. Income Tax Information

The tax character of dividends and distributions paid was as follows:

	For the Year Ended December 31,
	2023		2022
Ordinary income	$	12,749,335	$	610,760
Tax return of capital		—		11,959,150
Total dividends and distributions	$	12,749,335	$	12,569,910

As of December 31, 2023, the tax-basis components of accumulated earnings, the federal tax cost and net unrealized appreciation (depreciation) in value of investments held were as follows:

Cost of investments in securities for federal income tax purposes	$	450,067,117
Gross unrealized appreciation on investments	$	39,531,161
Gross unrealized depreciation on investments		(12,678,740	)
Net unrealized appreciation (depreciation) on investments	$	26,852,421
Undistributed ordinary income	$	2,735,176

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COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

NOTES TO FINANCIAL STATEMENTS—(Continued)

As of December 31, 2023, the Fund has a net capital loss carryforward of $139,128,772 which may be used to offset future capital gains. This loss is comprised of a short-term capital loss carryforward of $70,531,049 and a long-term capital loss carryforward of $68,597,723, which under current federal income tax rules, may offset capital gains recognized in any future period.

As of December 31, 2023, the Fund had temporary book/tax differences primarily attributable to wash sales on portfolio securities and unrealized gains on passive foreign investment companies and permanent differences primarily attributable to prior year adjustments. To reflect reclassifications arising from the permanent differences, paid-in capital was charged $73,322 and total distributable earnings/(accumulated loss) was credited $73,322. Net assets were not affected by this reclassification.

Note 5. Capital Stock

The Fund is authorized to issue 1.8 billion shares of capital stock, at a par value of $0.001 per share, classified in six classes as follows: 250 million of Class A capital stock, 250 million of Class C capital stock, 250 million of Class F capital stock, 550 million of Class I capital stock, 250 million of Class R capital stock and 250 million of Class Z capital stock. Class F shares are currently not available for purchase. The Board of Directors of the Fund may increase or decrease the aggregate number of shares of common stock that the Fund has authority to issue. With the exception of Class C shares held through certain intermediaries, Class C shares will automatically convert into Class A shares on a monthly basis approximately eight years after the original date of purchase. Transactions in Fund shares were as follows:

	For the Year Ended December 31, 2023						For the Year Ended December 31, 2022
	Shares			Amount			Shares			Amount
Class A:
Sold		105,633		$	935,855			197,936		$	2,032,431
Issued as reinvestment of dividends and distributions		60,947			512,413			62,890			578,062
Redeemed		(734,739	)		(6,255,036	)		(975,564	)		(9,282,529	)
Net increase (decrease)		(568,159	)	$	(4,806,768	)		(714,738	)	$	(6,672,036	)
Class C:
Sold		1,366		$	11,369			17,435		$	162,608
Issued as reinvestment of dividends and distributions		826			6,983			1,977			18,205
Redeemed		(96,513	)		(836,493	)		(47,084	)		(439,004	)
Net increase (decrease)		(94,321	)	$	(818,141	)		(27,672	)	$	(258,191	)

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COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

NOTES TO FINANCIAL STATEMENTS—(Continued)

	For the Year Ended December 31, 2023						For the Year Ended December 31, 2022
	Shares			Amount			Shares			Amount
Class I:
Sold		7,826,429		$	67,385,245			11,507,906		$	109,652,348
Issued as reinvestment of dividends and distributions		1,336,342			11,315,017			1,162,830			10,728,898
Redeemed		(10,111,127	)		(87,365,947	)		(10,578,502	)		(101,214,564	)
Net increase (decrease)		(948,356	)	$	(8,665,685	)		2,092,234		$	19,166,682
Class R:
Sold		4,587		$	40,297			—		$	—
Issued as reinvestment of dividends and distributions		96			824			52			483
Redeemed		(2	)		(13	)		(2,145	)		(22,308	)
Net increase (decrease)		4,681		$	41,108			(2,093	)	$	(21,825	)
Class Z:
Sold		695		$	6,026			748		$	7,648
Issued as reinvestment of dividends and distributions		152			1,282			158			1,460
Redeemed		(175	)		(1,515	)		(3,372	)		(33,995	)
Net increase (decrease)		672		$	5,793			(2,466	)	$	(24,887	)

Note 6. Other Risks

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 potential for long-term capital appreciation), can react differently from growth stocks (stocks of companies with attractive cash flow returns on invested capital

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COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

NOTES TO FINANCIAL STATEMENTS—(Continued)

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 engaged 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.

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.

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COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

NOTES TO FINANCIAL STATEMENTS—(Continued)

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.

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 public 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.

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COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

NOTES TO FINANCIAL STATEMENTS—(Continued)

On January 31, 2020, the United Kingdom (UK) withdrew from the European Union (EU) (referred to as Brexit). An agreement between the UK and the EU governing their future trade relationship became effective January 1, 2021. Brexit has resulted in volatility in European and global markets and could have potentially significant negative long-term impacts on financial markets in the UK and throughout Europe.

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. Ongoing conflicts in the Middle East could have similar negative impacts. 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 U.S. Securities and Exchange Commission’s (SEC) 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, impact flows into the Fund 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. The Fund and the instruments in which it invests may be subject to new or additional regulatory constraints in the future. 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.

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COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

NOTES TO FINANCIAL STATEMENTS—(Continued)

Large Shareholder Risk: The Fund may have one or more large shareholders or a group of shareholders investing in Fund shares indirectly through an account, platform or program sponsored by a financial institution. Investment and asset allocation decisions by such financial institutions regarding the account, platform or program through which multiple shareholders invest may result in subscription and redemption decisions that have a significant impact on the assets, expenses and trading activities of the Fund. Such a decision may cause the Fund to sell assets (or invest cash) at disadvantageous times or prices, increase or accelerate taxable gains or transaction costs and may negatively affect the Fund’s NAV, performance, or ability to satisfy redemptions in a timely manner.

This is not a complete list of the risks of investing in the Fund. For additional information concerning the risks of investing in the Fund, please consult the Fund’s prospectus.

Note 7. Other

In the normal course of business, the Fund enters into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is dependent on claims that may be made against the Fund in the future and, therefore, cannot be estimated; however, based on experience, the risk of material loss from such claims is considered remote.

Note 8. New Accounting Pronouncements and Regulations

On October 26, 2022, the SEC adopted rule and form amendments which require open-end mutual funds to transmit streamlined annual and semi-annual reports to shareholders that highlight key information to investors. In connection with these amendments, certain information that was previously disclosed in fund shareholder reports will instead be made available online, delivered free of charge upon request, and filed on a semi-annual basis on Form N-CSR. The rule and form amendments have a compliance date of July 24, 2024, and will have no effect on the Fund’s accounting policies or financial statements.

Note 9. Subsequent Events

Management has evaluated events and transactions occurring after December 31, 2023 through the date that the financial statements were issued, and has determined that no additional disclosure in the financial statements is required.

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COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Shareholders of

Cohen & Steers International Realty Fund, Inc.

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Cohen & Steers International Realty Fund, Inc. (the “Fund”) as of December 31, 2023, the related statement of operations for the year ended December 31, 2023, the statement of changes in net assets for each of the two years in the period ended December 31, 2023, including the related notes, and the financial highlights for each of the five years in the period ended December 31, 2023 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2023, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended December 31, 2023 and the financial highlights for each of the five years in the period ended December 31, 2023 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2023 by correspondence with the custodian and transfer agent. We believe that our audits provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP

New York, New York

February 22, 2024

We have served as the auditor of one or more investment companies in the Cohen & Steers family of mutual funds since 1991.

38

COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

(The following pages are unaudited)

TAX INFORMATION—2023

For the calendar year ended December 31, 2023, for individual taxpayers, the Fund designates $9,475,317 as qualified dividend income eligible for reduced tax rates, and has elected pursuant to section 853 of the Internal Revenue Code, to pass through foreign taxes of $1,584,115. The Fund generated net foreign source income of $13,929,239 with respect to this election.

OTHER INFORMATION

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available (i) without charge, upon request, by calling 800-330-7348, (ii) on our website at cohenandsteers.com or (iii) on the SEC’s website at http://www.sec.gov. In addition, the Fund’s proxy voting record for the most recent 12-month period ended June 30 is available by August 31 of each year (i) without charge, upon request, by calling 800-330-7348 or (ii) on the SEC’s website at http://www.sec.gov.

Disclosures of the Fund’s complete holdings are required to be made monthly on Form N-PORT, with every third month made available to the public by the SEC 60 days after the end of the Fund’s fiscal quarter. The Fund’s Form N-PORT is available (i) without charge, upon request, by calling 800-330-7348 or (ii) on the SEC’s website at http://www.sec.gov.

Please note that distributions paid by the Fund to shareholders are subject to recharacterization for tax purposes and are taxable up to the amount of the Fund’s investment company taxable income and net realized gains. Distributions in excess of the Fund’s net investment company taxable income and realized gains are a return of capital distributed from the Fund’s assets. The final tax treatment of all distributions is reported to shareholders on their 1099-DIV forms, which are mailed after the close of each calendar year.

Changes to the Portfolio Management Team

Effective January 1, 2024, Jason Yablon was added as a portfolio manager of the Fund. Rogier Quirijns, William Leung, Ji Zhang and Jon Cheigh will continue to serve as portfolio managers of the Fund.

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COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

MANAGEMENT OF THE FUND

The business and affairs of the Fund are managed under the direction of the Board of Directors. The Board of Directors approves all significant agreements between the Fund and persons or companies furnishing services to it, including the Fund’s agreements with its investment advisor, administrator, co-administrator, custodian and transfer agent. The management of the Fund’s day-to-day operations is delegated to its officers, the investment advisor, administrator and co-administrator, subject always to the investment objective and policies of the Fund and to the general supervision of the Board of Directors.

The Board of Directors and officers of the Fund and their principal occupations during at least the past five years are set forth below. The statement of additional information (SAI) includes additional information about fund directors and is available, without charge, upon request by calling 800-330-7348.

Name, Address and Year of Birth(1)	Position(s) Held With Fund	Term of Office(2)	Principal Occupation During At Least The Past 5 Years (Including Other Directorships Held)	Number of Funds Within Fund Complex Overseen by Director (Including the Fund)		Length of Time Served(3)
Interested Directors(4)
Joseph M. Harvey 1963	Director, Chair	Until Next Election of Directors	Chief Executive Officer since 2022 and President since 2003 of Cohen & Steers Capital Management, Inc. (CSCM), and Chief Executive Officer since 2022 and President since 2004 of Cohen & Steers, Inc. (CNS). Chief Investment Officer of CSCM from 2003 to 2019. Prior to that, Senior Vice President and Director of Investment Research of CSCM.		20	Since 2014
Adam M. Derechin 1964	Director	Until Next Election of Directors	Chief Operating Officer of CSCM since 2003 and CNS since 2004. President and Chief Executive Officer of the Funds from 2005 to 2021.		20	Since 2021
Independent Directors
Michael G. Clark 1965	Director	Until Next Election of Directors	CFA; From 2006 to 2011, President and Chief Executive Officer of DWS Funds and Managing Director of Deutsche Asset Management.		20	Since 2011

(table continued on next page)

40

COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

(table continued from previous page)

Name, Address and Year of Birth(1)	Position(s) Held With Fund	Term of Office(2)	Principal Occupation During At Least The Past 5 Years (Including Other Directorships Held)	Number of Funds Within Fund Complex Overseen by Director (Including the Fund)	Length of Time Served(3)
George Grossman 1953	Director	Until Next Election of Directors	Attorney-at-law.	20	Since 1993
Dean A. Junkans 1959	Director	Until Next Election of Directors	CFA; Advisor to SigFig (a registered investment advisor) from July 2018 to July 2022; Chief Investment Officer at Wells Fargo Private Bank from 2004 to 2014 and Chief Investment Officer of the Wealth, Brokerage and Retirement group at Wells Fargo & Company from 2011 to 2014; former Member and Chair, Claritas Advisory Committee at the CFA Institute from 2013 to 2015; former Adjunct Professor and Executive-In-Residence, Bethel University, 2015 to 2022; former Board Member and Investment Committee Member, Bethel University Foundation, 2010 to 2022; former Corporate Executive Board Member of the National Chief Investment Officers Circle, 2010 to 2015; former Member of the Board of Governors of the University of Wisconsin Foundation, River Falls, 1996 to 2004; U.S. Army Veteran, Gulf War.	20	Since 2015

(table continued on next page)

41

COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

(table continued from previous page)

Name, Address and Year of Birth(1)	Position(s) Held With Fund	Term of Office(2)	Principal Occupation During At Least The Past 5 Years (Including Other Directorships Held)	Number of Funds Within Fund Complex Overseen by Director (Including the Fund)	Length of Time Served(3)
Gerald J. Maginnis 1955	Director	Until Next Election of Directors	Philadelphia Office Managing Partner, KPMG LLP from 2006 to 2015; Partner in Charge, KPMG Pennsylvania Audit Practice from 2002 to 2008; President, Pennsylvania Institute of Certified Public Accountants (PICPA) from 2014 to 2015; Member, PICPA Board of Directors from 2012 to 2016; Member, Council of the American Institute of Certified Public Accountants (AICPA) from 2013 to 2017; Member, Board of Trustees of AICPA Foundation from 2015 to 2020; Board Member and Audit Committee Chairman of inTEST Corporation since 2020; Chairman of the Advisory Board of Centri Consulting LLC since 2022.	20	Since 2015
Jane F. Magpiong 1960	Director	Until Next Election of Directors	President, Untap Potential since 2013; Senior Managing Director, TIAA-CREF, from 2011 to 2013; National Head of Wealth Management, TIAA- CREF, from 2008 to 2011; President, Bank of America Private Bank from 2005 to 2008; Executive Vice President, Fleet Private Clients Group, from 2003 to 2004.	20	Since 2015

(table continued on next page)

42

COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

(table continued from previous page)

Name, Address and Year of Birth(1)	Position(s) Held With Fund	Term of Office(2)	Principal Occupation During At Least The Past 5 Years (Including Other Directorships Held)	Number of Funds Within Fund Complex Overseen by Director (Including the Fund)	Length of Time Served(3)
Daphne L. Richards 1966	Director	Until Next Election of Directors	President and CIO of Ledge Harbor Management since 2016; Investment Committee Member of the Berkshire Taconic Community Foundation since 2015; Member of the Advisory Board of Northeast Dutchess Fund since 2016; former Independent Director of Cartica Management, LLC, 2015 to 2022; formerly worked at Bessemer Trust Company from 1999 to 2014; Frank Russell Company from 1996 to 1999; Union Bank of Switzerland from 1993 to 1996; Credit Suisse from 1990 to 1993; Hambros International Venture Capital Fund from 1988 to 1989.	20	Since 2017

(table continued on next page)

43

COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

(table continued from previous page)

Name, Address and Year of Birth(1)	Position(s) Held With Fund	Term of Office(2)	Principal Occupation During At Least The Past 5 Years (Including Other Directorships Held)	Number of Funds Within Fund Complex Overseen by Director (Including the Fund)	Length of Time Served(3)
Ramona Rogers-Windsor 1960	Director	Until Next Election of Directors	CFA; Member, Capital Southwest Board of Directors since 2021; Member, Thomas Jefferson University Board of Trustees since 2020; and its insurance subsidiary board, Partners Insurance Company, Inc., since 2023; Managing Director, Public Investments Department, Northwestern Mutual Investment Management Company, LLC from 2012 to 2019; former Member, Milwaukee Film, LLC Board of Directors from 2016 to 2019.	20	Since 2021

⁽¹⁾  The address for each Director is 1166 Avenue of the Americas, 30^th Floor, New York, NY 10036.

⁽²⁾  On March 12, 2008, the Board of Directors adopted a mandatory retirement policy stating a Director must retire from the Board on December 31^st of the year in which he or she turns 75 years of age.

⁽³⁾  The length of time served represents the year in which the Director was first elected or appointed to any fund in the Cohen & Steers Fund Complex.

⁽⁴⁾  “Interested persons,” as defined in the 1940 Act, on the basis of their affiliation with the Advisor (Interested Directors).

44

COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

The officers of the Fund (other than Mr. Harvey, whose biography is provided above), their address, their year of birth and their principal occupations for at least the past five years are set forth below.

Name, Address and Year of Birth1	Position(s) Held With Fund	Principal Occupation During At Least the Past 5 Years	Length of Time Served2
James Giallanza 1966	President and Chief Executive Officer	Executive Vice President of CSCM since 2014. Prior to that, Senior Vice President of CSCM since 2006.	Since 2006
Albert Laskaj 1977	Treasurer and Chief Financial Officer	Senior Vice President of CSCM since 2019. Prior to that, Vice President of CSCM since 2015.	Since 2015
Dana A. DeVivo 1981	Secretary and Chief Legal Officer	Senior Vice President of CSCM since 2019. Prior to that, Vice President of CSCM since 2013.	Since 2015
Stephen Murphy 1966	Chief Compliance Officer and Vice President	Senior Vice President of CSCM since 2019. Prior to that, Managing Director at Mirae Asset Securities (USA) Inc. since 2017.	Since 2019
Jon Cheigh 1972	Vice President	Chief Investment Officer of CSCM since October 2019 and Executive Vice President of CSCM since 2012. Prior to that, Senior Vice President of CSCM since 2007.	Since 2007

¹  The address of each officer is 1166 Avenue of the Americas, 30^th Floor, New York, NY 10036.

²  Officers serve one-year terms. The length of time served represents the year in which the officer was first elected as an officer of any fund in the Cohen & Steers fund complex. All of the officers listed above are officers of one or more of the other funds in the complex.

45

COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

Cohen & Steers Privacy Policy

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

46

COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

Cohen & Steers Privacy Policy—(Continued)

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.

47

COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

Cohen & Steers Open-End Mutual Funds

COHEN & STEERS REALTY SHARES

• Designed for investors seeking total return, investing primarily in U.S. real estate securities

• Symbols: CSJAX, CSJCX, CSJIX, CSRSX, CSJRX, CSJZX

COHEN & STEERS REAL ESTATE SECURITIES FUND

• Designed for investors seeking total return, investing primarily in U.S. real estate securities

• Symbols: CSEIX, CSCIX, CREFX, CSDIX, CIRRX, CSZIX

COHEN & STEERS INSTITUTIONAL REALTY SHARES

• Designed for institutional investors seeking total return, investing primarily in U.S. real estate securities

• Symbol: CSRIX

COHEN & STEERS GLOBAL REALTY SHARES

• Designed for investors seeking total return, investing primarily in global real estate equity securities

• Symbols: CSFAX, CSFCX, CSSPX, GRSRX, CSFZX

COHEN & STEERS INTERNATIONAL REALTY FUND

• Designed for investors seeking total return, investing primarily in international (non-U.S.) real estate securities

• Symbols: IRFAX, IRFCX, IRFIX, IRFRX, IRFZX

COHEN & STEERS REAL ASSETS FUND

• Designed for investors seeking total return and the maximization of real returns during inflationary environments by investing primarily in real assets

• Symbols: RAPAX, RAPCX, RAPIX, RAPRX, RAPZX

COHEN & STEERS

PREFERRED SECURITIES AND INCOME FUND

• Designed for investors seeking total return (high current income and capital appreciation), investing primarily in preferred and debt securities issued by U.S. and non-U.S. companies

• Symbols: CPXAX, CPXCX, CPXFX, CPXIX, CPRRX, CPXZX

COHEN & STEERS

LOW DURATION PREFERRED AND INCOME FUND

• Designed for investors seeking high current income and capital preservation by investing in low-duration preferred and other income securities issued by U.S. and non-U.S. companies

• Symbols: LPXAX, LPXCX, LPXFX, LPXIX, LPXRX, LPXZX

COHEN & STEERS MLP & ENERGY OPPORTUNITY FUND

• Designed for investors seeking total return, investing primarily in midstream energy master limited partnership (MLP) units and related stocks

• Symbols: MLOAX, MLOCX, MLOIX, MLORX, MLOZX

COHEN & STEERS GLOBAL INFRASTRUCTURE FUND

• Designed for investors seeking total return, investing primarily in global infrastructure securities

• Symbols: CSUAX, CSUCX, CSUIX, CSURX, CSUZX

Distributed by Cohen & Steers Securities, LLC.

Please consider the investment objectives, risks, charges and expenses of any Cohen & Steers U.S. registered open-end fund carefully before investing. A summary prospectus and prospectus containing this and other information can be obtained by calling 800-330-7348 or by visiting cohenandsteers.com. Please read the summary prospectus and prospectus carefully before investing.

48

COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

OFFICERS AND DIRECTORS

Joseph M. Harvey

Director, Chair and Vice President

Adam M. Derechin

Director

Michael G. Clark

Director

George Grossman

Director

Dean A. Junkans

Director

Gerald J. Maginnis

Director

Jane F. Magpiong

Director

Daphne L. Richards

Director

Ramona Rogers-Windsor

Director

James Giallanza

President and Chief Executive Officer

Albert Laskaj

Treasurer and Chief Financial Officer

Dana A. DeVivo

Secretary and Chief Legal Officer

Stephen Murphy

Chief Compliance Officer and Vice President

Jon Cheigh

Vice President

KEY INFORMATION

Investment Advisor and Administrator

Cohen & Steers Capital Management, Inc.

1166 Avenue of the Americas, 30^th Floor

New York, NY 10036

(212) 832-3232

Co-administrator and Custodian

State Street Bank and Trust Company

One Congress Street, Suite 1

Boston, MA 02114-2016

Transfer Agent

SS&C GIDS, Inc.

P.O. Box 219953

Kansas City, MO 64121-9953

(800) 437-9912

Legal Counsel

Ropes & Gray LLP

1211 Avenue of the Americas

New York, NY 10036

Distributor

Cohen & Steers Securities, LLC

1166 Avenue of the Americas, 30^th Floor

New York, NY 10036

NASDAQ Symbol:	Class A—IRFAX
	Class C—IRFCX
	Class F—IRFFX*
	Class I—IRFIX
	Class R—IRFRX
	Class Z—IRFZX

Website: cohenandsteers.com

This report is authorized for delivery only to shareholders of Cohen & Steers International Realty Fund, Inc. unless accompanied or preceded by the delivery of a currently effective prospectus setting forth details of the Fund. Performance data quoted represent past performance. Past performance is no guarantee of future results and your investment may be worth more or less at the time you sell your shares.

* Class F shares are currently not available for purchase.

49

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Annual Report December 31, 2023

Cohen & Steers

International

Realty Fund

The U.S. Securities and Exchange Commission has adopted new regulations that will result in changes to the design and delivery of annual and semi-annual reports beginning in July 2024.

If you have previously elected to receive shareholder reports electronically, you will continue to do so and need not take any action.

Otherwise, paper copies of the Fund’s new, streamlined shareholder reports will be mailed to you beginning in August 2024. If you would like to receive shareholder reports and other communications from the fund electronically instead of by mail, you may make that request at any time by contacting your financial intermediary (such as a broker-dealer or bank) or, if you are a direct investor, you can call (800) 330-7348.

IRFAXAR

Item 2. Code of Ethics.

The Registrant has adopted a code of ethics as defined in Item 2 of Form N-CSR (the “Code of Ethics”) that applies to its Principal Executive Officer and Principal Financial Officer. The Code of Ethics was in effect during the reporting period. In December 2023, the Registrant amended the Code of Ethics to make immaterial stylistic updates. The Registrant has not granted any waiver, including an implicit waiver, from a provision of the Code of Ethics, as described in Form N-CSR, during the reporting period. A current copy of the Code of Ethics is available on the Registrant’s website at https://assets.cohenandsteers.com/assets/content/uploads/Code_of_Ethics_for_Principal_Executive_and_Principal_Financial_Officers_of_the_Funds.pdf. Upon request, a copy of the Code of Ethics can be obtained free of charge by calling 800-330-7348 or writing to the Secretary of the Registrant, 1166 Avenue of the Americas, 30^th Floor, New York, NY 10036.

Item 3. Audit Committee Financial Expert.

The Registrant’s board has determined that Gerald J. Maginnis qualifies as an audit committee financial expert based on his years of experience in the public accounting profession. The Registrant’s board has determined that Michael G. Clark qualifies as an audit committee financial expert based on his years of experience in the public accounting profession and the investment management and financial services industry. The Registrant’s board has determined that Ramona Rogers-Windsor qualifies as an audit committee financial expert based on her years of experience in the investment management and financial services industry. Each of Messrs. Clark and Maginnis and Ms. Rogers-Windsor is a member of the board’s audit committee, and each is independent as such term is defined in Form N-CSR.

Item 4. Principal Accountant Fees and Services.

(a) – (d) Aggregate fees billed to the Registrant for the last two fiscal years ended December 31, 2023 and December 31, 2022 for professional services rendered by the Registrant’s principal accountant were as follows:

	2023	2022
Audit Fees	$55,334	$53,984
Audit-Related Fees	$0	$0
Tax Fees	$6,459	$6,301
All Other Fees	$0	$0

Tax fees were billed in connection with tax compliance services, including the preparation and review of federal and state tax returns.

(e)(1) The audit committee is required to pre-approve audit and non-audit services performed for the Registrant by the principal accountant. The audit committee also is required to pre-approve non-audit services performed by the Registrant’s principal accountant for the Registrant’s investment advisor and any sub-advisor (not including any sub-advisor whose role is primarily portfolio management and is subcontracted with or overseen by another investment advisor) and/or to any entity controlling, controlled by or under common control with the Registrant’s investment advisor that provides ongoing services to the Registrant, if the engagement for services relates directly to the operations and financial reporting of the Registrant.

The audit committee may delegate pre-approval authority to one or more of its members who are independent members of the board of directors of the Registrant. The member or members to whom such authority is delegated shall report any pre-approval decisions to the audit committee at its next scheduled meeting. The audit committee may not delegate its responsibility to pre-approve services to be performed by the Registrant’s principal accountant to the investment advisor.

(e)(2) No services included in (b) – (d) above were approved by the audit committee pursuant to paragraphs (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

(f) Not applicable.

(g) For the fiscal years ended December 31, 2023 and December 31, 2022, the aggregate fees billed by the Registrant’s principal accountant for non-audit services rendered to the Registrant and for non-audit services rendered to the Registrant’s investment advisor (not including any sub-advisor whose role is primarily portfolio management and is subcontracted with or overseen by another investment advisor) and/or to any entity controlling, controlled by or under common control with the Registrant’s investment advisor that provides ongoing services to the Registrant were:

	2023	2022
Registrant	$6,459	$6,301
Investment Advisor	$0	$0

(h) The Registrant’s audit committee considered whether the provision of non-audit services that were rendered to the Registrant’s investment advisor (not including any sub-advisor whose role is primarily portfolio management and is subcontracted with or overseen by another investment advisor) and/or to any entity controlling, controlled by or under common control with the Registrant’s investment advisor that provides ongoing services to the Registrant that were not required to be pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X was compatible with maintaining the principal accountant’s independence.

(i) Not applicable.

(j) Not applicable.

Item 5. Audit Committee of Listed Registrants.

Not applicable.

Item 6. Schedule of Investments.

Included in Item 1 above.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable.

Item 8. Portfolio Managers of Closed-End Investment Companies.

Not applicable.

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders.

None.

Item 11. Controls and Procedures.

(a) The Registrant’s principal executive officer and principal financial officer have concluded that the Registrant’s disclosure controls and procedures are reasonably designed to ensure that information required to be disclosed by the Registrant in this Form N-CSR was recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, based upon such officers’ evaluation of these controls and procedures as of a date within 90 days of the filing date of this report.

(b) There were no changes in the Registrant’s internal control over financial reporting that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant’s internal control over financial reporting.

Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

Not applicable.

Item 13. Exhibits.

(a)(1) Not applicable.

(a)(2) Certifications of principal executive officer and principal financial officer as required by Rule 30a-2(a) under the Investment Company Act of 1940.

(a)(3) Not applicable.

(a)(4) Not applicable.

(b) Certifications of principal executive officer and principal financial officer as required by Rule 30a-2(b) under the Investment Company Act of 1940.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

By:	/s/ James Giallanza
	Name:   James Giallanza Title:    Principal Executive Officer       (President and Chief Executive Officer)
Date:	March 1, 2024

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

By:	/s/ James Giallanza
	Name:   James Giallanza Title:    Principal Executive Officer       (President and Chief Executive Officer)
By:	/s/ Albert Laskaj
	Name:   Albert Laskaj Title:    Principal Financial Officer       (Treasurer and Chief Financial Officer)
Date: March 1, 2024

EX-99.CERT

EX-99.CERT

EXHIBIT 13 (a)(2)

RULE 30a-2(a) CERTIFICATIONS

I, James Giallanza, certify that:

1. I have reviewed this report on Form N-CSR of Cohen & Steers International Realty Fund, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the Registrant as of, and for, the periods presented in this report;

4. The Registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the Registrant and have:

(a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) evaluated the effectiveness of the Registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

(d) disclosed in this report any change in the Registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting; and

5. The Registrant’s other certifying officer and I have disclosed to the Registrant’s auditors and the audit committee of the Registrant’s board of directors (or persons performing the equivalent functions):

(a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant’s ability to record, process, summarize, and report financial information; and

(b) any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal control over financial reporting.

  Date: March 1, 2024

/s/ James Giallanza

James Giallanza

Principal Executive Officer

(President and Chief Executive Officer)

EXHIBIT 13 (a)(2)

RULE 30a-2(a) CERTIFICATIONS

I, Albert Laskaj, certify that:

1. I have reviewed this report on Form N-CSR of Cohen & Steers International Realty Fund, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the Registrant as of, and for, the periods presented in this report;

4. The Registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the Registrant and have:

(a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) evaluated the effectiveness of the Registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

(d) disclosed in this report any change in the Registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting; and

5. The Registrant’s other certifying officer and I have disclosed to the Registrant’s auditors and the audit committee of the Registrant’s board of directors (or persons performing the equivalent functions):

(a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant’s ability to record, process, summarize, and report financial information; and

(b) any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal control over financial reporting.

  Date: March 1, 2024

/s/ Albert Laskaj

Albert Laskaj

Principal Financial Officer

(Treasurer and Chief Financial Officer)

EX-99.906CT

EX-99.906CERT

EXHIBIT 13 (b)

RULE 30a-2(b) CERTIFICATIONS

In connection with the Report of Cohen & Steers International Realty Fund, Inc. (the “Company”) on Form N-CSR as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, James Giallanza, Principal Executive Officer of the Company, certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as applicable; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ James Giallanza

James Giallanza

Principal Executive Officer

(President and Chief Executive Officer)

Date: March 1, 2024

EXHIBIT 13 (b)

RULE 30a-2(b) CERTIFICATIONS

In connection with the Report of Cohen & Steers International Realty Fund, Inc. (the “Company”) on Form N-CSR as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Albert Laskaj, Principal Financial Officer of the Company, certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as applicable; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ Albert Laskaj

Albert Laskaj

Principal Financial Officer

(Treasurer and Chief Financial Officer)

Date: March 1, 2024