[8-K] Morningstar, Inc. Reports Material Event

Rhea-AI Filing Summary

Morningstar, Inc. announced a leadership transition in its revenue organization. Chief Revenue Officer Daniel Dunn informed the company on October 8, 2025 that he will depart to pursue another opportunity, effective November 21, 2025. Julie Willoughby, currently Head of Global Sales, will replace Mr. Dunn effective November 21, 2025. Willoughby brings over 25 years of experience at the company in client-facing and sales roles.

Insights

Corporate Governance Analyst

Executive turnover: CRO exits; seasoned internal leader assumes role. Succession plan suggests continuity; impact appears neutral pending execution.

Morningstar disclosed that its Chief Revenue Officer, Daniel Dunn, will depart effective November 21, 2025, and that Julie Willoughby, Head of Global Sales, will replace him on the same date. Willoughby has over 25 years at the company in client-facing and sales roles. This indicates an internal succession approach, which typically supports continuity in sales leadership and relationships.

The disclosure under Regulation FD and Item 5.02 provides a clear timeline but no related compensation or contract changes. The internal appointment reduces execution risk that could arise from an external hire, yet leadership transitions in revenue roles can still create near-term process and accountability shifts. The simultaneous effective date limits the vacancy period.

Key items to watch include the November 21, 2025 transition and any subsequent filings that detail responsibilities, organizational structure, or compensation for the new CRO. Clarity on sales priorities and any structural updates, if disclosed later, would help assess operational steadiness following the leadership change.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

______________________________

FORM 8-K

______________________________

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 8, 2025

MORNINGSTAR, INC.

(Exact name of registrant as specified in its charter)

Illinois (State or other jurisdiction of incorporation)

000-51280 (Commission File Number)

36-3297908 (I.R.S. Employer Identification No.)

22 West Washington Street Chicago, Illinois (Address of principal executive offices)

60602 (Zip Code)

(312) 696-6000 (Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report) __________________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

    o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

    o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

    o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

    o    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class			Trading Symbol			Name of Each Exchange on Which Registered
Common stock, no par value			MORN			The Nasdaq Stock Market LLC

Item 5.02.    Departure of Directors of Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

The matter disclosed in Item 7.01(a) of this Current Report on Form 8-K is incorporated herein by reference.

Item 7.01.    Regulation FD Disclosure

(a)On October 8, 2025, Daniel Dunn, Chief Revenue Officer of Morningstar, Inc. (the “Company”) informed the Company that he will depart the Company to pursue another opportunity effective November 21, 2025.

(b)Julie Willoughby, Head of Global Sales of the Company, will replace Mr. Dunn effective November 21, 2025. Ms. Willoughby has over 25 years of experience at the Company in various client-facing and sales roles.

Item 9.01. Financial Statements and Exhibits.

    (d)    Exhibits:

Exhibit No.						Description
104						The cover page from this Current Report on Form 8-K formatted in Inline XBRL (included as Exhibit 101).

_____________________________________________________________________________________

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

						MORNINGSTAR, INC.
Date: October 14, 2025						By:/s/ Robyn Koyner
						Name: Robyn Koyner
						Title: Corporate Secretary

FAQ

What did Morningstar (MORN) disclose in this 8-K?

Chief Revenue Officer Daniel Dunn will depart to pursue another opportunity effective November 21, 2025, and Julie Willoughby will replace him on that date.

Who will replace Morningstar’s CRO and when?

Julie Willoughby, Head of Global Sales, will replace Daniel Dunn effective November 21, 2025.

When did Daniel Dunn inform Morningstar of his departure?

He informed the company on October 8, 2025.

What is Julie Willoughby’s background at Morningstar (MORN)?

She has over 25 years of experience at the company in client-facing and sales roles.

What is the effective date of Morningstar’s leadership transition?

The transition is effective on November 21, 2025.