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Morningstar (MORN) executive chair Mansueto sells 15,474 shares under 10b5-1 plan

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Morningstar, Inc. Executive Chairman and more-than-10% owner Joseph D. Mansueto reported open-market sales of Morningstar common stock totaling 15,474 shares over August 10–12, 2026, at weighted average prices between approximately $194.96 and $201.84 per share. The sales were effected pursuant to a Rule 10b5-1 trading plan adopted on November 19, 2025. Additional shares are held indirectly in grantor retained annuity trusts and other trusts for the benefit of the reporting person and his children.

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Insider Mansueto Joseph D
Role Executive Chairman
Sold 15,474 shs ($3.07M)
Type Security Shares Price Value
Sale Common Stock F1, F4 5,027 $194.956 $980K
Sale Common Stock F1, F5 1,906 $195.7703 $373K
Sale Common Stock F1, F6 291 $197.0863 $57K
Sale Common Stock F1 26 $197.63 $5K
Sale Common Stock F1, F3 974 $200.3167 $195K
Sale Common Stock F1, F2 7,250 $201.8441 $1.46M
holding Common Stock F7 -- -- --
holding Common Stock F8 -- -- --
Holdings After Transaction: Common Stock — 7,991,446 shares (Direct); Common Stock — 6,427,675 shares (Indirect, By Trust)
Footnotes (8)
  1. F1. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 19, 2025.
  2. F2. The transaction was executed in multiple trades at prices ranging from $201.8433 to $201.8491. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, Morningstar or a shareholder of Morningstar full information regarding the number of shares and prices at which the transaction was effected.
  3. F3. The transaction was executed in multiple trades at prices ranging from $200.0300 to $201.0150. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, Morningstar or a shareholder of Morningstar full information regarding the number of shares and prices at which the transaction was effected.
  4. F4. The transaction was executed in multiple trades at prices ranging from $194.4700 to $195.4550. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, Morningstar or a shareholder of Morningstar full information regarding the number of shares and prices at which the transaction was effected.
  5. F5. The transaction was executed in multiple trades at prices ranging from $195.4700 to $196.3300. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, Morningstar or a shareholder of Morningstar full information regarding the number of shares and prices at which the transaction was effected.
  6. F6. The transaction was executed in multiple trades at prices ranging from $196.5800 to $197.5650. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, Morningstar or a shareholder of Morningstar full information regarding the number of shares and prices at which the transaction was effected.
  7. F7. The shares are held in grantor retained annuity trusts for the benefit of the reporting person and his children. The reporting person serves as trustee of the grantor retained annuity trusts.
  8. F8. The shares are held in trusts for the benefit of the reporting person's children. The reporting person's spouse is trustee of the trusts.
Total shares sold 15,474 shares Aggregate common stock sold by Joseph D. Mansueto on August 10–12, 2026
Shares sold on August 10, 2026 7,250 shares Open-market sale of common stock at a weighted average price of $201.8441
Shares sold on August 11, 2026 974 shares Open-market sale of common stock at a weighted average price of $200.3167
Largest sale price reported $201.8441 per share Weighted average sales price for 7,250-share transaction on August 10, 2026
10b5-1 plan adoption date November 19, 2025 Date Joseph D. Mansueto adopted the Rule 10b5-1 trading plan used for these sales
Lowest reported weighted average price $194.9560 per share Weighted average sales price for 5,027-share transaction on August 12, 2026
Rule 10b5-1 trading plan regulatory
"The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
weighted average sales price financial
"The price reported above reflects the weighted average sales price"
grantor retained annuity trusts financial
"The shares are held in grantor retained annuity trusts for the benefit of the reporting person"
A grantor retained annuity trust (GRAT) is an estate-planning tool where an owner transfers assets into a trust and receives fixed payments back for a set number of years; any remaining assets after that period pass to designated beneficiaries. For investors it matters because it can move future investment growth to heirs while potentially reducing gift and estate taxes — like putting a rising asset in a timed box that pays you first and gives the remaining upside to others.
more-than-10% owner regulatory
"The reporting person is identified as a more-than-10% owner of Morningstar"

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Form 4 Insider Transactions: What Each Field Means →

FAQ

What insider transaction did Morningstar (MORN) report in this Form 4?
Morningstar reported that Executive Chairman Joseph D. Mansueto sold 15,474 shares of Morningstar common stock in open-market transactions on August 10–12, 2026 under a pre-arranged Rule 10b5-1 trading plan.

At what prices did Joseph D. Mansueto sell Morningstar (MORN) shares?
Mansueto’s reported sales occurred at weighted average prices from about $194.96 to $201.84 per share, with several trades executed in multiple lots within specified price ranges, as detailed in the Form 4 footnotes.

How many Morningstar (MORN) shares did Mansueto sell on each date?
According to the Form 4, Mansueto sold 7,250 shares on August 10, 974 shares on August 11, and a total of 7,250 shares (5,027 + 1,906 + 291 + 26) on August 12, 2026, all as open-market sales of common stock.

Was the Morningstar (MORN) insider sale under a Rule 10b5-1 plan?
Yes. The filing states the sales were made under a Rule 10b5-1 trading plan adopted by Joseph D. Mansueto on November 19, 2025, indicating they were pre-arranged rather than discretionary trades.

How are trusts involved in Joseph D. Mansueto’s Morningstar (MORN) holdings?
The Form 4 notes that some Morningstar shares are held in grantor retained annuity trusts for Mansueto and his children, where he is trustee, and in other trusts for his children where his spouse serves as trustee.

Does the Form 4 show Mansueto’s total Morningstar (MORN) holdings after these sales?
The reported transactions list shares sold but do not state a specific total shares following the transactions for Mansueto’s direct or indirect holdings, so his overall remaining position is not quantified in this filing.
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Mansueto Joseph D
(Last)(First)(Middle)
22 W. WASHINGTON
(Street)
CHICAGO ILLINOIS 60602
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Morningstar, Inc. [ MORN ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
Executive Chairman
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/10/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock08/10/2026S(1)7,250D$201.8441(2)7,999,670D
Common Stock08/11/2026S(1)974D$200.3167(3)7,998,696D
Common Stock08/12/2026S(1)5,027D$194.956(4)7,993,669D
Common Stock08/12/2026S(1)1,906D$195.7703(5)7,991,763D
Common Stock08/12/2026S(1)291D$197.0863(6)7,991,472D
Common Stock08/12/2026S(1)26D$197.637,991,446D
Common Stock6,277,675IBy Trust(7)
Common Stock150,000IBy Trust(8)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 19, 2025.
2. The transaction was executed in multiple trades at prices ranging from $201.8433 to $201.8491. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, Morningstar or a shareholder of Morningstar full information regarding the number of shares and prices at which the transaction was effected.
3. The transaction was executed in multiple trades at prices ranging from $200.0300 to $201.0150. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, Morningstar or a shareholder of Morningstar full information regarding the number of shares and prices at which the transaction was effected.
4. The transaction was executed in multiple trades at prices ranging from $194.4700 to $195.4550. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, Morningstar or a shareholder of Morningstar full information regarding the number of shares and prices at which the transaction was effected.
5. The transaction was executed in multiple trades at prices ranging from $195.4700 to $196.3300. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, Morningstar or a shareholder of Morningstar full information regarding the number of shares and prices at which the transaction was effected.
6. The transaction was executed in multiple trades at prices ranging from $196.5800 to $197.5650. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, Morningstar or a shareholder of Morningstar full information regarding the number of shares and prices at which the transaction was effected.
7. The shares are held in grantor retained annuity trusts for the benefit of the reporting person and his children. The reporting person serves as trustee of the grantor retained annuity trusts.
8. The shares are held in trusts for the benefit of the reporting person's children. The reporting person's spouse is trustee of the trusts.
Remarks:
/s/ Kathleen Peacock, by power of attorney08/12/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR