STOCK TITAN

Morningstar (MORN) chair Mansueto sells 18,502 shares in Rule 10b5-1 trades

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

Rhea-AI Filing Summary

Morningstar, Inc. Executive Chairman and 10% owner Joseph D. Mansueto reported open‑market sales of a total of 18,502 shares of Morningstar common stock on May 8, 11 and 12, 2026, at prices around $176–$178 per share, under a pre‑arranged Rule 10b5‑1 trading plan.

Positive

  • None.

Negative

  • None.
Insider Mansueto Joseph D
Role Executive Chairman
Sold 18,502 shs ($3.27M)
Type Security Shares Price Value
Sale Common Stock 1,988 $176.0053 $350K
Sale Common Stock 1,732 $177.1577 $307K
Sale Common Stock 3,530 $177.9596 $628K
Sale Common Stock 7,232 $175.9569 $1.27M
Sale Common Stock 18 $176.715 $3K
Sale Common Stock 4,002 $177.0801 $709K
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 8,094,002 shares (Direct, null); Common Stock — 6,277,675 shares (Indirect, By Trust)
Footnotes (1)
  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. The transaction was executed in multiple trades at prices ranging from $176.9100 to $177.3900. 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. The transaction was executed in multiple trades at prices ranging from $175.7000 to $176.6650. 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. The transaction was executed in multiple trades at prices ranging from $175.5300 to $176.4200. 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. The transaction was executed in multiple trades at prices ranging from $176.6000 to $177.4000. 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. The transaction was executed in multiple trades at prices ranging from $177.6000 to $178.4600. 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. 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. 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.
Shares sold (total) 18,502 shares Net open-market sales reported in Form 4
Sale price example $177.9596 per share Open-market sale on May 12, 2026
Sale price example $177.0801 per share Open-market sale on May 8, 2026
Indirect trust holding 150,000 shares Grantor retained annuity trusts for reporting person and children
Indirect trust holding 6,277,675 shares Trusts for reporting person’s children
Rule 10b5-1 trading plan regulatory
"sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person"
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.
open-market sale financial
"transaction_action": "open-market sale""
An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.
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 and his children."
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.
indirect ownership financial
"ownership_type": "indirect""
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)
05/08/2026
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 Stock05/08/2026S(1)4,002D$177.0801(2)8,103,240D
Common Stock05/11/2026S(1)7,232D$175.9569(3)8,096,008D
Common Stock05/11/2026S(1)18D$176.7158,095,990D
Common Stock05/12/2026S(1)1,988D$176.0053(4)8,094,002D
Common Stock05/12/2026S(1)1,732D$177.1577(5)8,092,270D
Common Stock05/12/2026S(1)3,530D$177.9596(6)8,088,740D
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 $176.9100 to $177.3900. 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 $175.7000 to $176.6650. 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 $175.5300 to $176.4200. 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 $176.6000 to $177.4000. 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 $177.6000 to $178.4600. 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 attorney05/12/2026
** 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)

FAQ

What did Morningstar (MORN) Executive Chairman Joseph Mansueto report in this Form 4?

Joseph D. Mansueto reported selling a total of 18,502 Morningstar common shares in open‑market transactions. These trades occurred on May 8, 11 and 12, 2026 at prices near $176–$178 per share, as disclosed in the Form 4.

At what prices were the Morningstar (MORN) shares sold in Mansueto’s recent transactions?

The reported sales occurred at weighted average prices around $175.96 to $177.96 per share. Individual trades were executed in ranges such as $175.53–$178.46, with the Form 4 providing weighted averages and ranges for each transaction date.

How many Morningstar (MORN) shares did Joseph Mansueto sell according to this Form 4?

The filing shows Joseph D. Mansueto sold 18,502 shares of Morningstar common stock. These sales were spread across several open‑market transactions on May 8, 11 and 12, 2026, as summarized in the transaction overview within the Form 4.

Were Joseph Mansueto’s Morningstar (MORN) share sales made under a Rule 10b5-1 plan?

Yes. A footnote states the sales were made under a Rule 10b5‑1 trading plan adopted on November 19, 2025. Such plans pre‑schedule trades, indicating these dispositions were arranged in advance rather than timed discretionarily.

Does Joseph Mansueto have indirect holdings of Morningstar (MORN) shares through trusts?

Yes. The Form 4 notes indirect ownership of shares held in grantor retained annuity trusts benefiting him and his children and in separate trusts for his children. He serves as trustee for some trusts, while his spouse is trustee for others.

How many Morningstar (MORN) shares are reported as held indirectly in trusts in this filing?

The filing lists indirect holdings of 150,000 shares in grantor retained annuity trusts and 6,277,675 shares in trusts for his children. These positions are reported as held "By Trust," reflecting indirect ownership through estate and family planning structures.