STOCK TITAN

Morningstar (MORN) chair Mansueto sells 21,228 shares under 10b5-1 plan

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

Rhea-AI Filing Summary

Morningstar, Inc. Executive Chairman Joseph D. Mansueto reported open-market sales of 21,228 shares of Common Stock over May 18–20, 2026. Reported sale prices include $173.1127 and $180.3891 per share, based on multiple trades each day.

The filing states these sales were made under a Rule 10b5-1 trading plan adopted on November 19, 2025, indicating they were pre-arranged rather than timed discretionarily. Following the sales, he holds 8,053,012 shares directly.

In addition, the filing shows indirect holdings of 150,000 shares in grantor retained annuity trusts for his benefit and his children, where he serves as trustee, and 6,277,675 shares in trusts for his children, where his spouse is trustee.

Positive

  • None.

Negative

  • None.
Insider Mansueto Joseph D
Role Executive Chairman
Sold 21,228 shs ($3.72M)
Type Security Shares Price Value
Sale Common Stock 5,704 $171.3247 $977K
Sale Common Stock 1,255 $172.3331 $216K
Sale Common Stock 291 $173.1127 $50K
Sale Common Stock 2,629 $176.6647 $464K
Sale Common Stock 1,446 $178.061 $257K
Sale Common Stock 676 $179.0768 $121K
Sale Common Stock 1,726 $180.3891 $311K
Sale Common Stock 227 $181.0465 $41K
Sale Common Stock 24 $182.135 $4K
Sale Common Stock 559 $171.3338 $96K
Sale Common Stock 300 $172.4283 $52K
Sale Common Stock 116 $173.3755 $20K
Sale Common Stock 500 $174.514 $87K
Sale Common Stock 1,620 $175.8026 $285K
Sale Common Stock 3,515 $176.8454 $622K
Sale Common Stock 640 $177.4179 $114K
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 8,054,558 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 $170.7250 to $171.6900. 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 $172.1400 to $172.6150. 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 $173.1600 to $173.4100. 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 $174.1850 to $174.9750. 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 $175.2450 to $176.2200. 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 $176.2450 to $177.2350. 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 $177.2600 to $177.6850. 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 $176.4650 to $177.4500. 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 $177.5900 to $178.4100. 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 $178.6550 to $179.5500. 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 $180.0100 to $180.7450. 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 $181.0200 to $181.2700. 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 $170.8350 to $171.8100. 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 $171.8700 to $172.8100. 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 $172.8800 to $173.3300. 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. 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 21,228 shares Open-market sales on May 18–20, 2026
Example sale price $173.1127/share Common Stock open-market sale
Example sale price $180.3891/share Common Stock open-market sale
Direct holdings after sales 8,053,012 shares Common Stock directly owned post-transaction
GRAT trust holdings 150,000 shares Grantor retained annuity trusts benefiting Mansueto and children
Children’s trust holdings 6,277,675 shares Trusts for reporting person’s children
10b5-1 plan adoption date November 19, 2025 Plan governing these sales
Rule 10b5-1 trading plan regulatory
"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."
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 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.
Form 4 regulatory
"The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan..."
Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.
open market or private transaction financial
"Sale in open market or private transaction"
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)
05/18/2026
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 Stock05/18/2026S(1)559D$171.3338(2)8,073,681D
Common Stock05/18/2026S(1)300D$172.4283(3)8,073,381D
Common Stock05/18/2026S(1)116D$173.3755(4)8,073,265D
Common Stock05/18/2026S(1)500D$174.514(5)8,072,765D
Common Stock05/18/2026S(1)1,620D$175.8026(6)8,071,145D
Common Stock05/18/2026S(1)3,515D$176.8454(7)8,067,630D
Common Stock05/18/2026S(1)640D$177.4179(8)8,066,990D
Common Stock05/19/2026S(1)2,629D$176.6647(9)8,064,361D
Common Stock05/19/2026S(1)1,446D$178.061(10)8,062,915D
Common Stock05/19/2026S(1)676D$179.0768(11)8,062,239D
Common Stock05/19/2026S(1)1,726D$180.3891(12)8,060,513D
Common Stock05/19/2026S(1)227D$181.0465(13)8,060,286D
Common Stock05/19/2026S(1)24D$182.1358,060,262D
Common Stock05/20/2026S(1)5,704D$171.3247(14)8,054,558D
Common Stock05/20/2026S(1)1,255D$172.3331(15)8,053,303D
Common Stock05/20/2026S(1)291D$173.1127(16)8,053,012D
Common Stock6,277,675IBy Trust(17)
Common Stock150,000IBy Trust(18)
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 $170.7250 to $171.6900. 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 $172.1400 to $172.6150. 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 $173.1600 to $173.4100. 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 $174.1850 to $174.9750. 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 $175.2450 to $176.2200. 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 transaction was executed in multiple trades at prices ranging from $176.2450 to $177.2350. 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.
8. The transaction was executed in multiple trades at prices ranging from $177.2600 to $177.6850. 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.
9. The transaction was executed in multiple trades at prices ranging from $176.4650 to $177.4500. 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.
10. The transaction was executed in multiple trades at prices ranging from $177.5900 to $178.4100. 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.
11. The transaction was executed in multiple trades at prices ranging from $178.6550 to $179.5500. 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.
12. The transaction was executed in multiple trades at prices ranging from $180.0100 to $180.7450. 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.
13. The transaction was executed in multiple trades at prices ranging from $181.0200 to $181.2700. 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.
14. The transaction was executed in multiple trades at prices ranging from $170.8350 to $171.8100. 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.
15. The transaction was executed in multiple trades at prices ranging from $171.8700 to $172.8100. 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.
16. The transaction was executed in multiple trades at prices ranging from $172.8800 to $173.3300. 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.
17. 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.
18. 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 attorney05/20/2026
** 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

How many Morningstar (MORN) shares did Joseph Mansueto sell?

Joseph D. Mansueto sold 21,228 shares of Morningstar Common Stock. These were reported as multiple open-market sales over May 18–20, 2026, at various prices around the high $170s and low $180s per share.

At what prices did Joseph Mansueto sell Morningstar (MORN) stock?

The reported sales include prices such as $173.1127 and $180.3891 per share. Each transaction was executed through multiple trades, with the filing reporting a weighted average sales price for the shares sold.

Was Joseph Mansueto’s Morningstar (MORN) stock sale pre-planned?

Yes. The filing states the sales were made under a Rule 10b5-1 trading plan adopted on November 19, 2025. Such plans pre-arrange trades, reducing the significance of the precise timing of these sales for investors.

How many Morningstar (MORN) shares does Joseph Mansueto hold after these trades?

After the reported sales, Joseph D. Mansueto directly holds 8,053,012 shares of Morningstar Common Stock. The filing also lists substantial indirect holdings in various trusts benefiting him and his children.

What indirect Morningstar (MORN) holdings are reported for Joseph Mansueto?

The filing shows 150,000 shares held in grantor retained annuity trusts benefiting Mansueto and his children, and 6,277,675 shares held in trusts for his children. He serves as trustee for the annuity trusts, while his spouse is trustee of the children’s trusts.

What is a Rule 10b5-1 trading plan in the context of Morningstar (MORN)?

A Rule 10b5-1 trading plan allows insiders to pre-schedule stock trades when they are not aware of material nonpublic information. Mansueto’s Morningstar sales were executed under such a plan adopted on November 19, 2025.