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Morningstar chair sells 14,500 shares under 10b5-1 plan

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Form Type
4

Rhea-AI Filing Summary

Morningstar, Inc. Executive Chairman and 10% owner Joseph D. Mansueto reported open-market sales of 14,500 shares of Morningstar common stock over August 13–14, 2026, in 12 separate transactions at weighted-average prices generally between the high $190s and low $200s per share.

All reported sales were made pursuant to a Rule 10b5-1 trading plan adopted on November 19, 2025. The filing also notes indirect holdings in grantor retained annuity trusts and other trusts for the benefit of the reporting person and his children.

Insider Mansueto Joseph D
Role Executive Chairman
Sold 14,500 shs ($2.93M)
Type Security Shares Price Value
Sale Common Stock F1, F9 3,924 $206.2815 $809K
Sale Common Stock F1, F10 2,809 $207.3288 $582K
Sale Common Stock F1, F11 240 $208.4503 $50K
Sale Common Stock F1, F12 277 $209.384 $58K
Sale Common Stock F1, F2 3,498 $197.0645 $689K
Sale Common Stock F1, F3 2,936 $197.8752 $581K
Sale Common Stock F1, F4 430 $198.9596 $86K
Sale Common Stock F1 26 $199.75 $5K
Sale Common Stock F1, F5 52 $202.085 $11K
Sale Common Stock F1, F6 78 $203.7933 $16K
Sale Common Stock F1, F7 52 $205.6575 $11K
Sale Common Stock F1, F8 178 $206.784 $37K
holding Common Stock F13 -- -- --
holding Common Stock F14 -- -- --
Holdings After Transaction: Common Stock — 7,976,946 shares (Direct); Common Stock — 6,427,675 shares (Indirect, By Trust)
Footnotes (14)
  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 $196.5200 to $197.5025. 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 $197.5200 to $198.4300. 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 $198.5350 to $199.5175. 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 $201.8200 to $202.3500. 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 $203.3200 to $204.2700. 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.
  7. F7. The transaction was executed in multiple trades at prices ranging from $205.1850 to $206.1300. 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. F8. The transaction was executed in multiple trades at prices ranging from $206.5000 to $207.4100. 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.
  9. F9. The transaction was executed in multiple trades at prices ranging from $205.8900 to $206.8700. 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. F10. The transaction was executed in multiple trades at prices ranging from $206.9050 to $207.8600. 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. F11. The transaction was executed in multiple trades at prices ranging from $207.9900 to $208.8700. 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. F12. The transaction was executed in multiple trades at prices ranging from $209.1025 to $209.7000. 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. F13. 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.
  14. F14. 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 14,500 shares Total non-derivative Morningstar common shares sold by Joseph D. Mansueto on August 13–14, 2026
Number of sale transactions 12 Count of reported open-market sales of Morningstar common stock in this Form 4
Price range (low end) $196.5200 per share Lowest trade price range bound disclosed in the August 13, 2026 sales footnotes
Price range (high end) $209.7000 per share Highest trade price range bound disclosed in the August 13, 2026 sales footnotes
Rule 10b5-1 plan adoption date November 19, 2025 Date the trading plan governing the reported sales was adopted
Holding entries by trust 2 Number of indirect ownership entries reported as held "By Trust"
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"
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.
10% owner financial
"Mansueto Joseph D is listed as Executive Chairman and 10% owner"
indirect ownership financial
"The nature of ownership for certain entries is reported as indirect "By Trust""

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider activity did Morningstar (MORN) disclose in this Form 4?
Morningstar disclosed that Executive Chairman and 10% owner Joseph D. Mansueto sold 14,500 shares of common stock in open-market transactions on August 13–14, 2026. All sales were executed under a pre-arranged Rule 10b5-1 trading plan.

How many Morningstar (MORN) shares did Joseph D. Mansueto sell and on what dates?
Joseph D. Mansueto sold a total of 14,500 Morningstar common shares across 12 transactions on August 13 and August 14, 2026. Each transaction involved open-market sales reported with weighted-average prices for the executed trade ranges.

What price range did Morningstar (MORN) shares sell for in Mansueto’s transactions?
The Form 4 shows weighted-average prices per trade, with underlying executions in ranges from $196.5200 to $209.7000 per share. Each footnote specifies that the reported price is a weighted average sales price for trades within the stated range.

Were the Morningstar (MORN) insider sales made under a Rule 10b5-1 plan?
Yes. The filing states that all reported sales were effected pursuant to a Rule 10b5-1 trading plan adopted by Joseph D. Mansueto on November 19, 2025. This plan-based structure is also reflected in the Form 4’s Rule 10b5-1 checkbox.

Does Joseph D. Mansueto have indirect Morningstar (MORN) holdings through trusts?
Yes. The Form 4 notes indirect ownership of Morningstar shares by grantor retained annuity trusts for the benefit of Mansueto and his children, where he serves as trustee, and by trusts for his children where his spouse is trustee.

How many Morningstar (MORN) transactions and holdings entries are reported?
The summary data show 12 non-derivative sale transactions totaling 14,500 shares, along with 2 additional entries reflecting indirect holdings "By Trust." No derivative exercises or gifts are reported in this Form 4 submission.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →
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Accepted by SEC EDGAR
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)
08/13/2026		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 Stock08/13/2026S(1)3,498D$197.0645(2)7,987,948D
Common Stock08/13/2026S(1)2,936D$197.8752(3)7,985,012D
Common Stock08/13/2026S(1)430D$198.9596(4)7,984,582D
Common Stock08/13/2026S(1)26D$199.757,984,556D
Common Stock08/13/2026S(1)52D$202.085(5)7,984,504D
Common Stock08/13/2026S(1)78D$203.7933(6)7,984,426D
Common Stock08/13/2026S(1)52D$205.6575(7)7,984,374D
Common Stock08/13/2026S(1)178D$206.784(8)7,984,196D
Common Stock08/14/2026S(1)3,924D$206.2815(9)7,980,272D
Common Stock08/14/2026S(1)2,809D$207.3288(10)7,977,463D
Common Stock08/14/2026S(1)240D$208.4503(11)7,977,223D
Common Stock08/14/2026S(1)277D$209.384(12)7,976,946D
Common Stock6,277,675IBy Trust(13)
Common Stock150,000IBy Trust(14)
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 $196.5200 to $197.5025. 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 $197.5200 to $198.4300. 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 $198.5350 to $199.5175. 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 $201.8200 to $202.3500. 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 $203.3200 to $204.2700. 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.
7. The transaction was executed in multiple trades at prices ranging from $205.1850 to $206.1300. 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 $206.5000 to $207.4100. 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.
9. The transaction was executed in multiple trades at prices ranging from $205.8900 to $206.8700. 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 $206.9050 to $207.8600. 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 $207.9900 to $208.8700. 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 $209.1025 to $209.7000. 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 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.
14. 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 attorney08/14/2026
** 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

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