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Morningstar executive chair sells 21,750 shares

Morningstar, Inc. executive chairman Joseph D. Mansueto reported open-market sales of 21,750 shares of Morningstar common stock.

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 21,750 shares of Morningstar common stock. The sales occurred over May 5–7, 2026 at prices generally between about $166 and $180 per share. These transactions were made under a pre-arranged Rule 10b5-1 trading plan adopted on November 19, 2025. After the direct sales, he continues to hold about 8.1 million shares directly, plus additional indirect holdings through grantor retained annuity trusts and trusts for his children.

Positive

  • None.

Negative

  • None.
Insider Mansueto Joseph D
Role Executive Chairman
Sold 21,750 shs ($3.67M)
Type Security Shares Price Value
Sale Common Stock 100 $166.66 $17K
Sale Common Stock 312 $168.8319 $53K
Sale Common Stock 300 $170.09 $51K
Sale Common Stock 1,268 $170.8808 $217K
Sale Common Stock 1,520 $171.774 $261K
Sale Common Stock 1,955 $173.124 $338K
Sale Common Stock 1,107 $173.943 $193K
Sale Common Stock 286 $175.3486 $50K
Sale Common Stock 52 $176.1825 $9K
Sale Common Stock 271 $177.8716 $48K
Sale Common Stock 53 $178.8777 $9K
Sale Common Stock 26 $180.00 $5K
Sale Common Stock 5,977 $166.0051 $992K
Sale Common Stock 784 $166.7441 $131K
Sale Common Stock 411 $168.0293 $69K
Sale Common Stock 78 $168.7933 $13K
Sale Common Stock 4,202 $167.1185 $702K
Sale Common Stock 2,957 $168.1414 $497K
Sale Common Stock 52 $169.34 $9K
Sale Common Stock 39 $170.04 $7K
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 8,107,242 shares (Direct); Common Stock — 6,427,675 shares (Indirect, By Trust)
Footnotes (21)
  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 $166.6700 to $167.6400. 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 $167.6800 to $168.5100. 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 $168.8700 to $169.8100. 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.
  5. F5. The transaction was executed in multiple trades at prices ranging from $169.9100 to $170.3000. 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 $165.5600 to $166.5300. 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 $166.5800 to $167.5300. 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 $167.6300 to $168.5200. 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 $168.6900 to $168.9900. 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 $168.3800 to $168.8500. 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 $169.4300 to $170.4200. 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.
  12. F12. The transaction was executed in multiple trades at prices ranging from $170.4650 to $171.4000. 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.
  13. F13. The transaction was executed in multiple trades at prices ranging from $171.5300 to $172.1600. 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. F14. The transaction was executed in multiple trades at prices ranging from $172.6150 to $173.5600. 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. F15. The transaction was executed in multiple trades at prices ranging from $173.7600 to $174.6800. 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. F16. The transaction was executed in multiple trades at prices ranging from $174.8500 to $175.8050. 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. F17. The transaction was executed in multiple trades at prices ranging from $175.9750 to $176.3900. 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.
  18. F18. The transaction was executed in multiple trades at prices ranging from $177.5300 to $178.2300. 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.
  19. F19. The transaction was executed in multiple trades at prices ranging from $178.5300 to $179.2300. 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.
  20. F20. 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.
  21. F21. 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 21,750 shares Open-market sales over <date>May 5–7, 2026</date>
Direct holdings after trades 8,114,392 shares Direct Morningstar common stock reported after transactions
Sale price range $166–$180 per share Approximate range of reported sale prices across transactions
Grantor retained annuity trusts 150,000 shares Indirect holdings in grantor retained annuity trusts
Children’s trusts holdings 6,277,675 shares Indirect holdings in trusts for reporting person’s children
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"
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.
open-market sale financial
"transaction_action: "open-market sale" for common stock transactions"
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.
indirect ownership financial
"ownership_type: "indirect" with nature_of_ownership "By Trust" for certain holdings"

FAQ

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

What did Morningstar (MORN) executive chairman report in this Form 4?
Joseph D. Mansueto reported multiple open-market sales of Morningstar common stock totaling 21,750 shares. The trades occurred over May 5–7, 2026 and were executed at various prices, all disclosed as routine insider transactions in this regulatory filing.

How many Morningstar (MORN) shares did Joseph Mansueto sell in May 2026?
The Form 4 shows that Joseph Mansueto sold 21,750 shares of Morningstar common stock. These open-market transactions were spread across several small trades over May 5–7, 2026, with each trade’s share count and price per share itemized in the filing.

At what prices were Morningstar (MORN) shares sold in this insider filing?
The reported sales occurred at prices generally between about $166 and $180 per share. Individual line items include prices such as $166.0051, $170.0900, $173.1240, and $180.0000, reflecting multiple open-market trades at different execution levels.

How many Morningstar (MORN) shares does Joseph Mansueto hold after these sales?
After the reported transactions, one entry shows Joseph Mansueto holding 8,114,392 shares of Morningstar common stock directly. The filing also discloses additional indirect holdings through trusts, which are reported separately from his direct ownership position.

Were the Morningstar (MORN) insider sales made under a Rule 10b5-1 plan?
Yes. A footnote states the sales were effected under a Rule 10b5-1 trading plan adopted on November 19, 2025. Such plans allow insiders to pre-schedule trades, which can make the timing less reflective of short-term views on the stock.

What indirect Morningstar (MORN) shareholdings are reported in trusts?
The filing notes 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.

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

Form 4 Insider Transactions: What Each Field Means →
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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)
05/05/2026		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 Stock05/05/2026S(1)4,202D$167.1185(2)8,124,790D
Common Stock05/05/2026S(1)2,957D$168.1414(3)8,121,833D
Common Stock05/05/2026S(1)52D$169.34(4)8,121,781D
Common Stock05/05/2026S(1)39D$170.04(5)8,121,742D
Common Stock05/06/2026S(1)5,977D$166.0051(6)8,115,765D
Common Stock05/06/2026S(1)784D$166.7441(7)8,114,981D
Common Stock05/06/2026S(1)411D$168.0293(8)8,114,570D
Common Stock05/06/2026S(1)78D$168.7933(9)8,114,492D
Common Stock05/07/2026S(1)100D$166.668,114,392D
Common Stock05/07/2026S(1)312D$168.8319(10)8,114,080D
Common Stock05/07/2026S(1)300D$170.09(11)8,113,780D
Common Stock05/07/2026S(1)1,268D$170.8808(12)8,112,512D
Common Stock05/07/2026S(1)1,520D$171.774(13)8,110,992D
Common Stock05/07/2026S(1)1,955D$173.124(14)8,109,037D
Common Stock05/07/2026S(1)1,107D$173.943(15)8,107,930D
Common Stock05/07/2026S(1)286D$175.3486(16)8,107,644D
Common Stock05/07/2026S(1)52D$176.1825(17)8,107,592D
Common Stock05/07/2026S(1)271D$177.8716(18)8,107,321D
Common Stock05/07/2026S(1)53D$178.8777(19)8,107,268D
Common Stock05/07/2026S(1)26D$1808,107,242D
Common Stock6,277,675IBy Trust(20)
Common Stock150,000IBy Trust(21)
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 $166.6700 to $167.6400. 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 $167.6800 to $168.5100. 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 $168.8700 to $169.8100. 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.
5. The transaction was executed in multiple trades at prices ranging from $169.9100 to $170.3000. 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 $165.5600 to $166.5300. 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 $166.5800 to $167.5300. 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 $167.6300 to $168.5200. 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 $168.6900 to $168.9900. 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 $168.3800 to $168.8500. 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 $169.4300 to $170.4200. 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.
12. The transaction was executed in multiple trades at prices ranging from $170.4650 to $171.4000. 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.
13. The transaction was executed in multiple trades at prices ranging from $171.5300 to $172.1600. 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 $172.6150 to $173.5600. 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 $173.7600 to $174.6800. 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 $174.8500 to $175.8050. 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 transaction was executed in multiple trades at prices ranging from $175.9750 to $176.3900. 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.
18. The transaction was executed in multiple trades at prices ranging from $177.5300 to $178.2300. 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.
19. The transaction was executed in multiple trades at prices ranging from $178.5300 to $179.2300. 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.
20. 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.
21. 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 attorney05/07/2026
** 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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