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

Yes, the reported Morningstar share sales were under a Rule 10b5-1 plan. A footnote explains that the transactions were effected pursuant to a trading plan Mansueto adopted on November 15, 2024, which allows pre-scheduled sales according to predetermined instructions.

Morningstar (MORN) chair Joseph Mansueto sells 13,858 shares in plan

Filing Impact

(Very High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Morningstar, Inc. Executive Chairman and 10% owner Joseph D. Mansueto reported open-market sales of a total of 13,858 shares of Morningstar common stock on February 19–20, 2026. The trades, all coded "S," were executed at weighted average prices around $161–$162 per share under a Rule 10b5-1 trading plan adopted on November 15, 2024.

After these sales, his reported direct ownership stood at 8,170,354 shares. The filing also notes indirect holdings of 6,282,935 shares in grantor retained annuity trusts for his and his children’s benefit, where he serves as trustee, and 150,000 shares in trusts for his children where his spouse is trustee.

Insider Trade Summary

Net Seller: 13,858 shares ($2,239,664)

Net Sell 6 txns

Insider Mansueto Joseph D

Role Executive Chairman

Sold 13,858 shs ($2.24M)

Type	Security	Shares	Price	Value
Sale	Common Stock	5,147	$161.1027	$829K
Sale	Common Stock	1,461	$162.1599	$237K
Sale	Common Stock	7,138	$161.8556	$1.16M
Sale	Common Stock	112	$162.75	$18K
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 8,171,815 shares (Direct); Common Stock — 6,282,935 shares (Indirect, By Trust)

Footnotes (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 15, 2024. The transaction was executed in multiple trades at prices ranging from $161.7500 to $162.7250. 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 $160.8500 to $161.7900. 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 $161.8900 to $162.6750. 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.

Form 4 Insider Transactions: What Each Field Means →

02/20/2026 - 05:03 PM

SEC Form 4

FORM 4

UNITED 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).

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

60602

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Morningstar, Inc. [ MORN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Chairman

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/19/2026		S⁽¹⁾		7,138	D	$161.8556⁽²⁾	8,177,074	D
Common Stock	02/19/2026		S⁽¹⁾		112	D	$162.75	8,176,962	D
Common Stock	02/20/2026		S⁽¹⁾		5,147	D	$161.1027⁽³⁾	8,171,815	D
Common Stock	02/20/2026		S⁽¹⁾		1,461	D	$162.1599⁽⁴⁾	8,170,354	D
Common Stock								6,282,935	I	By Trust⁽⁵⁾
Common Stock								150,000	I	By Trust⁽⁶⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

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 15, 2024.

2. The transaction was executed in multiple trades at prices ranging from $161.7500 to $162.7250. 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 $160.8500 to $161.7900. 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 $161.8900 to $162.6750. 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 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.

6. 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 attorney	02/20/2026
	** Signature of Reporting Person	Date
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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Joseph D. Mansueto report for Morningstar (MORN)?

Joseph D. Mansueto reported selling 13,858 Morningstar shares. The Form 4 shows four open-market sales of common stock on February 19–20, 2026, all coded “S” and categorized as non-derivative transactions, executed under a pre-established Rule 10b5-1 trading plan.

At what prices did Joseph D. Mansueto sell Morningstar (MORN) shares?

The reported weighted average sale prices were about $161–$162 per share. Individual trades were executed in ranges from $160.85 to $162.73, with the filing stating that detailed price and share breakdowns are available upon request from the SEC staff, Morningstar, or a shareholder.

How many Morningstar (MORN) shares does Joseph D. Mansueto own after these trades?

After the reported sales, Mansueto directly owns 8,170,354 shares. The Form 4 also lists indirect holdings of 6,282,935 shares in grantor retained annuity trusts and 150,000 shares in trusts for his children, reflecting significant continuing ownership in Morningstar.

What indirect Morningstar (MORN) holdings does Joseph D. Mansueto report?

Mansueto reports indirect ownership through several trusts. Grantor retained annuity trusts for his and his children’s benefit hold 6,282,935 shares with him as trustee, and additional trusts for his children, where his spouse is trustee, hold 150,000 Morningstar common shares.

What does the Morningstar (MORN) Form 4 reveal about Mansueto’s role and status?

The filing identifies Mansueto as Executive Chairman and a 10% owner. It confirms he is both a director and officer of Morningstar, Inc., underscoring that the disclosed transactions involve a major insider with substantial ongoing direct and indirect holdings in the company.