Morningstar (MORN) Exec Chair sells 14,168 shares via 10b5-1

Morningstar (MORN) Executive Chairman, Director, and 10% owner reported open-market sales of common stock under a Rule 10b5-1 plan adopted on November 15, 2024.

Rhea-AI Filing Summary

Morningstar (MORN) Executive Chairman, Director, and 10% owner reported open-market sales of common stock under a Rule 10b5-1 plan adopted on November 15, 2024. Across November 3–4, 2025, the reporting person sold a total of 14,168 shares in multiple trades with weighted average prices reported at $211.708, $212.5344, $213.5507, $212.9336, $213.8782, and $214.5935.

After the transactions, directly held shares were 8,686,647. Additional indirect holdings were reported as 5,948,127 shares held by grantor retained annuity trusts and 150,000 shares held in trusts for the reporting person’s children.

Insider Trade Summary

Net Seller: 14,168 shares

Net Sell 8 txns

Insider Mansueto Joseph D

Role Executive Chairman

Sold 14,168 shs ($3.02M)

Type	Security	Shares	Price	Value
Sale	Common Stock	1,858	$212.9336	$396K
Sale	Common Stock	4,117	$213.8782	$881K
Sale	Common Stock	943	$214.5935	$202K
Sale	Common Stock	5,460	$211.708	$1.16M
Sale	Common Stock	1,489	$212.5344	$316K
Sale	Common Stock	301	$213.5507	$64K
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 8,686,647 shares (Direct); Common Stock — 6,098,127 shares (Indirect, By Trust)

Footnotes (11)

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 15, 2024.
2. F2. The transaction was executed in multiple trades at prices ranging from $211.3100 to $212.2800. 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. In the third quarter of 2025, the reporting person contributed 1,100,000 shares of Morningstar common stock to a grantor retained annuity trust for the benefit of the reporting person and his children which are now reported as indirect holdings.
4. F4. In the third quarter of 2025, 487,979 shares were distributed to the reporting person from a grantor retained annuity trust established for the benefit of the reporting person and his children which were previously included as indirect holdings and are now reported as directly held.
5. F5. The transaction was executed in multiple trades at prices ranging from $212.3100 to $213.2800. 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 $213.3100 to $213.6900. 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.
7. F7. The transaction was executed in multiple trades at prices ranging from $212.3100 to $213.2900. 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 $213.3150 to $214.2750. 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 $214.3800 to $214.9450. 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 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.
11. F11. 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.

FAQ

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

What insider activity did MORN disclose?

The Executive Chairman, also a Director and 10% owner, reported selling 14,168 shares of Morningstar common stock over November 3–4, 2025.

Were the MORN insider sales under a 10b5-1 plan?

Yes. The sales were effected under a Rule 10b5-1 trading plan adopted on November 15, 2024.

What prices were reported for the MORN insider sales?

Weighted average prices reported were $211.708, $212.5344, $213.5507, $212.9336, $213.8782, and $214.5935.

How many MORN shares does the insider hold directly after the sales?

Direct holdings were reported as 8,686,647 shares after the transactions.

What indirect MORN holdings were reported?

Indirect holdings include 5,948,127 shares held by grantor retained annuity trusts and 150,000 shares held in trusts for the reporting person’s children.

Did the filing mention trade execution ranges?

Yes. Each sale was executed in multiple trades within stated ranges, and the prices shown are weighted average figures.

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 11/05/2025 - 04:34 PM Learn about SEC filing dates

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).

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 IL 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)
11/03/2025

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	11/03/2025		S(1)		5,460	D	$211.708(2)	8,695,355(3)(4)	D
Common Stock	11/03/2025		S(1)		1,489	D	$212.5344(5)	8,693,866	D
Common Stock	11/03/2025		S(1)		301	D	$213.5507(6)	8,693,565	D
Common Stock	11/04/2025		S(1)		1,858	D	$212.9336(7)	8,691,707	D
Common Stock	11/04/2025		S(1)		4,117	D	$213.8782(8)	8,687,590	D
Common Stock	11/04/2025		S(1)		943	D	$214.5935(9)	8,686,647	D
Common Stock								5,948,127	I	By Trust(10)
Common Stock								150,000	I	By Trust(11)

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount 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 15, 2024.

2. The transaction was executed in multiple trades at prices ranging from $211.3100 to $212.2800. 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. In the third quarter of 2025, the reporting person contributed 1,100,000 shares of Morningstar common stock to a grantor retained annuity trust for the benefit of the reporting person and his children which are now reported as indirect holdings.

4. In the third quarter of 2025, 487,979 shares were distributed to the reporting person from a grantor retained annuity trust established for the benefit of the reporting person and his children which were previously included as indirect holdings and are now reported as directly held.

5. The transaction was executed in multiple trades at prices ranging from $212.3100 to $213.2800. 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 $213.3100 to $213.6900. 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.

7. The transaction was executed in multiple trades at prices ranging from $212.3100 to $213.2900. 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 $213.3150 to $214.2750. 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 $214.3800 to $214.9450. 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 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.

11. 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	11/05/2025
	** 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.