Morningstar CFO has 54 shares withheld for taxes

Morningstar’s CFO had a small number of shares withheld to cover taxes on a vesting restricted stock unit award, leaving just over twelve thousand shares held directly.

Rhea-AI Filing Summary

Morningstar, Inc. (MORN) reported that its Chief Financial Officer, Michael Holt, had 54 shares of common stock withheld on September 1, 2026 to satisfy tax liabilities upon the vesting of a restricted stock unit grant made on March 1, 2025. This was a share disposition for tax withholding, not an open-market sale, and left Holt with 12,271.949 shares of Morningstar common stock held directly. No Rule 10b5-1 trading plan is reported in connection with this transaction.

Insider Trade Summary

Tax Withholding: 54 shares

Tax Withholding 1 txn

Insider Holt Michael

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1	54	$218.94	$12K

Holdings After Transaction: Common Stock — 12,271.949 shares (Direct)

Footnotes (1)

1. F1. Represents shares withheld for taxes upon the vesting of the restricted stock unit grant made on March 1, 2025.

Key Figures

Shares withheld for taxes: 54 shares Per-share value for tax-withholding shares: $218.94 per share Shares held after transaction: 12,271.949 shares +1 more

4 metrics

Shares withheld for taxes 54 shares Common stock withheld on September 1, 2026 to cover tax liabilities on restricted stock unit vesting

Per-share value for tax-withholding shares $218.94 per share Value applied to the 54 shares withheld for taxes on September 1, 2026

Shares held after transaction 12,271.949 shares Morningstar common stock directly held by CFO Michael Holt following the September 1, 2026 withholding

Restricted stock unit grant date March 1, 2025 Grant date of the restricted stock units whose vesting triggered the tax withholding

Key Terms

restricted stock unit, withheld for taxes, vesting

3 terms

restricted stock unit financial

"upon the vesting of the restricted stock unit grant made on March 1, 2025"

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

withheld for taxes financial

"Represents shares withheld for taxes upon the vesting of the restricted stock unit grant"

vesting financial

"upon the vesting of the restricted stock unit grant made on March 1, 2025"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

FAQ

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

What insider transaction did Morningstar (MORN) disclose for its CFO?

Morningstar disclosed that CFO Michael Holt had 54 shares of common stock withheld on September 1, 2026 to pay tax liabilities tied to a vesting restricted stock unit grant made on March 1, 2025.

Was the Morningstar (MORN) CFO’s Form 4 transaction an open-market sale?

No. The Form 4 states the 54 shares represented shares withheld for taxes upon vesting of a restricted stock unit grant, meaning it was a tax-withholding disposition rather than an open-market sale.

How many Morningstar (MORN) shares does the CFO hold after this transaction?

After the September 1, 2026 tax-withholding event, CFO Michael Holt directly holds 12,271.949 shares of Morningstar common stock, as reported in the filing.

What price per share is associated with the Morningstar (MORN) CFO’s withheld shares?

The 54 shares withheld for taxes were valued at $218.94 per share, according to the Form 4. This figure is used for the tax-withholding disposition tied to the restricted stock unit vesting.

Was the Morningstar (MORN) CFO’s tax-withholding transaction under a Rule 10b5-1 plan?

No. The Form 4 indicates no Rule 10b5-1 trading plan is reported for this September 1, 2026 tax-withholding disposition of 54 shares.

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

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Available on EDGAR 09/02/2026 - 05:35 PM EDT Accepted by SEC EDGAR 09/02/2026 - 05:35 PM EDT 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).

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^*

Holt Michael

(Last) (First) (Middle)

22 WEST WASHINGTON STREET

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/01/2026

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

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/01/2026		F		54(1)	D	$218.94	12,271.949	D

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. Represents shares withheld for taxes upon the vesting of the restricted stock unit grant made on March 1, 2025.

Remarks:

	/s/Kathleen Peacock, by power of attorney	09/02/2026
	** 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.
* Form 4: SEC 1474 (03-26)