Morningstar Insider Filing: RSU Tax-Withholding Leaves 1,416 Shares

Rhea-AI Filing Summary

Conan Wiersema, Chief Accounting Officer and Principal Accounting Officer of Morningstar, Inc. (MORN), reported a transaction dated 09/01/2025 on Form 4. The filing shows a transaction coded F at a price of $262.42 and lists 1,416 shares beneficially owned following the reported transaction. The filing explains the transaction "represents shares withheld for taxes upon the vesting of the restricted stock unit grant made on March 1, 2024." The Form 4 was signed via power of attorney on 09/02/2025.

Positive

• Disclosure clarity: Form 4 includes an explicit explanation that shares were withheld for taxes upon RSU vesting.
• Post-transaction ownership: The reporting person continues to beneficially own 1,416 shares after the transaction.

Negative

• None.

Insights

Financial Analyst

TL;DR Routine tax-withholding sale on RSU vesting; ownership remains modest at 1,416 shares, no material change to control or stake.

The Form 4 documents a common administrative disposition: shares were withheld to satisfy tax withholding when restricted stock units vested. The transaction code and the explanatory note explicitly identify this as a tax-related withholding, not a market sale to generate cash. The price per share is stated as $262.42 and the reporter retains beneficial ownership of 1,416 shares. For investors, this is a non-material insider housekeeping transaction with no indication of a change in executive ownership intent.

Corporate Governance Expert

TL;DR Disclosure meets Section 16 reporting; transaction is procedural and consistent with RSU vesting and withholding practices.

The filing is concise and includes the required explanatory note that shares were withheld upon RSU vesting from March 1, 2024. The Form 4 identifies the reporting person, role (CAO & PAO), transaction date, price, and post-transaction beneficial ownership. Filing via power of attorney is properly indicated. There are no governance red flags or unexpected executive departures disclosed.

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
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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^*

Wiersema Conan

(Last) (First) (Middle)

C/O MORNINGSTAR, INC.

22 W. WASHINGTON STREET

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CAO & PAO

3. Date of Earliest Transaction (Month/Day/Year)
09/01/2025

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	09/01/2025		F		20(1)	D	$262.42	1,416	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, 2024.

Remarks:

	/s/ Kathleen Peacock, by power of attorney	09/02/2025
	** 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.

FAQ

What transaction did Conan Wiersema report on Form 4 for MORN?

The filing reports a transaction dated 09/01/2025 coded F related to withholding of shares for taxes upon RSU vesting.

How many Morningstar (MORN) shares does the reporting person own after the transaction?

The Form 4 states the reporting person beneficially owns 1,416 shares following the reported transaction.

What was the reported price per share on the Form 4?

The price per share shown in the filing is $262.42.

Why were shares disposed of according to the Form 4?

The filing explains the shares were withheld for taxes when restricted stock units vested on March 1, 2024.

Who signed the Form 4 and when?

The form shows a signature by Kathleen Peacock, by power of attorney dated 09/02/2025.