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Morningstar (MORN) chair’s 10b5-1 plan sale of 14,041 shares

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 14,041 shares of Morningstar common stock in mid-February. The transactions were executed on February 17 and 18, 2026 under a pre-arranged Rule 10b5-1 trading plan adopted on November 15, 2024.

The reported sales were broken into multiple trades, with weighted-average prices generally between approximately $157 and $163 per share, as detailed in the filing footnotes. All reported transactions involve non-derivative common stock and are classified as open-market sales.

Positive

  • None.

Negative

  • None.
Insider Mansueto Joseph D
Role Executive Chairman
Sold 14,041 shs ($2.24M)
Type Security Shares Price Value
Sale Common Stock 1,278 $157.9698 $202K
Sale Common Stock 4,201 $159.1123 $668K
Sale Common Stock 1,077 $159.9486 $172K
Sale Common Stock 181 $161.273 $29K
Sale Common Stock 1,786 $159.7835 $285K
Sale Common Stock 4,089 $160.5285 $656K
Sale Common Stock 816 $161.4563 $132K
Sale Common Stock 100 $162.41 $16K
Sale Common Stock 513 $162.6901 $83K
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 8,190,184 shares (Direct); Common Stock — 6,282,935 shares (Indirect, By Trust)
Footnotes (1)
  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 $159.0300 to $159.9950. 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 $160.0300 to $161.0000. 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 $161.0350 to $162.0500. 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 $157.4400 to $158.3800. 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 $158.5700 to $159.5600. 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. The transaction was executed in multiple trades at prices ranging from $159.7150 to $160.4600. 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 $160.7650 to $161.9550. 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 $162.1650 to $163.0500. 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 →
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)
02/17/2026
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)
Code V Amount (A) or (D) Price
Common Stock 02/17/2026 S(1) 1,786 D $159.7835(2) 8,196,467 D
Common Stock 02/17/2026 S(1) 4,089 D $160.5285(3) 8,192,378 D
Common Stock 02/17/2026 S(1) 816 D $161.4563(4) 8,191,562 D
Common Stock 02/17/2026 S(1) 100 D $162.41 8,191,462 D
Common Stock 02/18/2026 S(1) 1,278 D $157.9698(5) 8,190,184 D
Common Stock 02/18/2026 S(1) 4,201 D $159.1123(6) 8,185,983 D
Common Stock 02/18/2026 S(1) 1,077 D $159.9486(7) 8,184,906 D
Common Stock 02/18/2026 S(1) 181 D $161.273(8) 8,184,725 D
Common Stock 02/17/2026 S(1) 513 D $162.6901(9) 8,184,212 D
Common Stock 6,282,935 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 $159.0300 to $159.9950. 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 $160.0300 to $161.0000. 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 $161.0350 to $162.0500. 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 $157.4400 to $158.3800. 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 $158.5700 to $159.5600. 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.
7. The transaction was executed in multiple trades at prices ranging from $159.7150 to $160.4600. 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 $160.7650 to $161.9550. 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 $162.1650 to $163.0500. 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 02/18/2026
** 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 transaction did Morningstar (MORN) report for Joseph Mansueto?

Morningstar reported that Executive Chairman Joseph D. Mansueto sold 14,041 shares of common stock. The sales occurred in multiple open-market transactions on February 17 and 18, 2026, as disclosed in a Form 4 insider filing with detailed pricing information.

Over what dates did Joseph Mansueto sell Morningstar (MORN) shares?

Joseph Mansueto’s reported Morningstar stock sales took place on February 17 and 18, 2026. The Form 4 groups these as several individual trades, each with specified weighted-average prices, all classified as non-derivative open-market sales of common stock.

How many Morningstar (MORN) shares did Joseph Mansueto sell and at what prices?

Joseph Mansueto sold a total of 14,041 Morningstar common shares. The trades were executed at weighted-average prices generally ranging from about $157 to $163 per share, with precise ranges for each transaction described in the filing’s footnotes.

Was Joseph Mansueto’s Morningstar (MORN) stock sale under a 10b5-1 plan?

Yes. The Form 4 states the sales were made under a Rule 10b5-1 trading plan. That plan was adopted by Joseph Mansueto on November 15, 2024, allowing pre-scheduled trades regardless of subsequent market or company developments.

What type of securities did Joseph Mansueto trade in Morningstar (MORN)?

All reported transactions involve non-derivative Morningstar common stock. The Form 4 lists each trade as an open-market sale, with no options or other derivatives involved, and provides weighted-average sale prices for each group of trades.

Does the Morningstar (MORN) Form 4 mention any trust holdings for Joseph Mansueto?

Yes. The filing notes indirect holdings in grantor retained annuity trusts benefiting Mansueto and his children, and separate trusts benefiting his children. He serves as trustee for the grantor retained annuity trusts, while his spouse is trustee of the children’s trusts.