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Morningstar (MORN) chair Mansueto sells 20K shares under 10b5-1 plan

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Morningstar, Inc. Executive Chairman, director, and 10% owner Joseph D. Mansueto reported multiple open‑market sales of Morningstar common stock from February 4–6, 2026 under a Rule 10b5‑1 trading plan adopted on November 15, 2024.

The transactions totaled 20,066 shares sold at per‑share prices ranging from $168.5265 to $188.1150. Following these sales, he directly owned 8,217,309 shares, with an additional 6,282,935 shares and 150,000 shares held indirectly in trusts for his benefit and his children.

Positive

  • None.

Negative

  • None.
Insider Mansueto Joseph D
Role Executive Chairman
Sold 20,066 shs ($3.59M)
Type Security Shares Price Value
Sale Common Stock 3,854 $168.5265 $650K
Sale Common Stock 1,218 $170.3351 $207K
Sale Common Stock 780 $171.5315 $134K
Sale Common Stock 500 $172.672 $86K
Sale Common Stock 125 $180.2394 $23K
Sale Common Stock 271 $182.395 $49K
Sale Common Stock 777 $183.471 $143K
Sale Common Stock 2,412 $184.8699 $446K
Sale Common Stock 1,825 $185.8308 $339K
Sale Common Stock 454 $186.7465 $85K
Sale Common Stock 600 $188.115 $113K
Sale Common Stock 1,975 $179.9597 $355K
Sale Common Stock 3,876 $180.8813 $701K
Sale Common Stock 1,399 $181.7648 $254K
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 8,219,807 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 $179.3900 to $180.3700. 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 $180.3900 to $181.3850. 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 $181.4500 to $182.3300. 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 $179.9100 to $180.7400. 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 $181.6700 to $182.5200. 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 $182.8900 to $183.7600. 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 $184.5100 to $185.4200. 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 $185.5500 to $186.4450. 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 $186.6000 to $187.3500. 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 $187.6510 to $188.4150. 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 $168.2900 to $168.9000. 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 $169.7900 to $170.8300. 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 $171.2000 to $172.1200. 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 $172.2300 to $173.0050. 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)
02/04/2026
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 02/04/2026 S(1) 1,975 D $179.9597(2) 8,235,400 D
Common Stock 02/04/2026 S(1) 3,876 D $180.8813(3) 8,231,524 D
Common Stock 02/04/2026 S(1) 1,399 D $181.7648(4) 8,230,125 D
Common Stock 02/05/2026 S(1) 125 D $180.2394(5) 8,230,000 D
Common Stock 02/05/2026 S(1) 271 D $182.395(6) 8,229,729 D
Common Stock 02/05/2026 S(1) 777 D $183.471(7) 8,228,952 D
Common Stock 02/05/2026 S(1) 2,412 D $184.8699(8) 8,226,540 D
Common Stock 02/05/2026 S(1) 1,825 D $185.8308(9) 8,224,715 D
Common Stock 02/05/2026 S(1) 454 D $186.7465(10) 8,224,261 D
Common Stock 02/05/2026 S(1) 600 D $188.115(11) 8,223,661 D
Common Stock 02/06/2026 S(1) 3,854 D $168.5265(12) 8,219,807 D
Common Stock 02/06/2026 S(1) 1,218 D $170.3351(13) 8,218,589 D
Common Stock 02/06/2026 S(1) 780 D $171.5315(14) 8,217,809 D
Common Stock 02/06/2026 S(1) 500 D $172.672(15) 8,217,309 D
Common Stock 6,282,935 I By Trust(16)
Common Stock 150,000 I By Trust(17)
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 $179.3900 to $180.3700. 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 $180.3900 to $181.3850. 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 $181.4500 to $182.3300. 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 $179.9100 to $180.7400. 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 $181.6700 to $182.5200. 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 $182.8900 to $183.7600. 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 $184.5100 to $185.4200. 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 $185.5500 to $186.4450. 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 transaction was executed in multiple trades at prices ranging from $186.6000 to $187.3500. 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.
11. The transaction was executed in multiple trades at prices ranging from $187.6510 to $188.4150. 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.
12. The transaction was executed in multiple trades at prices ranging from $168.2900 to $168.9000. 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.
13. The transaction was executed in multiple trades at prices ranging from $169.7900 to $170.8300. 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.
14. The transaction was executed in multiple trades at prices ranging from $171.2000 to $172.1200. 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.
15. The transaction was executed in multiple trades at prices ranging from $172.2300 to $173.0050. 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.
16. 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.
17. 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 02/06/2026
** 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

How many Morningstar (MORN) shares did Joseph Mansueto sell in this Form 4?

Joseph D. Mansueto sold a total of 20,066 Morningstar common shares. The sales occurred in numerous small open‑market trades over three days, as detailed in Table I, each reported with its own share amount and weighted average sale price.

On which dates did Joseph Mansueto sell Morningstar (MORN) shares?

The reported Morningstar share sales took place on February 4, 2026, February 5, 2026, and February 6, 2026. Each date includes several separate open‑market transactions, all disclosed in Table I of the Form 4 with corresponding share amounts and prices.

What price range did Joseph Mansueto receive for the Morningstar (MORN) shares sold?

The reported sales prices ranged from $168.5265 to $188.1150 per share. Each line item reflects a weighted average sale price for multiple trades within a narrower range, with footnotes providing the exact low and high prices for those underlying executions.

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

Yes. The filing states that the reported sales were effected under a Rule 10b5‑1 trading plan adopted by Joseph D. Mansueto on November 15, 2024. Such plans pre‑schedule trades, allowing insiders to sell shares pursuant to pre‑arranged instructions.

How many Morningstar (MORN) shares does Joseph Mansueto own after these transactions?

After the reported sales, Joseph D. Mansueto directly owned 8,217,309 Morningstar common shares. The filing also shows 6,282,935 shares held in grantor retained annuity trusts and 150,000 shares in additional trusts for his children, both reported as indirect ownership.

What roles does Joseph Mansueto hold at Morningstar (MORN) according to this filing?

The Form 4 identifies Joseph D. Mansueto as a director, a 10% owner, and an officer of Morningstar, Inc., serving as Executive Chairman. These roles are indicated in the relationship section, which allows multiple boxes to be checked for a single reporting person.