[SCHEDULE 13G] Morningstar, Inc. Passive Investment Disclosure (>5%)
Baron Capital reports 9.2% stake in Morningstar
Baron Capital Group, Inc., BAMCO, Inc., Baron Capital Management, Inc., and Ronald Baron report beneficial ownership of 3,499,146 shares of Morningstar, Inc. common stock, representing 9.2% of the class.
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Baron Capital Group, Inc., BAMCO, Inc., Baron Capital Management, Inc., and Ronald Baron report beneficial ownership of 3,499,146 shares of Morningstar, Inc. common stock, representing 9.2% of the class. The group reports no sole voting or dispositive power, with shared voting power over 3,495,380 shares and shared dispositive power over 3,499,146 shares. The shares are held in advisory client accounts of BAMCO and Baron Capital Management, whose clients have the economic right to dividends and sale proceeds, and, to the filers’ knowledge, no individual client holds more than 5% of the outstanding shares. BAMCO and Baron Capital Management are subsidiaries of Baron Capital Group, which is controlled by Ronald Baron.
Key Figures
Shares beneficially owned:3,499,146 sharesPercent of class:9.2%Shared voting power:3,495,380 shares+1 more
4 metrics
Shares beneficially owned3,499,146 sharesMorningstar common stock beneficially owned by Baron Capital filers
Percent of class9.2%Portion of Morningstar common stock class beneficially owned
Shared voting power3,495,380 sharesShares over which filers have shared power to vote
Shared dispositive power3,499,146 sharesShares over which filers have shared power to dispose
Key Terms
beneficially owned, shared voting power, shared dispositive power, Investment Company Act of 1940, +1 more
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
shared voting powerfinancial
"6 | Shared Voting Power 3,229,308.00 7 | Sole Dispositive Power"
Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.
shared dispositive powerfinancial
"8 | Shared Dispositive Power 3,499,146.00 9 3,499,146.00"
Investment Company Act of 1940regulatory
"shareholders of an investment company registered under the Investment Company Act of 1940"
A U.S. federal law that sets the rulebook for pooled investment vehicles such as mutual funds, exchange-traded funds and similar money managers, requiring them to register with regulators, disclose holdings and fees, limit conflicts of interest, and follow governance standards. It matters to investors because these protections and transparency rules act like a referee and scoreboard, helping people compare funds, trust that managers follow fair practices, and spot hidden costs or risks.
parent holding companyfinancial
"Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What percentage of Morningstar (MORN) does Baron Capital report owning?
Baron Capital and related filers report beneficial ownership of 3,499,146 shares of Morningstar common stock, representing 9.2% of the outstanding class. This confers significant influence but not majority control over the company’s equity.
How many Morningstar (MORN) shares does Baron Capital have voting power over?
The Baron entities report shared voting power over 3,495,380 shares of Morningstar common stock and no sole voting power. Voting and investment decisions are made on a shared basis for these client-held accounts.
Who is the reporting person on the Morningstar (MORN) Schedule 13G?
The Schedule 13G is filed by Baron Capital Group, Inc., BAMCO, Inc., Baron Capital Management, Inc., and Ronald Baron. BAMCO and Baron Capital Management are subsidiaries of Baron Capital Group, which is controlled by Ronald Baron.
Do Baron Capital’s clients individually hold more than 5% of Morningstar (MORN)?
According to the filing, advisory clients of BAMCO and Baron Capital Management are the economic owners of the Morningstar shares, and, to the filers’ knowledge, no such client holds more than 5% of the outstanding class.
What type of ownership power does Baron Capital report for Morningstar (MORN) shares?
The Baron entities report no sole power to vote or dispose of Morningstar shares. They report shared voting power over 3,495,380 shares and shared dispositive power over 3,499,146 shares, reflecting their role as investment advisers.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Morningstar, Inc.
(Name of Issuer)
Common stock, no par value
(Title of Class of Securities)
617700109
(CUSIP Number)
06/30/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
617700109
1
Names of Reporting Persons
BAMCO INC /NY/
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
NEW YORK
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
3,229,308.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
3,233,074.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,233,074.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
8.5 %
12
Type of Reporting Person (See Instructions)
IA, CO
SCHEDULE 13G
CUSIP Number(s):
617700109
1
Names of Reporting Persons
Baron Capital Group, Inc.
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
NEW YORK
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
3,495,380.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
3,499,146.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,499,146.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
9.2 %
12
Type of Reporting Person (See Instructions)
CO, HC
SCHEDULE 13G
CUSIP Number(s):
617700109
1
Names of Reporting Persons
Baron Capital Management, Inc.
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
NEW YORK
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
266,072.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
266,072.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
266,072.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
0.7 %
12
Type of Reporting Person (See Instructions)
IA, CO
SCHEDULE 13G
CUSIP Number(s):
617700109
1
Names of Reporting Persons
Ronald Baron
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
3,495,380.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
3,499,146.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,499,146.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
9.2 %
12
Type of Reporting Person (See Instructions)
HC, IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Morningstar, Inc.
(b)
Address of issuer's principal executive offices:
22 WEST WASHINGTON STREET, CHICAGO, IL, 60602
Item 2.
(a)
Name of person filing:
Baron Capital Group, Inc. ("BCG"),
BAMCO, Inc. ("BAMCO"),
Baron Capital Management, Inc. ("BCM"),
Ronald Baron
(b)
Address or principal business office or, if none, residence:
767 Fifth Avenue, 49th Floor,
New York, NY 10153
(c)
Citizenship:
BCG, BAMCO and BCM are New York corporations. Ronald Baron is a citizen of the United States.
(d)
Title of class of securities:
Common stock, no par value
(e)
CUSIP Number(s):
617700109
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
3,499,146
(b)
Percent of class:
9.2 %
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
0
(ii) Shared power to vote or to direct the vote:
3,495,380
(iii) Sole power to dispose or to direct the disposition of:
0
(iv) Shared power to dispose or to direct the disposition of:
3,499,146
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
The advisory clients of BAMCO and BCM have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Issuer's common stock in their accounts. To the best of the Filing Persons' knowledge, no such person has such interest relating to more than 5% of the outstanding class of securities.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
BAMCO and BCM are subsidiaries of BCG. Ronald Baron owns a controlling interest in BCG.
Item 8.
Identification and Classification of Members of the Group.
If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(K), so indicate under Item 3(k) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group.
See Item 3.
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
