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MSCI, Inc. 8-K Filings

MSCI NYSE

Every 8-K that MSCI, Inc. (MSCI) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow MSCI and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full MSCI filings page.

Rhea-AI Summary

MSCI Inc. reported that its Board of Directors appointed Chief Financial Officer Andrew C. Wiechmann to serve as the company’s principal accounting officer on an interim basis, effective August 10, 2026, following the previously disclosed departure of the Global Controller and Chief Accounting Officer. He will continue as Chief Financial Officer and principal financial officer.

Also effective August 10, 2026, Kristine Johnson was appointed interim Global Controller, reporting to Mr. Wiechmann. She has been Commercial Controller and Head of Revenue Operations since April 2025 and previously led External Reporting. MSCI stated there will be no new compensatory arrangements for Mr. Wiechmann in connection with these added responsibilities.

Rhea-AI Summary

MSCI Inc. reported higher revenue and earnings for the quarter ended June 30, 2026. Operating revenues were $867.0 million, up 12.2% from $772.7 million a year earlier, supported by 26.6% growth in asset-based fees and 9.0% growth in recurring subscriptions. Net income rose to $342.0 million and diluted EPS to $4.69, while operating margin improved to 56.2% and adjusted EBITDA reached $538.5 million with a 62.1% margin.

For the first six months of 2026, operating revenues were $1,717.8 million and net income $748.0 million, with free cash flow of $604.4 million. AUM in ETFs linked to MSCI equity indexes reached $2,818 billion at June 30, 2026, and total Run Rate increased to $3,479.7 million. Updated 2026 guidance includes operating expenses of $1,535–$1,575 million and free cash flow of $1,485–$1,545 million, assuming the First Street acquisition closes in the third quarter of 2026.

Rhea-AI Summary

MSCI Inc. reported the results of its virtual annual meeting of stockholders held on April 21, 2026. Stockholders entitled to vote held 73,120,206 shares of common stock, with each share carrying one vote.

All eleven director nominees received a majority of votes cast “for” or “against” and were elected. Proposal 2 received 59,076,413 votes for, 4,061,619 against and 106,659 abstentions, while Proposal 3 was ratified with 65,169,698 votes for, 1,132,416 against and 101,547 abstentions.

Rhea-AI Summary

MSCI Inc. reported strong first quarter 2026 results with double‑digit growth and solid cash generation. Operating revenues rose to $850.8 million from $745.8 million, a 14.1% increase, driven by higher recurring subscriptions and a 26.6% rise in asset-based fees. Operating income increased to $456.9 million from $377.0 million, and net income grew to $406.0 million from $288.6 million, helped by an $88 million tax benefit from an internal legal entity restructuring.

Basic diluted EPS rose to $5.53 from $3.71, while adjusted EPS, which excludes amortization and discrete tax items, improved to $4.55 from $4.00. Adjusted EBITDA increased to $504.7 million from $425.6 million, with the adjusted EBITDA margin rising to 59.3% from 57.1%. Free cash flow reached $278.0 million, up from $268.8 million, as the company continued share repurchases and dividend payments.

MSCI reaffirmed its full-year 2026 guidance for operating expenses, adjusted EBITDA expenses, interest expense, tax rate, capital expenditures, operating cash flow and free cash flow. Depreciation and amortization guidance was slightly raised to $190–$200 million. Total Run Rate at March 31, 2026 grew 12.7% year over year to $3,357.3 million, and organic operating revenue growth was 13.3%, indicating a healthy recurring revenue base.

Rhea-AI Summary

MSCI Inc. announced that C. Jack Read, its Global Controller and Chief Accounting Officer and principal accounting officer, has informed the company of his intention to resign to pursue another opportunity. He will remain in his current role until August 9, 2026 to support continuity.

The company states that Mr. Read’s decision to resign is not due to any disagreement regarding financial statements, internal control over financial reporting, operations, policies or practices. MSCI has started a process to identify a successor for the Global Controller and Chief Accounting Officer role.

Rhea-AI Summary

MSCI Inc. entered into an amendment to its Master Index License Agreement for exchange-traded funds with BlackRock Fund Advisors, extending the agreement’s term until March 31, 2035, with automatic three-year renewals unless either party gives notice of termination.

The amendment keeps MSCI licensing certain equity indexes for use as ETF benchmarks and maintains a periodic license fee based on each fund’s assets under management and expense ratio. Beginning January 1, 2026, with further changes on January 1, 2027, fees for certain funds are revised, with changes varying by fund expense ratio. The revised structure aims to support long-term growth through a price and volume tradeoff. A recent Schedule 13G/A filing shows BlackRock exercising investment discretion over 5,400,012 MSCI shares, or 7.3% of the company’s outstanding common stock as of late 2024.

Rhea-AI Summary

MSCI Inc. furnished an update on its financial performance by releasing a press release covering results for the fourth quarter and full year ended December 31, 2025. The company made this financial information publicly available through a press release dated January 28, 2026, attached as an exhibit.

The press release includes non-GAAP financial measures along with definitions, explanations of why management considers them useful, and reconciliations to comparable GAAP figures. This information is furnished rather than filed, which limits its use in certain securities law contexts unless specifically incorporated by reference in other documents.

Rhea-AI Summary

MSCI Inc. announced that C.D. Baer Pettit has decided to retire from the company, triggering a staged leadership transition. He stopped serving as Chief Operating Officer on November 12, 2025, and will step down as President and as a member of the Board of Directors effective March 1, 2026. From March 1, 2026 through a date in the third quarter of 2026, he is expected to serve in an advisory role to help ensure a smooth handover of responsibilities. On March 1, 2026, Chief Executive Officer Henry A. Fernandez will also take on the title of President with no changes to his compensation, and the Board size will be reduced from twelve to eleven directors.

Rhea-AI Summary

MSCI Inc. completed a public offering of $500.0 million aggregate principal amount of 5.150% senior unsecured notes due 2036. The sale was registered on Form S-3 (File No. 333-277791) and offered via a prospectus dated March 8, 2024 and a prospectus supplement dated October 30, 2025.

Following the issuance, MSCI updated its full-year 2025 guidance for interest expense (including amortization of financing fees) to approximately $210 to $213 million, compared with prior guidance of $205 to $209 million, reflecting changes in expected average debt balances and effective rates. MSCI notes that SOFR-driven changes to variable-rate borrowings and overall indebtedness levels can affect interest expense, while the majority of its debt consists of fixed-rate senior unsecured notes.

The notes were issued under an Indenture dated August 8, 2025 and a Second Supplemental Indenture dated November 6, 2025, with Wilmington Trust, National Association, as trustee.

Rhea-AI Summary

MSCI Inc. furnished third‑quarter financial information for the period ended September 30, 2025 via a press release attached as Exhibit 99.1. The release includes non‑GAAP measures with definitions and GAAP reconciliations.

Separately, on October 25, 2025, the Board authorized a new share repurchase program for up to $3.0 billion of common stock, which supersedes and replaces the prior program authorized on October 28, 2024. Repurchases may occur from time to time in open‑market or privately negotiated transactions, including accelerated share repurchases, trading plans, or derivative transactions. The timing, price and amount will depend on market conditions, capital resources, applicable laws and other factors, and the authorization may be modified, suspended or terminated at any time.

Rhea-AI Summary

MSCI updated its 2025 interest expense outlook after issuing $1.25 billion of 5.25% senior notes due 2035 and repaying borrowings under its revolving credit facility on August 11, 2025. The company now expects full-year 2025 interest expense (including amortization of financing fees) of approximately $205 to $209 million, up from prior guidance of $182 to $186 million. For the quarter ending September 30, 2025, MSCI currently expects interest expense of approximately $54 to $55 million.

The company attributes the change to the August 2025 issuance and the resulting higher expected debt balance for 2025. Other components of its previously issued full-year 2025 guidance remain unchanged. MSCI notes its guidance depends on macroeconomic and capital markets assumptions and warns actual results could differ materially.

Rhea-AI Summary

MSCI Inc. entered into a Third Amended and Restated Credit Agreement on August 20, 2025, replacing its prior facility. The agreement increases total revolving commitments to $1.60 billion, up from $1.25 billion, and extends availability to August 20, 2030, providing a longer-dated source of liquidity for general corporate purposes, including working capital and acquisitions permitted under the agreement.

The new unsecured senior facility keeps the maximum consolidated leverage ratio at 4.25:1.00, or 4.50:1.00 for four quarters following a material acquisition, while changing the interest coverage covenant so it is tested at fiscal quarter-end only if MSCI lacks investment-grade ratings from at least two of Moody’s, S&P or Fitch. It also removes the 0.10% Term SOFR adjustment that previously applied to Term SOFR-based borrowings, and retains customary covenants and events of default that are generally similar to the prior agreement with certain modifications in favor of the company and its subsidiaries.

Rhea-AI Summary

MSCI Inc. completed a public offering of $1.25 billion aggregate principal amount of 5.250% senior unsecured notes due 2035 on August 8, 2025. The securities were sold under an underwriting agreement dated August 5, 2025, with J.P. Morgan Securities LLC and BofA Securities, Inc. as representatives, and were registered on Form S-3 (File No. 333-277791) using a prospectus dated March 8, 2024 and a prospectus supplement dated August 5, 2025. The notes were issued under an Indenture with Wilmington Trust, National Association, as trustee, supplemented by a First Supplemental Indenture dated August 8, 2025. An opinion of Davis Polk & Wardwell LLP relating to the legality of the notes is filed as Exhibit 5.1.

8-K