S&P Global (SPGI) Board clears Mobility Global spin-off with 1-for-1 share distribution
Rhea-AI Filing Summary
S&P Global Inc. is moving forward with the separation of its Mobility division into a new independent public company, Mobility Global Inc., through a tax-free spin-off. The Board has approved a pro rata distribution of 100% of Mobility Global’s common stock to S&P Global shareholders.
Shareholders of record on June 15, 2026 will receive one share of Mobility Global common stock for every share of S&P Global common stock they hold. The distribution is expected to occur at 12:01 a.m. New York City time on July 1, 2026, after which S&P Global will retain no ownership in Mobility Global.
The spin-off remains subject to customary conditions, including SEC effectiveness of Mobility Global’s Form 10 and the Board not determining it is inadvisable to proceed. A “when-issued” market for Mobility Global (ticker MBGL WI) and separate “regular-way” and “ex-distribution” lines for S&P Global shares are expected between June 26 and June 30, 2026.
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Insights
S&P Global is executing a structured spin-off of its Mobility division on set June–July 2026 dates.
S&P Global plans to separate its Mobility division via a one-for-one share distribution, creating Mobility Global Inc. as a standalone public company. Shareholders of record on June 15, 2026 will receive Mobility Global shares proportional to their S&P Global holdings.
The distribution is expected at 12:01 a.m. on July 1, 2026, with S&P Global retaining no ownership afterward. Completion depends on customary conditions, notably SEC effectiveness of Mobility Global’s Form 10 and the Board not later deeming the spin-off inadvisable.
Trading mechanics are outlined in detail. A “when-issued” market for Mobility Global under symbol MBGL WI and parallel “regular-way” and “ex-distribution” lines for SPGI are expected from June 26, 2026 through June 30, 2026, which may affect how current shareholders’ rights to the new shares track during that window.
8-K Event Classification
Key Figures
Key Terms
pro rata distribution financial
when-issued market
ex-distribution market
Form 10 regulatory
forward-looking statements regulatory
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
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Item 8.01 Other Events
On May 20, 2026, the Board of Directors (the “Board”) of S&P Global Inc. (“S&P Global”) approved the previously announced separation of its Mobility division (the “Separation”), which will be achieved through a pro rata distribution of 100% of the outstanding shares of common stock of Mobility Global Inc. (“Mobility Global”) to the holders of S&P Global common stock as of the record date of June 15, 2026 (the “record date”).
Each of S&P Global’s shareholders as of the record date will be entitled to receive one share of Mobility Global common stock for every share of S&P Global common stock held by such shareholder at the close of business on the record date. The distribution is expected to be effective at 12:01 a.m. New York City time on July 1, 2026. Following the Separation, Mobility Global will be an independent, public company, and S&P Global will retain no ownership interest in Mobility Global.
The completion of the distribution is subject to the satisfaction or waiver of certain customary conditions, including that Mobility Global’s registration statement on Form 10 shall have been declared effective by the Securities and Exchange Commission and that no determination will have been made by the Board that it is inadvisable to proceed with the distribution.
A copy of the press release announcing these matters is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
| Exhibit No. | Description | |
| 99.1 | Press Release issued by S&P Global Inc., dated May 21, 2026, announcing the approval of the separation of Mobility Global. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Dated: May 21, 2026 | S&P Global Inc. | |
| By: | /s/ Judah Bareli | |
| Judah Bareli | ||
| Vice President, Associate General Counsel & Corporate Secretary | ||
Exhibit 99.1
S&P Global Announces Approval of Separation of Mobility Global
NEW YORK, May 21, 2026 - S&P Global Inc. (NYSE: SPGI) (“S&P Global’’) today announced that its Board of Directors (the “Board”) has approved the previously announced separation of its Mobility division, and the creation of an independent, public company, Mobility Global Inc. (“Mobility Global”).
The separation will be achieved through a pro rata distribution of 100% of the outstanding shares of Mobility Global common stock to the holders of S&P Global common stock. S&P Global shareholders will receive one share of Mobility Global common stock for every share of S&P Global common stock held at the close of business on the record date of June 15, 2026 (the “record date”). The distribution of Mobility Global shares is expected to be effective at 12:01 a.m. New York City time on July 1, 2026.
The holders of S&P Global common stock entitled to receive the distribution will receive a book-entry account statement or a credit to their brokerage account reflecting their ownership of Mobility Global common stock. No action is required by S&P Global shareholders to receive Mobility Global shares in the distribution.
Fractional shares of Mobility Global common stock will not be distributed. Any fractional share of Mobility Global common stock otherwise issuable to a holder of S&P Global common stock will be sold in the open market on such shareholder’s behalf, and such shareholder will receive a cash payment for the fractional share based on its pro rata portion of the net cash proceeds from all sales of fractional shares.
Prior to the distribution, S&P Global expects to deliver an information statement to all shareholders entitled to receive the distribution. The information statement will describe Mobility Global, including the risks of owning Mobility Global common stock and other details regarding the separation.
The completion of the distribution is subject to a number of customary conditions, including that Mobility Global’s registration statement on Form 10 shall have been declared effective by the Securities and Exchange Commission and that no determination will have been made by the Board that it is inadvisable to proceed with the distribution.
S&P Global expects that a “when-issued” public trading market for Mobility Global common stock will commence on or about June 26, 2026 under the symbol “MBGL WI,” and will continue through June 30, 2026. S&P Global also anticipates that “regular-way” trading of Mobility Global common stock will begin on July 1, 2026.
Beginning on or about June 26, 2026, and through June 30, 2026, it is expected that there will be two ways to trade S&P Global common stock – either with or without the distribution of Mobility Global common stock. S&P Global shareholders who sell their shares of S&P Global common stock in the “regular-way” market (that is, the normal trading market under the symbol “SPGI”) after June 26, 2026 and on or prior to June 30, 2026 will be selling their right to receive shares of Mobility Global common stock in connection with the separation. Alternatively, S&P Global shareholders who sell their shares of S&P Global common stock in the “ex-distribution” market during the same period under the symbol “SPGI WI” will not be selling their right to receive shares of Mobility Global common stock in connection with the separation. Investors are encouraged to consult with their financial advisors regarding the specific implications of buying or selling shares of S&P Global common stock on or before June 30, 2026.
Following the distribution, Mobility Global will be an independent, public company. Mobility Global expects to receive authorization to list its common stock on the New York Stock Exchange under the ticker symbol “MBGL”.
Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC are serving as financial advisors and Davis Polk & Wardwell LLP is serving as legal counsel to S&P Global.
About S&P Global
S&P Global (NYSE: SPGI) enables businesses, governments, and individuals with trusted data, expertise and technology to make decisions with conviction. We are Advancing Essential Intelligence through world-leading benchmarks, data, and insights that customers need in order to plan confidently, act decisively, and thrive in a rapidly changing global landscape.
From helping our customers assess new investments across the capital and commodities markets to navigating the energy expansion, acceleration of artificial intelligence, and evolution of public and private markets, we enable the world’s leading organizations to unlock opportunities, solve challenges, and plan for tomorrow – today. Learn more at www.spglobal.com.
Investor Relations: https://investor.spglobal.com
About Mobility Global
Mobility Global is the world’s standard for mobility intelligence, providing critical data and analytics across the full vehicle lifecycle. Its portfolio of trusted brands and products includes CARFAX, automotiveMastermind, Polk Automotive Solutions, and Market Scan, supporting the world’s major automakers, suppliers, dealer groups, media, financial institutions, and consumers with data, forecast, insights, technology, and innovation. Additional information about the planned separation is available at https://investor.spglobal.com.
Contacts:
S&P
Global Investor Relations:
Mark Grant
Senior Vice President, Investor Relations and Treasurer
Tel: +1 (347) 640-1521
mark.grant@spglobal.com
Media:
Christina Twomey
Chief Communications Officer, S&P Global
Tel: +1 (646) 407-3001
christina.twomey@spglobal.com
Mobility
Global Investor Relations:
Tejal Engman
Managing Director, Investor Relations
ir@mobilityglobal.com
Media:
mobilitycomms@spglobal.com
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Forward-Looking Statements
This press release contains “forward-looking statements,” as defined in the Private Securities Litigation Reform Act of 1995. These statements, which express management’s current views concerning future events, trends, contingencies or results, appear at various places in this press release and use words like “anticipate,” “assume,” “believe,” “continue,” “estimate,” “expect,” “forecast,” “future,” “intend,” “plan,” “potential,” “predict,” “project,” “strategy,” “target” and similar terms, and future or conditional tense verbs like “could,” “may,” “might,” “should,” “will” and “would.” For example, management may use forward-looking statements when addressing topics such as: the outcome of contingencies; future actions by regulators; changes in the business strategies and methods of generating revenue of S&P Global Inc. (the “Company”); the development and performance of the Company’s services and products; the expected impact of acquisitions and dispositions; the Company’s effective tax rates; the Company’s cost structure, dividend policy, cash flows or liquidity; and the anticipated separation of S&P Global Mobility (“Mobility”) into a standalone public company.
Forward-looking statements are subject to inherent risks and uncertainties. Factors that could cause actual results to differ materially from those expressed or implied in forward-looking statements include, among other things:
| · | worldwide economic, financial, political, and regulatory conditions (including slower GDP growth or recession, restrictions on trade (e.g., tariffs), instability in the banking sector and inflation), and factors that contribute to uncertainty and volatility (e.g., supply chain risk), geopolitical uncertainty (including military conflict), natural and man-made disasters, civil unrest, public health crises (e.g., pandemics), and conditions that result from legislative, regulatory, trade and policy changes, including from the U.S. administration; |
| · | the volatility and health of debt, equity, commodities, energy and automotive markets, including credit quality and spreads, the composition and mix of credit maturity profiles, the level of liquidity and future debt issuances, equity flows from active to passive, fluctuations in average asset prices in global equities, demand for investment products that track indices and assessments and trading volumes of certain exchange traded derivatives; |
| · | the demand and market for credit ratings in and across the sectors and geographies where the Company operates; |
| · | the Company’s ability to maintain adequate physical, technical and administrative safeguards to protect the security of confidential information and data, or protect against a system or network disruption that results in regulatory penalties and remedial costs or improper disclosure of confidential information or data; |
| · | the outcome of litigation, government and regulatory proceedings, investigations and inquiries; |
| · | concerns in the marketplace affecting the Company’s credibility or otherwise affecting market perceptions of the integrity or utility of independent credit ratings, benchmarks, indices and other services; |
| · | the level of merger and acquisition activity in the United States and abroad; |
| · | the level of the Company’s future cash flows and capital investments; |
| · | the effect of competitive products (including those incorporating artificial intelligence (“AI”)) and pricing, including the level of success of new product developments and global expansion; |
| · | the impact of customer cost-cutting pressures; |
| · | a decline in the demand for our products and services by our customers and other market participants; |
| · | our ability to develop new products or technologies, to integrate our products with new technologies (e.g., AI), or to compete with new products or technologies offered by new or existing competitors; |
| · | the introduction of competing products (including those developed by AI) or technologies by other companies; |
| · | our ability to protect our intellectual property from unauthorized use and infringement, including by others using AI technologies, and to operate our business without violating third-party intellectual property rights, including through our own use of AI in our products and services; |
| · | our ability to attract, incentivize and retain key employees, especially in a competitive business environment; |
| · | our ability to successfully navigate key organizational changes; |
| · | the continuously evolving regulatory environment in Europe, the United States and elsewhere around the globe affecting each of our businesses and the products they offer, and our compliance therewith; |
| · | the Company’s exposure to potential criminal sanctions or civil penalties for noncompliance with foreign and U.S. laws and regulations that are applicable in the jurisdictions in which it operates, including sanctions laws relating to countries such as Iran, Russia and Venezuela, anti-corruption laws such as the U.S. Foreign Corrupt Practices Act and the U.K. Bribery Act of 2010, and local laws prohibiting corrupt payments to government officials, as well as import and export restrictions; |
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| · | the Company’s ability to make acquisitions and dispositions and successfully integrate the businesses we acquire; |
| · | consolidation of the Company’s customers, suppliers or competitors; |
| · | the ability of the Company, and its third-party service providers, to maintain adequate physical and technological infrastructure; |
| · | the Company’s ability to successfully recover from a disaster or other business continuity problem, such as an earthquake, hurricane, flood, civil unrest, protests, military conflict, terrorist attack, outbreak of pandemic or contagious diseases, security breach, cyber attack, data breach, power loss, telecommunications failure or other natural or man-made event; |
| · | the impact on the Company’s revenue and net income caused by fluctuations in foreign currency exchange rates; |
| · | the impact of changes in applicable tax or accounting requirements on the Company; |
| · | the separation of Mobility not being consummated within the anticipated time period or at all; |
| · | the ability of the separation of Mobility to qualify for tax-free treatment for U.S. federal income tax purposes; |
| · | any disruption to the Company’s business in connection with the proposed separation of Mobility; |
| · | any loss of synergies from separating the businesses of Mobility and the Company that adversely impact the results of operations of both businesses, or the companies resulting from the separation of Mobility not realizing all of the expected benefits of the separation; and |
| · | following the separation of Mobility, the combined value of the common stock of the two publicly-traded companies not being equal to or greater than the value of the Company’s common stock had the separation not occurred. |
The factors noted above are not exhaustive. The Company and its subsidiaries operate in a dynamic business environment in which new risks emerge frequently. Accordingly, the Company cautions readers not to place undue reliance on any forward-looking statements, which speak only as of the dates on which they are made. The Company undertakes no obligation to update or revise any forward-looking statement to reflect events or circumstances arising after the date on which it is made, except as required by applicable law. Further information about the Company’s businesses, including information about factors that could materially affect its results of operations and financial condition, is contained in the Company’s filings with the SEC, including Item 1A, Risk Factors in our most recently filed Annual Report on Form 10-K.
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FAQ
What did S&P Global (SPGI) announce about its Mobility division?
S&P Global’s Board approved the separation of its Mobility division into a new independent public company, Mobility Global Inc. The separation will occur through a pro rata distribution of 100% of Mobility Global shares to S&P Global shareholders, based on their existing common stock holdings.
What are the key dates for the S&P Global Mobility Global spin-off?
The record date for the distribution is June 15, 2026. The distribution of Mobility Global shares is expected to be effective at 12:01 a.m. New York City time on July 1, 2026. When-issued trading is expected to run from June 26 through June 30, 2026.
Will S&P Global retain any ownership in Mobility Global after the separation?
No. Following the distribution, Mobility Global will be an independent public company, and S&P Global will retain no ownership interest. Shareholders receiving Mobility Global shares will directly hold the new company without S&P Global maintaining a continuing equity stake.
What trading symbols will apply to Mobility Global and S&P Global around the spin-off?
Mobility Global is expected to trade when-issued under the symbol MBGL WI starting around June 26, 2026, then regular-way as MBGL from July 1, 2026. During June 26–30, S&P Global will trade both as SPGI (regular-way) and SPGI WI (ex-distribution).
What conditions must be met before the Mobility Global distribution is completed?
The distribution is subject to customary conditions, including SEC effectiveness of Mobility Global’s registration statement on Form 10. It also depends on the S&P Global Board not determining that it is inadvisable to proceed with the proposed spin-off before the planned distribution date.