Morningstar reports Q3 2026 results

Item 2.02. Results of Operations and Financial Condition.

On October 28, 2026, Morningstar, Inc. (the "Company" or "we") issued a press release announcing its financial results for the quarter ended September 30, 2026¹ (the "Earnings Release"). A copy of the Earnings Release is attached hereto as Exhibit 99.1³ and incorporated herein by reference.

Additionally, on October 28, 2026, the Company published a Supplemental Presentation and a Shareholder Letter.² A copy of the Supplemental Presentation and Shareholder Letter are attached hereto as Exhibits 99.2 and 99.3, respectively³, and incorporated herein by reference.

The Earnings Release, Supplemental Presentation, and Shareholder Letter shall each be deemed furnished, not filed, for purposes of this Current Report on Form 8-K⁴ (this "Report").

Item 7.01. Regulation FD Disclosure

The information set forth under Item 2.02, "Results of Operations and Financial Condition" is incorporated herein by reference.⁵

Information or documents on the Company's website referred to in this Report or in the exhibits to this Report are not incorporated by reference into this Report.

Cautionary Note Regarding Forward-Looking Statements⁵

This Report contains forward-looking statements as that term is used in the Private Securities Litigation Reform Act of 1995. These statements are based on our current expectations about future events or future financial performance. Forward-looking statements by their nature address matters that are, to different degrees, uncertain, and often contain words such as "aim," "committed," "consider," "future," "is designed to," "maintain," "may," "might," "objective," "ongoing," "could," "possible," "potential," "seek," "anticipate," "believe," "predict," "prospects," "continue," "strategy," "will," "would," "evaluate," or the negative thereof, and similar expressions. These statements involve known and unknown risks and uncertainties that may cause the events we discuss not to occur or to differ significantly from what we expect. For us, these risks and uncertainties include, among others, failing to maintain and protect our brand, independence, and reputation; failing to prevent and/or mitigate cybersecurity events and the failure to protect confidential information, including personal information about individuals; changing economic and market conditions, including prolonged volatility, recessions, inflation, or downturns affecting the financial, data and software sectors and global financial markets, fluctuating interest rates, and the impacts of global trade policies, may negatively impact our financial results, including those of our asset-based businesses; compliance failures, regulatory action, or changes in or expansion of laws applicable to our regulated businesses; failing to innovate or streamline our product and service offerings or meet or anticipate our clients' changing needs; the impact of artificial intelligence technologies and related costs on our business and reputation, as well as legal and reputational risks as they are incorporated into our products and tools; failing to detect errors in our products or methodology or our products performing improperly due to defects, malfunctions or similar problems; failing to recruit, develop, and retain qualified employees; failing to scale our operations and increase productivity in order to implement our business plans and strategies, including failing to manage costs related thereto; liability for any losses that result from errors in our automated advisory tools or errors in the use of the information and data we collect; inadequacy of our operational risk management and business continuity programs to address materially disruptive events; our strategic transactions, acquisitions, divestitures and investments in companies or technologies failing to yield expected business or financial benefits, negatively impacting our operating results and our ability to deliver long-term value to shareholders; triggering events for impairment of goodwill or assets; failing to maintain growth across our businesses due to changes in geopolitics and the regulatory landscape; failing to recognize deferred revenue; liability relating to the information and data we collect, store, use, create, and distribute or the reports that we publish or are produced by our software products; the potential adverse effect of our indebtedness (and rising interest rates) on our cash flow and financial and operational flexibility; liability, regulatory scrutiny, costs and reputational risks relating to environmental, social, and governance considerations; our dependence on third-party service providers in our operations; inadequacy of our insurance coverage; challenges in accounting for tax complexities in the global jurisdictions we operate in could materially affect our tax obligations and tax rates; the potential impact of vendor consolidation and clients' strategic decisions to replace our products and services with in-house products and services; our ability to build and maintain short-term and long-term shareholder value and pay dividends to our shareholders; our ability to repurchase shares of our common stock; our ability to maintain existing business and renewal rates and to gain new business; the impact of recently issued accounting pronouncements on our consolidated financial statements and related disclosures; volatility in on our stock price due to market conditions, any future sales of our common stock, and fluctuations in our operating results; and failing to protect our intellectual property rights or claims of intellectual property infringement against us. A more complete description of these risks and uncertainties, among others, can be found in our filings with the SEC, including our most recent Annual Report on Form 10-K and our Quarterly Reports on Form 10-Q for the quarters ended March 31, 2026 and June 30, 2026. If any of these risks and uncertainties materialize, our actual future results and other future events may vary significantly from what we expect. We do not undertake to update our forward-looking statements as a result of new information, future events or otherwise, except as may be required by law. You are, however, advised to review any further disclosures we make on related subjects, and about new or additional risks, uncertainties and assumptions in our future filings with the SEC on Forms 10-K, 10-Q, and 8-K.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits:

Exhibit No. Description

99.1

Earnings Release dated October 28, 2026.

99.2

Supplemental Presentation dated October 28, 2026.

99.3

Shareholder Letter dated October 28, 2026.

104 The cover page from this Current Report on Form 8-K formatted in Inline XBRL (included as Exhibit 101).

_____________________________________________________________________________________

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

MORNINGSTAR, INC.

Date: October 28, 2026 By:/s/ Michael Holt

Name: Michael Holt

Title: Chief Financial Officer

News Release

Illinois 60602

FOR IMMEDIATE RELEASE

Morningstar, Inc. Reports Third-Quarter 2026 Financial Results

CHICAGO, Oct. 28, 2026 - Morningstar, Inc. (Nasdaq: MORN) reported growth in revenue, operating and adjusted operating income, and margins in the third quarter.

"We continue to put important product enhancements in the hands of our clients while delivering profitable growth," said Morningstar CEO Kunal Kapoor. "This month, we launched Direct AI, which features agentic workflows backed by our trusted data, research, and analytics. As clients increasingly engage with our data within AI-driven workflows, we're also seeing strong adoption across our MCP offerings, with cumulative tool calls through the PitchBook Data Premium Connector surpassing 13 million in October, up from 1 million in July."

The Company's quarterly shareholder letter available at shareholders.morningstar.com provides more context on its third-quarter results and business performance.

Third-Quarter 2026 Financial Highlights

• Reported revenue increased 8.9% to $672.1 million compared to the prior-year period; organic revenue increased 6.8%.⁶ Excluding the impact of sunsetting certain products, organic revenue would have increased 7.8%.

• Reported operating income increased 31.0% to $167.4 million⁷; adjusted operating income increased 26.1%.

• Diluted net income per share increased 41.0% to $3.06; adjusted diluted net income per share increased 36.5% to $3.48.⁸

• Cash provided by operating activities decreased 2.6% to $190.7 million; free cash flow decreased 2.9% to $155.4 million¹⁰, as higher cash earnings were more than offset by less favorable working capital movements compared with the prior-year period.

• Share repurchases totaled 486,573 shares for $100.0 million.¹¹

Year-To-Date Financial Highlights

• Reported revenue increased 9.7% to $2.0 billion compared to the prior-year period; organic revenue increased 7.0%. Excluding the impact of sunsetting certain products, organic revenue would have increased 8.3%.

• Reported operating income increased 31.9% to $483.9 million; adjusted operating income increased 26.8%.

• Diluted net income per share increased 41.6% to $8.61; adjusted diluted net income per share increased 35.9% to $9.76.

• Cash provided by operating activities increased 13.5% to $437.9 million; free cash flow increased 17.8% to $331.5 million.

• Share repurchases totaled 2,777,829 shares for $500.0 million.

Third-Quarter 2026 Results

Revenue increased 8.9% to $672.1 million on a reported basis and 6.8% on an organic basis versus the prior-year period. Morningstar Credit and Morningstar Direct Platform were the largest contributors to organic revenue growth. Excluding the impact of sunsetting Morningstar Office in Morningstar Wealth and the second-party opinions product in Morningstar Sustainalytics, organic revenue would have increased 7.8%.

Operating expense increased 3.0% to $504.7 million versus the prior-year period¹², primarily driven by:

• A $7.1 million increase in certain technology infrastructure costs¹² largely driven by cloud costs associated with the migration from on-premise data centers and costs associated with AI initiatives.

• A $5.3 million increase in advertising and marketing expense¹², primarily driven by corporate brand activities and the launch of the Game On brand campaign.

These increases were partially offset by a $7.9 million decline in compensation costs.¹³ Lower compensation costs were primarily driven by a decline in bonus expense compared to the relatively high level in the prior-year period, partially offset by a $6.9 million increase in severance costs.

Third-quarter operating income increased 31.0% to $167.4 million. Adjusted operating income was $189.9 million, an increase of 26.1%. Third-quarter operating margin was 24.9%, compared with 20.7% in the prior-year period.¹⁴ Adjusted operating margin was 28.3% in the third quarter of 2026, versus 24.4% in the prior-year period. The acquisition of CRSP was accretive to adjusted operating margin in the quarter.

Net income in the third quarter of 2026 was $115.5 million⁹, or $3.06 per diluted share, compared with net income of $91.6 million, or $2.17 per diluted share, in the prior-year period, an increase of 41.0% on a per diluted share basis. Adjusted diluted net income per share increased 36.5% to $3.48 in the third quarter of 2026, compared with $2.55 in the prior-year period.

The Company's effective tax rate decreased to 25.0% in the third quarter of 2026, compared with 25.5% in the prior-year period.

Segment Highlights

Morningstar Direct Platform

Morningstar Essentials products. Morningstar