Form 4: Morningstar Executive Chairman's Stock Transactions

Joseph D. Mansueto, Executive Chairman of Morningstar, reported a gift of 27,775 common shares and significant trust-related stock movements.

Summary

• Joseph D. Mansueto, Executive Chairman, Director, and 10% Owner of Morningstar, Inc. (MORN), reported transactions on December 12, 2025.
• A gift (Transaction Code 'G') of 27,775 shares of Morningstar common stock was made at a price of $0.
• Following these transactions, Mansueto directly owns 8,238,232 shares of Morningstar common stock.
• He indirectly beneficially owns 6,282,935 shares through grantor retained annuity trusts (GRATs) for the benefit of himself and his children, where he serves as trustee.
• An additional 150,000 shares are indirectly owned through trusts for his children, with his spouse acting as trustee.
• In the fourth quarter of 2025, 1,500,000 shares of Morningstar common stock were contributed to a grantor retained annuity trust, shifting them from direct to indirect holdings.
• Also in the fourth quarter of 2025, 1,165,192 shares of Morningstar common stock were distributed to Mansueto from grantor retained annuity trusts, changing them from indirect to direct holdings.

Sentiment

Score: 5

Explanation: The filing reports routine insider transactions, primarily related to estate planning and a gift, rather than market-driven buying or selling. This type of transaction is generally considered neutral in terms of immediate market sentiment.

Industry Context

This filing is a routine insider transaction report and does not provide information related to broader industry trends or competitive landscape.

Related Party Transactions

• Contribution of 1,500,000 shares to a grantor retained annuity trust for the benefit of the reporting person and his children.
• Distribution of 1,165,192 shares from grantor retained annuity trusts established for the benefit of the reporting person and his children.
• Beneficial ownership of 6,282,935 shares held in grantor retained annuity trusts for the benefit of the reporting person and his children, with the reporting person as trustee.
• Beneficial ownership of 150,000 shares held in trusts for the benefit of the reporting person's children, with the reporting person's spouse as trustee.

Stakeholder Impact

• The transactions represent routine estate planning and gifting by a significant insider, with minimal direct impact on the company's operational or financial performance.
• Shareholders will note the slight reduction in direct ownership due to the gift, which is largely offset by continued substantial indirect beneficial ownership through trusts.

Key Dates

Keywords

Morningstar, MORN, Joseph D. Mansueto, insider transaction, Form 4, stock ownership, executive chairman, trust, GRAT, gift of shares