MORN.NASDAQMorningstar, INC

10-K: Morningstar Reports Strong 2025 Growth, AI Integration

Sentiment:

Annual Report


Morningstar, Inc. reported a 7.5% revenue increase to $2.45 billion in 2025, driven by strong performance in Morningstar Credit, PitchBook, and Morningstar Direct Platform segments, alongside strategic AI integrations and acquisitions.

Better than expectedConsolidated revenue increased by 7.5%, indicating strong overall growth.Operating income grew by 8.6%, outpacing revenue growth and improving operating margin.Morningstar Credit and PitchBook segments demonstrated robust revenue and adjusted operating income growth.Assets Under Management and Advisement (AUMA) for both Wealth and Retirement segments showed healthy increases.The company increased its quarterly cash dividend.

Summary

  • Consolidated revenue increased 7.5% to $2,445.5 million in 2025.
  • Operating income rose 8.6% to $526.6 million, with operating margin at 21.5%.
  • License-based revenue grew 5.8% (5.6% organic), asset-based revenue increased 2.9% (7.8% organic), and transaction-based revenue surged 21.0% (20.5% organic).
  • Morningstar Direct Platform revenue increased 5.4% to $830.6 million, with Morningstar Data up 9.0% and Morningstar Direct up 6.9%.
  • PitchBook revenue grew 8.6% to $671.8 million, driven by core investor and advisor segments.
  • Morningstar Credit revenue jumped 21.7% to $354.4 million, fueled by a healthy issuance market.
  • Morningstar Wealth revenue increased 1.2% to $251.4 million, with Assets Under Management and Advisement (AUMA) up 16.9% to $72.8 billion.
  • Morningstar Retirement revenue increased 8.3% to $137.6 million, with AUMA up 10.6% to $305.2 billion.
  • Cash provided by operating activities was $589.7 million, a slight decrease of 0.3%.
  • Free cash flow was $442.6 million, down 1.4%.
  • Repurchased 3,276,578 shares for $787.0 million in 2025 under two share repurchase programs.
  • Declared a quarterly cash dividend increase from $0.455 to $0.50 per share.

Sentiment

Score: 8

Explanation: StockSavvy.ai views this as a strong performance, with solid revenue and operating income growth, strategic acquisitions, and a commitment to AI and shareholder returns, despite some segment-specific softness and slight declines in cash flow metrics.

Positives

  • Consolidated revenue increased by 7.5% to $2,445.5 million in 2025.
  • Operating income grew by 8.6% to $526.6 million, improving operating margin to 21.5%.
  • Strong organic revenue growth of 8.0% in 2025.
  • Morningstar Credit segment showed significant revenue growth of 21.7% and adjusted operating income growth of 51.9%.
  • PitchBook segment revenue increased 8.6% and adjusted operating income grew 12.7%.
  • Morningstar Wealth AUMA increased 16.9% to $72.8 billion, driven by strong market performance and positive net flows.
  • Morningstar Retirement AUMA increased 10.6% to $305.2 billion, reflecting market gains and positive net flows.
  • Successful integration of AI technologies into products like Morningstar Data's AI Insights API, Morningstar MCP server, and PitchBook Navigator.
  • Acquisition of Lumonic Inc. to expand private credit capabilities and Center for Research in Security Prices, LLC (CRSP) to enhance index and data capabilities.
  • Increased quarterly cash dividend from $0.455 to $0.50 per share.
  • Completed a $500.0 million share repurchase program and initiated a new $1.0 billion program.
  • Employee engagement score increased to 66% from 64% in 2024.
  • 52% of open roles filled by internal candidates in 2025.

Negatives

  • Cash provided by operating activities decreased by 0.3% to $589.7 million.
  • Free cash flow decreased by 1.4% to $442.6 million.
  • Morningstar Wealth's license-based revenue decreased by 8.0%, partly due to the sunsetting of Morningstar Office.
  • Morningstar Sustainalytics revenue decreased by 4.5% (7.1% organic), driven by streamlining licensed-ratings and softness in second-party opinions.
  • PitchBook's annual revenue renewal rate declined to 103% in 2025 from 108% in 2024, reflecting softness in the corporate client segment.
  • Involuntary employee turnover increased to 5% in 2025 from 4% in 2024.
  • Higher compensation expense of $44.0 million in cost of revenue, including $14.4 million in severance costs.
  • Higher compensation expense in sales and marketing ($15.5 million), including severance costs.
  • Morningstar Wealth adjusted operating margin was 3.8%, still relatively low compared to other segments.
  • Morningstar Retirement adjusted operating margin decreased by 2.4 percentage points to 49.2%.
  • Equity in investments of unconsolidated entities showed a loss of $3.3 million in 2025.

Risks

  • Failing to maintain and protect brand, independence, and reputation, potentially harmed by perceived conflicts of interest (e.g., issuer-pay model in credit ratings, providing ratings on client products while also offering investment management services).
  • Failure to create and maintain innovative products, keep pace with technology (especially AI), or anticipate client needs, leading to competitive disadvantage or product obsolescence.
  • Changing economic conditions, including prolonged volatility, recessions, fluctuating interest rates, and global trade policies, may negatively impact demand for products, asset-based revenue, and credit ratings business.
  • Significant reputational, operational, and financial consequences from cybersecurity incidents and failure to protect confidential information, including personal data.
  • AI technologies may present business, legal, compliance, and reputational risks, including generating inaccurate or biased content, intellectual property infringement claims, and challenges in workforce adaptation.
  • Liability stemming from the accuracy and use of research, ratings, and published data, and dependence on ingested third-party data, licensed content, and open-source components.
  • Failure to protect intellectual property rights or claims of infringement against the company could harm brand, financial results, and competitive position.
  • Compliance failures, regulatory action, or changes in laws (e.g., EU and UK regulatory divergence, increased ESG regulation, data privacy, AI regulations, AML/KYC) could adversely affect the business and increase costs.
  • Errors in automated advisory tools (e.g., Wealth Forecasting Engine) may subject the company to liability for losses.
  • Inability to recruit, develop, and retain qualified employees, especially those with specialized skills in engineering, research, and AI.
  • Dependence on third-party service providers for data, research, software, and AI technologies, introducing risks of service degradation, errors, or termination of agreements.
  • Strategic transactions, acquisitions, dispositions, and investments may not result in expected benefits and carry integration challenges, potential liabilities, and diversion of resources.
  • Goodwill and other intangible assets could be impaired, requiring substantial non-cash impairment charges.
  • Challenges due to increasing complexities in accounting for taxes (e.g., base erosion, minimum taxes, and tax transparency) could materially affect tax obligations and effective tax rate.
  • Fluctuations in foreign currency exchange rates could adversely affect revenues, expenses, assets, and liabilities.
  • Indebtedness could adversely affect cash flow and financial flexibility, with variable rate debt exposing the company to interest rate risk.
  • Insurance coverage may be inadequate or expensive.
  • Concentrated ownership position of Joe Mansueto (37.5% of common stock) could adversely affect other shareholders.
  • Stock price may not reflect intrinsic value and future sales by significant shareholders could negatively affect it.
  • No guarantee of future dividends or share repurchases.

Future Outlook

Morningstar's strategy focuses on delivering insights and experiences essential to the investor workflow, with key priorities including winning for investors, leading in AI to empower investor success, owning the language of markets, scaling for impact, and building an exceptional culture. The company expects to pay a regular quarterly dividend of $0.50 per share in 2026 and will continue making capital expenditures, primarily for computer hardware, software, and leasehold improvements. The acquisition of CRSP is expected to significantly enhance index and data capabilities.

Management Comments

  • Our mission is to empower investor success. We deliver connected data, independent research, investor-first tools, and long-term portfolio strategies with a focus on removing frictions that can slow decisions, cloud markets, and drive up costs.
  • We believe that we are one of the few companies that can deliver all of these in alignment with our mission of empowering investor success.
  • Our strategy is to deliver insights and experiences that make us essential to the investor workflow.
  • We continued to responsibly deploy and enhance our AI-powered data collection and ingestion processes with independent standards and human-in-the-loop governance focused on improving coverage, reliability, and processing speed while maintaining methodological consistency and data quality.
  • We believe our business has relatively high fixed costs, mainly for compensation and benefits, and low variable costs, making our operating results sensitive to revenue fluctuations.
  • We do not make public financial forecasts for our business because we want to avoid creating any incentives for our management team to make speculative statements about our financial results that could influence our stock price or take actions that help us meet short-term forecasts, but may not build long-term shareholder value.
  • Our business, balance sheet, technological infrastructure, and teams have shown resilience and flexibility navigating global macroeconomic trends.

Industry Context

StockSavvy.ai notes that Morningstar's continued investment in AI integrations and acquisitions like Lumonic and CRSP positions it to capitalize on the growing demand for advanced data analytics and private market intelligence. The focus on AI-native capabilities and expanding data access through LLM providers aligns with broader industry trends of digital transformation and leveraging AI for enhanced insights. The company's expansion into APAC for credit ratings also reflects a global growth strategy in financial markets. However, the decline in PitchBook's corporate client renewal rate and Morningstar Sustainalytics' revenue softness highlight competitive pressures and evolving market demands in specific segments, particularly as ESG regulation increases and market sentiment around AI impacts valuations sector-wide.

Comparison to Industry Standards

  • Morningstar DBRS is noted as "one of the top four rating agencies worldwide," competing with Fitch Ratings, Kroll Bond Rating, Moody's Ratings, and S&P Global Ratings.
  • For mutual fund data, Morningstar Data competes with FE fundinfo and LSEG (Refinitiv).
  • For market and equity data, competitors include Bloomberg, FactSet, LSEG (Refinitiv), and S&P Global.
  • Morningstar Direct's key global competitors are Bloomberg, eVestment Alliance, FactSet Research Systems Cognity and SPAR, and LSEG's (Refinitiv) Eikon.
  • Morningstar Advisor Workstation competes with CapIntel, FactSet, Kwanti, Nitrogen (formerly Riskalyze), and YCharts, with broker/dealers and custodians increasingly building in-house tools like Pershing's Wove platform.
  • PitchBook competes with Beauhurst, FactSet, MSCI, Preqin (a division of BlackRock), Refinitiv, and S&P Global Market Intelligence in private market data.
  • Investment Management's model portfolio competitors include BlackRock, Capital Group, and Clark Capital in the US; Brooks Macdonald, LGT Wealth Management, and Tatton in EMEA; and Elston, Lonsec, and Russell in Australia.
  • Morningstar International Wealth Platform competes with abrdn, Aviva, Nucleus, and Parmenion.
  • Morningstar.com competes with trading platforms offering research and advice, such as E*Trade, Fidelity, and Schwab.
  • Morningstar Retirement's managed accounts competitors include Edelman Financial Engines, Fidelity, and SMART.
  • Morningstar Sustainalytics' key competitors are ISS STOXX, MSCI, and S&P Global.
  • Morningstar Indexes competes with Bloomberg Indices, FTSE Russell, MSCI, and S&P Dow Jones Indices.

Management Changes

RolePrevious PersonNew PersonEffective DateReason
Chief Financial OfficerN/AMichael Holt2025Assumed current role after serving as Chief Strategy Officer for seven years and President of Research and Investments group since 2023.
Chief Revenue OfficerDanny DunnN/ANovember 21, 2025Departed the company.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Policy UpdateAmended and Restated Incentive Plan effective January 1, 2026, designed to provide incentives for business performance, reward contributions, and attract/retain employees.January 1, 2026Aims to align employee incentives with shareholder value and business strategy, potentially improving performance and retention.
Policy UpdateInsider Trading Policy amended and in effect on June 1, 2025, to promote compliance with insider trading laws, including new restrictions on short sales, publicly traded options, derivatives, standing orders, margin accounts, pledges, and short-term trading.June 1, 2025Enhances compliance and reduces risk of insider trading violations, particularly for Board members and executive officers, by imposing stricter trading rules and pre-clearance requirements.
Policy UpdateRule 10b5-1(c) trading plans now require specific cooling-off periods (90-120 days for Reporting Persons, 30 days for others) and a minimum term length of six months from adoption.N/A (effective for plans adopted/modified after specific dates)Increases transparency and reduces the perception of trading on MNPI for insiders, aligning with recent SEC rule changes.
Policy UpdateMorningstar, Inc. ELT Policy on Recoupment of Compensation and Dodd-Frank Policy on Recoupment of Incentive Compensation are in effect, allowing for forfeiture and/or repayment of awards in cases of misconduct or non-achievement of performance.N/A (referenced as existing policies)Strengthens accountability for executive leadership and aligns compensation with ethical conduct and actual performance, reducing moral hazard.
Oversight DelegationBoard of Directors delegated oversight of cybersecurity risks to the Audit Committee, which reviews and discusses risks with management.N/A (ongoing practice)Ensures dedicated board-level attention to critical cybersecurity risks, enhancing risk management and governance in a key area.

Legal Proceedings

  • The company is involved from time to time in commercial disputes and legal proceedings that arise in the normal course of business.
  • Ratings and related research activities (credit, ESG, managed investment, equity ratings) are subject to regulation or increased scrutiny, potentially leading to governmental, regulatory, and legislative investigations, examinations, subpoenas, and claims.
  • Regulated businesses are generally subject to periodic reviews, inspections, examinations, and investigations by regulators, which may result in claims, legal proceedings, assessments, fines, penalties, disgorgement, or restrictions on business activities.
  • The company does not anticipate that the outcome of any current legal proceedings or regulatory matters will have a material adverse effect on its business, operating results, or financial position.
  • Class action litigation has been and may again be subject to the company's activities as ERISA fiduciaries, including selecting and monitoring plan options and offering managed account services for plan participants.

Related Party Transactions

  • Joe Mansueto, Executive Chairman and Chairman of the Board, owned approximately 37.5% of outstanding common stock as of December 31, 2025, giving him substantial influence over shareholder matters.
  • Kunal Kapoor, CEO, is a member of the board of directors of Wealth Enhancement Group, a privately-owned independent wealth management firm.
  • The company entered into an agreement to acquire CRSP from the University of Chicago, where Joe Mansueto holds a bachelors and masters degree.

Stakeholder Impact

  • Shareholders: Positive impact from increased revenue, operating income, dividend increase, and share repurchase programs. Potential negative impact from concentrated ownership by Joe Mansueto, stock price volatility, and risks related to economic conditions or regulatory changes.
  • Employees: Positive impact from increased employee engagement, enhanced educational stipend program (allowing 50% for wellness), and high internal fill rate for open roles (52%). Negative impact from severance costs due to targeted reorganizations and increased involuntary turnover (5%).
  • Customers: Enhanced product offerings through AI integrations (e.g., AI Insights API, PitchBook Navigator), expanded data coverage (e.g., private capital fund dataset), and new acquisitions (Lumonic, CRSP) aim to empower investor success and streamline workflows. Potential negative impact from product retirements (Morningstar Office, US TAMP, Sustainalytics' second-party opinions).
  • Suppliers/Vendors: Continued reliance on third-party service providers for data, software, and AI technologies, with risks related to service degradation, errors, or termination of agreements.
  • Creditors: The company's indebtedness and variable interest rates expose it to interest rate risk, but it remains in compliance with financial covenants, maintaining a consolidated funded indebtedness to consolidated EBITDA ratio of approximately 1.3x.

Next Steps

  • Complete the transition of Morningstar Office clients to SS&C's Black Diamond and alternative platforms in early 2026.
  • Retire Morningstar Sustainalytics' second-party opinions product by the end of Q1 2026.
  • Integrate CRSP into the Morningstar Indexes operating segment.
  • Continue making capital expenditures for computer hardware, software, and leasehold improvements in 2026.
  • Make annual bonus payments of approximately $165.6 million related to the 2025 bonus program in Q1 2026.
  • Monitor developments and administrative guidance regarding the OECD's Pillar Two global minimum tax and the US OBBB Act.
  • Continue to monitor pending and proposed ESG ratings and data legislation and regulations.
  • Continue to invest in IT security infrastructure and enhance internal controls and processes against cybersecurity threats.

Key Dates

DateDescription
1984Morningstar, Inc. founded.
2016PitchBook acquired by Morningstar.
October 26, 2020Issuance and sale of $350.0 million 2.32% senior notes due October 26, 2030.
May 14, 2021Shareholders approved the Morningstar, Inc. Amended and Restated 2011 Stock Incentive Plan (the 2021 Plan).
May 6, 2022Company entered into the 2022 Credit Agreement.
December 6, 2022Board of directors approved a $500.0 million share repurchase program (prior program).
November 2023FASB issued ASU No. 2023-07: Improvements to Reportable Segment Disclosures (Topic 280), effective for fiscal year beginning January 1, 2024.
December 2023FASB issued ASU No. 2023-09: Improvements to Income Tax Disclosures (Topic 740), effective for fiscal year beginning January 1, 2025.
September 30, 2024Sale of Commodity and Energy Data business for $52.4 million.
December 1, 2024Sale of customer assets from US Morningstar Wealth TAMP to AssetMark, Inc. for $65.0 million.
December 6, 2024Michael Holt's offer letter as Chief Financial Officer.
December 31, 2024Fiscal year end.
January 2025Direct Advisory Suite launched.
February 2025Plans announced to retire Morningstar Office.
March 1, 2025Acquisition of remaining 65% equity interest in DealX completed.
March 3, 2025Acquisition of Lumonic Inc. completed.
May 9, 2025Executive Severance Policy effective.
June 1, 2025Insider Trading Policy amended and in effect.
June 30, 2025Aggregate market value of shares held by non-affiliates was $8.3 billion.
July 4, 2025One Big Beautiful Bill Act (OBBB) enacted in the United States.
September 23, 2025Agreement to acquire Center for Research in Security Prices, LLC (CRSP) entered into.
September 2025FASB issued ASU No. 2025-06: Targeted Improvements to the Accounting for Internal-Use Software, effective for fiscal year beginning January 1, 2028.
October 2025Morningstar DBRS entered the APAC market with an office in Sydney, Australia.
October 29, 2025Board of directors approved a new $1.0 billion share repurchase program.
October 31, 2025Terminated 2022 Credit Agreement and entered into new 2025 Credit Agreement.
October 31, 2025New share repurchase program became effective and prior program completed.
November 19, 2025Joe Mansueto adopted a trading plan to sell up to 200,000 shares of common stock.
November 21, 2025Former Chief Revenue Officer, Danny Dunn, departed the company.
December 2025Received $22.7 million contingent consideration from sale of US TAMP assets.
December 2025Board approved regular quarterly dividend of $0.50 per share, payable January 30, 2026.
December 31, 2025Fiscal year end.
January 1, 2026Amended and Restated Incentive Plan effective.
January 1, 2026Amendments to EU Benchmark Regulation removed most Morningstar Indexes benchmarks from scope.
January 5, 2026OECD announced changes to Pillar Two model rules.
January 30, 2026Dividend of $0.50 per share payable to shareholders of record as of January 2, 2026.
February 2, 2026Acquisition of CRSP completed for approximately $365.0 million cash payment.
February 6, 202639,583,760 shares of common stock outstanding.
February 13, 2026Date of KPMG LLP audit report.
March 31, 2026Expected completion of Morningstar Sustainalytics' second-party opinions product retirement.
Early 2026Expected completion of Morningstar Office client transition to SS&C's Black Diamond and alternative platforms.
October 30, 2028New share repurchase program set to expire.
October 2028Current credit facilities mature.
October 26, 20302.32% Senior Notes mature.
October 2030Current credit facilities mature.
2030Commitment to decarbonize 50% of Scope 1 and Scope 2 greenhouse gas emissions.

Recommendation

hold

Morningstar demonstrates solid financial performance with revenue and operating income growth, strategic acquisitions, and a commitment to shareholder returns through dividends and share repurchases. However, the slight decline in free cash flow, segment-specific revenue softness (Sustainalytics, PitchBook corporate clients), and the inherent risks associated with rapid AI integration, regulatory scrutiny, and dependence on third-party data suggest a "hold" recommendation. The company is navigating a complex and evolving regulatory and technological landscape, and while its strategic direction is sound, these factors warrant a cautious stance for seasoned investors.

Keywords

Financial Services, Investment Insights, Data Analytics, SEC Filing, 10-K, Morningstar, PitchBook, Credit Ratings, Wealth Management, Retirement Services, AI Integration, ESG, Indexes, Share Repurchase, Dividends, Financial Performance, Corporate Governance, Risk Management

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