Not independent
Tenure on this board
42.5 yrs
Meeting calendar
MORN · Annual meeting · Thursday, May 7, 2026
Morningstar Inc
10 nominees · 3 ballot items.
Election of 10 directors; advisory (non-binding) vote to approve executive compensation; ratification of KPMG LLP as independent registered public accounting firm for 2026.
Market cap
$6.6B
1Y TSR
-43.6%
Board grade
C
Record date
Mar 9, 2026
Filing
DEF 14A
Meeting concluded · May 7, 2026
Follow how the vote landed and what changed on Morningstar Inc’s board — director track records, governance grades, and ongoing monitoring — on the Boardroom Alpha platform.
Proposals
On the ballot3
- 1
Election of Directors
ManagementBoard: FORElect ten director nominees to hold office until the next annual shareholders’ meeting and until their successors are elected and qualified.
- 2
Advisory Vote to Approve Executive Compensation
ManagementBoard: FORNon-binding advisory vote to approve, on an annual basis, the compensation of the named executive officers as disclosed in the proxy statement.
More detail
This management proposal asks shareholders to cast a non-binding advisory vote approving the compensation paid to the named executive officers as described in the proxy statement. Management seeks this approval to confirm shareholders’ support for the Company’s pay-for-performance philosophy, compensation design (mix of salary, annual incentives, RSUs, MSUs, and stretch PSUs), and recent compensation decisions including removal of the 60% funding floor for annual incentives and adoption of an Executive Severance Policy. The Board and Compensation Committee recommend a vote FOR, arguing the program aligns executive incentives with long-term shareholder value through a mix of short- and long-term metrics (Adjusted Revenue, AOI, TSR) and significant equity-based pay. The proposal is non-binding but serves as a key governance signal; management commits to consider the result in future decisions. Company-specific context includes strong historical shareholder support (98.5% in 2025), recent use of negative discretion to adjust payouts, and ongoing adjustments to align compensation with market practices and regulatory expectations.
- 3
Ratification of the Appointment of Independent Registered Public Accounting Firm
ManagementBoard: FORRatify KPMG LLP as the Company’s independent registered public accounting firm for 2026.
Director elections
Nominees on the ballot10
Not independent
Tenure on this board
9.5 yrs
Independent
Tenure on this board
0.5 yrs
Also a director at
Mccormick & Co Inc (MKC)
Independent
Tenure on this board
10.6 yrs
Independent
Tenure on this board
24.1 yrs
Also a director at
Aon PLC (AON)
Independent
Tenure on this board
6.6 yrs
Independent
Tenure on this board
27.0 yrs
Independent
Tenure on this board
18.8 yrs
Independent
Tenure on this board
5.2 yrs
Also a director at
Ross Stores Inc (ROST)
Independent
Tenure on this board
9.2 yrs
Also a director at
Coca Cola Co (KO)Nice Ltd (NICE)
Ownership
Latest 13F quarterTop institutional holders10
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | MORGAN STANLEY | 3.7% | 1,420,063 | $240M |
| 2 | BlackRock, Inc. | 3.6% | 1,371,732 | $232M |
| 3 | WELLINGTON MANAGEMENT GROUP LLP | 3.6% | 1,361,642 | $230M |
| 4 | VANGUARD PORTFOLIO MANAGEMENT LLC | 2.8% | 1,051,820 | $178M |
| 5 | VANGUARD CAPITAL MANAGEMENT LLC | 2.6% | 989,467 | $167M |
| 6 | TWO SIGMA INVESTMENTS, LP | 2.3% | 859,459 | $145M |
| 7 | BAMCO INC /NY/ | 2.0% | 759,515 | $128M |
| 8 | STATE STREET CORP | 1.9% | 735,574 | $124M |
| 9 | BlackRock, Inc. | 1.8% | 675,278 | $114M |
| 10 | LOS ANGELES CAPITAL MANAGEMENT LLC | 1.7% | 645,384 | $109M |
Peers
Nearest market capOther Financial Services sector meetings6
Upcoming shareholder meetings at Morningstar Inc’s closest sector peers — compare boards, ballots, and ownership across the cohort.
Blackstone Secured Lending FundBXSL
Annual meeting·Sep 24, 2026·$5.5B
Corvel CorpCRVL
Annual meeting·Aug 6, 2026·$3.1B
Hilltop Holdings IncHTH
Annual meeting·Jul 23, 2026·$2.3B
Capital Southwest CorpCSWC
Annual meeting·Jul 22, 2026·$1.5B
Gladstone Investment CorporationGAIN
Annual meeting·Aug 6, 2026·$659M
Greenlight Capital Re LtdGLRE
Annual meeting·Jul 28, 2026·$566M
Reference
Frequently asked questions
- When is the Morningstar Inc 2026 annual meeting?
- Morningstar Inc (MORN) holds its 2026 annual shareholder meeting on Thursday, May 7, 2026.
- What is the record date for the Morningstar Inc 2026 meeting?
- The record date for the Morningstar Inc 2026 meeting is Monday, March 9, 2026. Shareholders of record on or before that date are eligible to vote.
- Who are the director nominees for Morningstar Inc's 2026 meeting?
- The board is presenting 10 director nominees at the Morningstar Inc 2026 meeting, listed with their independence status and background.
- What proposals will shareholders vote on at the Morningstar Inc 2026 meeting?
- Shareholders will vote on 3 proposals at the Morningstar Inc 2026 meeting, each tagged with who proposed it and the board's recommendation.
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