UNITED

STATES

SECURITIES

AND EXCHANGE COMMISSION

Washington,

D.C. 20549

FORM

8-K

CURRENT

REPORT

Pursuant

to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 15, 2023

MORNINGSTAR,

INC.

(Exact name of registrant as specified in its charter)

(312)

696-6000

(Registrant’s telephone number, including

area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Securities registered pursuant to Section 12(b) of the Act:

On September 15, 2023, Morningstar issued a press release announcing that its Board of Directors has approved a quarterly cash dividend of 37.5 cents per share payable October 31, 2023 to shareholders of record as of October 6, 2023. A copy of the press release is filed as Exhibit 99.1 to this Form 8-K.

Include the following information:

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.

Exhibit 99.1

Media Contact:

Landon Hudson, +1 312 696-6037 or newsroom@morningstar.com

FOR IMMEDIATE RELEASE

Morningstar, Inc. Declares Quarterly Dividend of 37.5 CentsPer Share

CHICAGO, Sept. 15, 2023—The board of directors of Morningstar, Inc. (Nasdaq: MORN), a leading provider of independent investment insights, today declared a quarterly dividend of 37.5 cents per share, consistent with the dividend paid in July. The dividend is payable Oct. 31, 2023 to shareholders of record as of Oct. 6, 2023. Please contact investors@morningstar.com with any questions.

About Morningstar, Inc.

Morningstar, Inc. is a leading provider of independent investment insights in North America, Europe, Australia, and Asia. The Company offers an extensive line of products and services for individual investors, financial advisors, asset managers and owners, retirement plan providers and sponsors, and institutional investors in the debt and private capital markets. Morningstar provides data and research insights on a wide range of investment offerings, including managed investment products, publicly listed companies, private capital markets, debt securities, and real-time global market data. Morningstar also offers investment management services through its investment advisory subsidiaries, with approximately $264 billion in assets under advisement and management as of June 30, 2023. The Company operates through wholly- or majority-owned subsidiaries in 32 countries. For more information, visit www.morningstar.com/company. Follow Morningstar on Twitter @MorningstarInc.

Caution Concerning Forward-Looking Statements

This press release contains forward-looking statements as that termis used in the Private Securities Litigation Reform Act of 1995. These statements are based on our current expectations about future eventsor future financial performance. Forward-looking statements by their nature address matters that are, to different degrees, uncertain,and often contain words such as “may,” “could,” “expect,” “intend,” “plan,” “seek,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “prospects,” or “continue.” These statements involve known and unknown risks and uncertainties that may causethe events we discuss not to occur or to differ significantly from what we expect. For us, these risks and uncertainties include, amongothers, failing to maintain and protect our brand, independence, and reputation; liability related to cybersecurity and the protectionof confidential information, including personal information about individuals; compliance failures, regulatory action, or changes in lawsapplicable to our credit ratings operations, investment advisory, ESG and index businesses; failing to innovate our product and serviceofferings, or anticipate our clients’ changing needs; prolonged volatility or downturns affecting the financial sector, global financialmarkets, and the global economy and its effect on our revenue from asset-based fees and our credit ratings business; failing to recruit,develop, and retain qualified employees; liability for any losses that result from errors in our automated advisory tools; inadequacyof our operational risk management and business continuity programs in the event of a material disruptive event; failing to realize theexpected business or financial benefits of our acquisitions and investments; failing to scale our operations and increase productivityand its effect on our ability to implement our business plan; artificial intelligence and related new technologies that may present business,compliance, and reputational risks; failing to maintain growth across our businesses in today's fragmented geopolitical, regulatory andcultural world; liability relating to the information and data we collect, store, use, create, and distribute or the reports that we publishor are produced by our software products; the potential adverse effect of our indebtedness on our cash flows and financial flexibility;challenges in accounting for complexities in taxes in the global jurisdictions in which we operate that could materially affect our taxrate; and failing to protect our intellectual property rights or claims of intellectual property infringement against us. A more completedescription of these risks and uncertainties can be found in our filings with the Securities and Exchange Commission, including our mostrecent Annual Report on Form 10-K and Quarterly Report on Form 10-Q. If any of these risks and uncertainties materialize, ouractual future results and other future events may vary significantly from what we expect. We do not undertake to update our forward-lookingstatements as a result of new information or future events.

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