$MORN·8-K

Morningstar, Inc. · May 8, 4:23 PM ET

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Morningstar, Inc. 8-K

Research Summary

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Morningstar, Inc. Reports Board Election Results; Director Retires

What Happened

  • Morningstar, Inc. filed an 8-K on May 8, 2026 reporting results of its Annual Shareholders’ Meeting held May 7, 2026. Director Gail Landis, having reached mandatory retirement age, did not stand for re‑election and the Board size was set at 10 directors effective at the meeting. All listed director nominees were elected and the shareholder advisory vote on executive compensation passed. Shareholders also ratified KPMG LLP as Morningstar’s independent registered public accounting firm for 2026.

Key Details

  • Gail Landis did not stand for re‑election per the company’s director retirement policy; Board size set to 10 directors as of May 7, 2026.
  • All nominees were elected. "For" votes ranged from 31,265,595 (Bill Lyons) to 33,646,764 (Anne Bramman); broker non‑votes were 1,281,152.
  • Advisory vote on executive compensation: 32,474,755 For, 1,206,815 Against, 26,093 Abstentions.
  • Ratification of KPMG as auditor for 2026: 34,861,651 For, 89,355 Against, 37,809 Abstentions.

Why It Matters

  • Board composition and retirements affect corporate governance and strategic oversight; the retirement of Gail Landis reduced the number of incumbent directors and the Board was formally set at 10 members.
  • Strong shareholder support for the advisory say‑on‑pay vote indicates backing for Morningstar’s executive compensation approach.
  • Ratification of KPMG ensures continuity of the company’s external audit relationship for 2026, which is relevant for financial reporting reliability.

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