Morningstar, Inc. — Director's Dealing 2012

Oct 9, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Morningstar, Inc. (MORN)
CIK: 0001289419
Period of Report: 2012-10-05

Reporting Person: Desmond Bevin (President, Int'l Division)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-10-05	Common Stock	M	3815	$20.378	Acquired	71271	Direct
2012-10-05	Common Stock	S	3815	$64.0381	Disposed	67456	Direct
2012-10-08	Common Stock	M	303	$20.3848	Acquired	67759	Direct
2012-10-08	Common Stock	S	303	$64.0066	Disposed	67456	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-10-05	Employee Stock Option (Right to Buy)	$20.378	M	3815	Disposed	2014-12-01	Common Stock (3815)	Direct
2012-10-08	Employee Stock Option (Right to Buy)	$20.3848	M	303	Disposed	2014-12-01	Common Stock (303)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	44549	Indirect

Footnotes

F1: The exercise price increases over the term of the option at a rate equal to the 10-year Treasury bond yield as of the date of grant ($14.70). On October 5, 2012, the exercise price was $20.378.

F2: The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 21, 2012.

F3: The transaction was executed in multiple trades at prices ranging from $64.00 to $64.10. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, Morningstar or a shareholder of Morningstar full information regarding the number of shares and prices at which the transaction was effected.

F4: The options became exercisable in four equal installments on May 1, 2005, 2006, 2007 and 2008.

F5: The exercise price increases over the term of the option at a rate equal to the 10-year Treasury bond yield as of the date of grant ($14.70). On October 8, 2012, the exercise price was $20.3848.

F6: The transaction was executed in multiple trades at prices ranging from $64.00 to $64.02. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, Morningstar or a shareholder of Morningstar full information regarding the number of shares and prices at which the transaction was effected.