Morningstar, Inc. — Director's Dealing 2012

Mar 28, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Morningstar, Inc. (MORN)
CIK: 0001289419
Period of Report: 2012-03-26

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-03-26	Common Stock	M	7000	$19.9371	Acquired	69656	Direct
2012-03-26	Common Stock	S	7000	$62.1353	Disposed	62656	Direct
2012-03-27	Common Stock	M	8000	$19.9394	Acquired	70656	Direct
2012-03-27	Common Stock	S	8000	$62.0623	Disposed	62656	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-03-26	Employee Stock Option (Right to Buy)	$19.9371	M	7000	Disposed	2014-12-01	Common Stock (7000)	Direct
2012-03-27	Employee Stock Option (Right to Buy)	$19.9394	M	8000	Disposed	2014-12-01	Common Stock (8000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	44238	Indirect

Footnotes

F1: The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 27, 2011.

F2: 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 March 26, 2012, the exercise price was $19.9371.

F3: The transaction was executed in multiple trades at prices ranging from $62.00 to $62.27. 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 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 March 27, 2012, the exercise price was $19.9394.

F5: The transaction was executed in multiple trades at prices ranging from $62.00 to $62.17. 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.

F6: The options became exercisable in 4 equal installments on May 1, 2005, 2006, 2007, and 2008.