Morningstar, Inc. — Director's Dealing 2014

Sep 19, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Morningstar, Inc. (MORN)
CIK: 0001289419
Period of Report: 2014-09-18

Reporting Person: NOONAN JACK (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-09-18	Common Stock	M	1000	$27.1946	Acquired	61702	Direct
2014-09-18	Common Stock	S	1000	$68.2631	Disposed	60702	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-09-18	Employee Stock Option (Right to Buy)	$27.1946	M	1000	Disposed	2015-05-02	Common Stock (1000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1000	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 November 15, 2012.

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 ($18.50). On September 18, 2014, the exercise price was $27.1946.

F3: The transaction was executed in multiple trades at prices ranging from $68.00 to $68.42. 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 become exercisable in three equal installments on May 2, 2006, 2007, and 2008.