UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Securities registered pursuant to Section 12(b) of the Act:
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Item 5.07. Submission of Matters to a Vote of Security Holders.
Morningstar, Inc. (Morningstar) held its Annual Shareholders’ Meeting on May 15, 2020, for the purpose of electing directors, providing an advisory vote on Morningstar’s executive compensation, and ratifying the appointment of KPMG LLP (KPMG) as Morningstar’s independent registered public accounting firm for 2020.
Each of the nominees for director, as listed in the proxy statement, was elected with the number of votes set forth below:
| Name | Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||||||||||
| Joe Mansueto | 38,873,051 | 502,331 | 61,249 | 1,125,274 | ||||||||||||
| Kunal Kapoor | 39,249,358 | 184,728 | 2,545 | 1,125,274 | ||||||||||||
| Robin Diamonte | 32,031,056 | 7,399,335 | 6,240 | 1,125,274 | ||||||||||||
| Cheryl Francis | 31,759,976 | 7,670,355 | 6,300 | 1,125,274 | ||||||||||||
| Steve Joynt | 38,084,436 | 1,340,555 | 11,640 | 1,125,274 | ||||||||||||
| Steve Kaplan | 39,130,812 | 283,028 | 22,791 | 1,125,274 | ||||||||||||
| Gail Landis | 32,034,162 | 7,391,991 | 10,478 | 1,125,274 | ||||||||||||
| Bill Lyons | 38,897,456 | 528,753 | 10,422 | 1,125,274 | ||||||||||||
| Jack Noonan | 31,995,993 | 7,434,351 | 6,287 | 1,125,274 | ||||||||||||
| Caroline Tsay | 32,030,162 | 7,395,592 | 10,877 | 1,125,274 | ||||||||||||
Morningstar’s executive compensation was approved with the voting as follows:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||||||||
| 39,198,159 | 201,540 | 36,932 | 1,125,274 | ||||||||||
The appointment of KPMG as Morningstar’s independent registered public accounting firm for 2020 was ratified with the voting as follows:
| Votes For | Votes Against | Abstentions | |||||||||||
| 40,348,803 | 124,674 | 88,428 | |||||||||||
Item 8.01. Other Events.
On May 15, 2020, Morningstar issued a press release announcing that its Board of Directors has approved a quarterly cash dividend of 30 cents per share payable July 31, 2020 to shareholders of record as of the close of business on July 2, 2020. A copy of the press release is filed as Exhibit 99.1 to this Form 8-K.
Item 9.01. Financial Statements and Exhibits.
Include the following information:
| (d) | Exhibits: |
| Exhibit No. | Description |
| 99.1 | Press Release dated May 15, 2020 regarding quarterly dividend. |
| 104 | Cover Page Interactive Data File the cover page XBRL tags are embedded within the Inline XBRL document. |
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.
| MORNINGSTAR, INC. | |||
| Date: May 18, 2020 | By: | /s/ Jason Dubinsky | |
| Jason Dubinsky | |||
| Chief Financial Officer | |||