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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 26, 2023

MORNINGSTAR, INC.

(Exact name of registrant as specified in its charter)

Illinois | 000-51280 | 36-3297908
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.)

| 22 West Washington Street |
| Chicago, Illinois | 60602
| (Address of principal executive offices) | (Zip Code)

(312) 696-6000

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class | Trading Symbol | Name of Each Exchange on Which Registered
Common stock, no par value | MORN | The Nasdaq Stock Market LLC

| Item 2.02. | Results of Operations and Financial Condition.*

On April 26, 2023, Morningstar, Inc. (the “Company”) issued a press release announcing its financial results for the fourth quarter ended March 31, 2023. A copy of the press release is attached hereto as Exhibit 99.1.

| Item 7.01. | Regulation FD Disclosure.

The Company also published a Supplemental Presentation on its investor relations website at https://shareholders.morningstar.com/investor-relations/financials/financial-summary/. The presentation is included as Exhibit 99.2 to this Form 8-K. The information set forth under Item 2.02, "Results of Operations and Financial Condition" is incorporated herein by reference.

| Item 9.01. | Financial Statements and Exhibits.

Include the following information:

| (d) Exhibits:
| Exhibit No. | Description
| 99.1* | Press Release dated April 26, 2023.
| 99.2* | Supplemental Presentation dated April 26, 2023.
| 104 | The cover page from this Current Report on Form 8-K formatted in Inline XBRL (included as Exhibit 101).

_________________

* The information furnished under Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

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EXHIBIT INDEX

Exhibit No. | Description
99.1* | Press Release dated April 26, 2023.
99.2* | Supplemental Presentation dated April 26, 2023.
104 | The cover page from this Current Report on Form 8-K formatted in Inline XBRL (included as Exhibit 101).

__________________

* The information furnished under Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

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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: April 27, 2023 | By: | /s/ Jason Dubinsky
| Name: | Jason Dubinsky
| Title: | Chief Financial Officer

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