AI interpretation based on checked source excerpts. Issuer assertions and evidence limitations remain explicit.
Policy quality-scores-2: six equally weighted categories. The overall score requires full coverage. Missing inputs are not zero. Qualitative grades are sourced interpretations, not probabilities. 5/6 · 18/10/2026
Moat63
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
structural advantage · 3/4 · Licensed index intellectual property, proprietary analytics and strong retained subscriptions demonstrate a current embedded franchise. Competitive superiority and replacement costs are not quantified.
durability · 2/4 · Recurring contractual relationships and strong Index retention support persistence, but renewal rights, self-indexing capability and potentially low entry barriers limit confidence in long-duration protection.
customer dependency · 3/4 · Index licenses form the basis of client investment products and Analytics provides ongoing proprietary-model access. Retention supports dependency, although switching friction remains inferred and asset-based licenses lack a retention measure.
erosion resilience · 2/4 · Improving consolidated retention and organic subscription growth demonstrate resilience. Sustainability and Climate retention fell to 92.6% from 94.2%, while concentrated clients retain negotiating and competitive options.
Pricing power—
Insufficient evidence for every rubric criterion; no category score is inferred.
realized pricing · — · Contractual escalators establish agreed pricing provisions, but their realized contribution is undisclosed. Sales combine new contracts, expansions and price changes; no observed net pricing outcome can be isolated.
retention · 3/4 · Reported first-half 2026 subscription retention of 95.3%, versus 94.8% a year earlier, directly demonstrates repeat demand. Index reached 97.2%; weaker Sustainability and Climate retention limits breadth. These are annualized product-level subscription metrics, excluding asset-based fees.
margin resilience · 3/4 · First-half operating margin rose to 55.0% from 52.8% despite higher technology, market-data and professional-fee costs. This demonstrates operating resilience, although segment outcomes were uneven and margins do not independently prove pricing power.
contractual freedom · 2/4 · Multi-period contractual escalators demonstrate some ability to agree favorable terms. Renewal and cancellation rights and variable-license renegotiation constrain discretion; unilateral repricing rights are not disclosed.
Predictability100
Five consecutive annual periods. Equal weights: nondeclining revenue frequency; revenue-growth volatility (5–40pp); positive FCF frequency; FCF-margin volatility (3–20pp). Stability indicator, not a growth forecast.
- Nondeclining revenue years (%)
- 100.00
- Revenue growth volatility (pp)
- 1.42
- Positive FCF years (%)
- 100.00
- FCF margin volatility (pp)
- 2.04
Financial strength42
Equal-weight grades: debt/FCF (1–8x), net debt/earnings before interest and tax (0–5x), interest service (1–12x), current ratio (0.75–2x). Earnings use reported operating income, or reported pretax profit plus reported interest expense when operating income is unavailable. Interest service uses earnings/interest expense; if unavailable, it uses reported operating cash flow/cash interest paid, without relabeling cash paid as accrued expense. Nonpositive cash flow/earnings score 0 for their service component; reported zero interest with a positive numerator scores 100. Net cash scores 100 for net leverage. Missing disclosures remain unavailable. General nonfinancial-company rubric, not a credit rating; exceptional and nonoperating gains are not normalized out. IFRS finance-cost and cash-flow classifications retain their reported scope.
- debtFcfGrade
- 57.09
- netDebtEbitGrade
- 33.63
- interestCoverageGrade
- 65.13
- currentRatioGrade
- 11.91
- Debt / FCF (x)
- 4.00
- Net debt / operating income (x)
- 3.32
- Interest coverage (x)
- 8.16
- Current ratio (x)
- 0.90
Capital allocation98
Three-year equal-weight indicators: pretax return on average invested capital (0–25%; equity + debt − cash, each year and its prior year), share-count growth (0–5%, lower better), share-based cost/revenue (2–20%, lower better), consolidated FCF/net income (0–1x). Return uses reported operating income or, if unavailable, EBIT calculated from reported pretax profit plus reported interest expense; exceptional/nonoperating gains are not normalized out. Share-based cost uses the reported cash-flow add-back or, if absent, separately reported recognized compensation expense; the latter never becomes an FCF adjustment. Nonpositive net income scores 0 for cash conversion; absent income/FCF stays unavailable. Nonpositive invested capital has no defined return and remains unavailable. Does not establish acquisition quality or buyback timing.
- 3-year pre-tax operating return (%)
- 50.07
- 3-year average dilution (%)
- -1.78
- 3-year average SBC / revenue (%)
- 3.24
- cashConversionGrade
- 100.00
Management63
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
capital discipline · 2/4 · Operating cash generation increased to $1.588 billion in 2025 and repurchases reduced outstanding shares. However, $2.419 billion of repurchases plus approximately $557 million of distributed dividends exceeded operating cash flow, and debt and declining cash remain counterweights. Repurchase value creation and acquisition returns are unproven.
incentive alignment · 3/4 · The actual 2025 program included three-year TSR-based PSUs with a post-vesting holding period, revenue/EPS-based options and three-year RSUs. Hedging and pledging prohibitions strengthen alignment. Adjusted EPS incentives can benefit from repurchases; actual executive ownership is absent.
execution · 2/4 · Organic recurring subscription Run Rate grew 8.1% and consolidated net recurring sales improved, demonstrating execution through operating outcomes. Results remain mixed: Analytics net sales softened, Sustainability and Climate retention deteriorated, and 2025 incentive-plan Total Net Sales achievement was 82.5% of target.
governance · 3/4 · Actual independent-director executive sessions after all eight 2025 board meetings, disclosed attendance and an established compensation recoupment policy support meaningful oversight. Combined chairman, CEO and president roles temper the assessment; disclosures do not establish exceptional governance outcomes.
Evidence
The following table presents our recurring subscription sales, cancellations and non-recurring sales for the periods indicated: Three Months Ended Six Months Ended (in millions) June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025 Index New recurring subscription sales $ 34.4 $ 29.2 $ 67.2 $ 51.7 Subscription cancellations (6.3) (9.2) (14.3) (17.5) Net new recurring subscription sales $ 28.1 $ 20.0 $ 52.9 $ 34.2 Non-recurring sales $ 14.9 $ 17.5 $ 31.6 $ 29.9 Total gross sales $ 49.3 $ 46.7 $ 98.8 $ 81.6 Total Index net sales $ 43.0 $ 37.5 $ 84.5 $ 64.1 Analytics New recurring subscription sales $ 22.1 $ 25.8 $ 39.2 $ 39.0 Subscription cancellations (10.9) (11.0) (19.8) (18.9) Net new recurring subscription sales $ 11.2 $ 14.8 $ 19.4 $ 20.1 Non-recurring sales $ 3.0 $ 5.8 $ 5.7 $ 8.0 Total gross sales $ 25.1 $ 31.6 $ 44.9 $ 47.0 Total Analytics net sales $ 14.2 $ 20.6 $ 25.1 $ 28.1 Sustainability and Climate New recurring subscription sales $ 9.3 $ 10.3 $ 16.8 $ 17.5 Subscription cancellations (7.4) (5.3) (14.0) (10.0) Net new recurring subscription sales $ 1.9 $ 5.0 $ 2.8 $ 7.5 Non-recurring sales $ 2.2 $ 1.3 $ 3.2 $ 3.2 Total gross sales $ 11.5 $ 11.6 $ 20.0 $ 20.7 Total Sustainability and Climate net sales $ 4.1 $ 6.3 $ 6.0 $ 10.7 All Other - Private Assets New recurring subscription sales $ 10.8 $ 9.9 $ 21.0 $ 19.6 Subscription cancellations (4.5) (5.9) (9.0) (11.5) Net new recurring subscription sales $ 6.3 $ 4.0 $ 12.0 $ 8.1 Non-recurring sales $ 0.5 $ 0.7 $ 1.3 $ 1.8 Total gross sales $ 11.3 $ 10.6 $ 22.3 $ 21.4 Total All Other - Private Assets net sales $ 6.8 $ 4.7 $ 13.3 $ 9.9 Consolidated New recurring subscription sales $ 76.6 $ 75.2 $ 144.2 $ 127.8 Subscription cancellations (29.1) (31.4) (57.1) (57.9) Net new recurring subscription sales $ 47.5 $ 43.8 $ 87.1 $ 69.9 Non-recurring sales $ 20.6 $ 25.3 $ 41.8 $ 42.9 Total gross sales $ 97.2 $ 100.5 $ 186.0 $ 170.7 Total net sales $ 68.1 $ 69.1 $ 128.9 $ 112.8 37 Table of Contents Retention Rate The following table presents our Retention Rate for the periods indicated: Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Index 97.5% 96.0% 97.2% 96.3% Analytics 94.3% 93.7% 94.8% 94.6% Sustainability and Climate 92.3% 93.8% 92.6% 94.2% All Other - Private Assets 93.8% 91.2% 93.8% 91.4% Total 95.3% 94.4% 95.3% 94.8% Retention Rate is a key performance metric that provides insight into the stability and durability of MSCI’s recurring revenue base.
MD&A, subscription sales, cancellations and Retention Rate, page 37 · Filed 21/07/2026
With respect to licenses to create indexed investment products, such as ETFs, passively managed funds, or licenses which allow certain exchanges to use MSCI’s indexes as the basis for futures and options contracts, MSCI’s performance obligation allows customers to use the Company’s intellectual property (e.g., the indexes) as the basis of the funds or other investment products the customers create over the term of the agreement.
Revenue recognition, licenses for indexed investment products · Filed 09/02/2024
Analytics segment operating revenues are recognized as MSCI satisfies performance obligations through providing access to its proprietary models or hosted applications and, in some cases, delivery of managed services, which are typically satisfied over time, and accordingly, operating revenues are recognized ratably over the term of the service period.
Revenue recognition, Analytics proprietary models and hosted applications · Filed 09/02/2024
A substantial portion of MSCI’s operating revenues is derived from recurring subscriptions or licenses for products and services that are ongoing in nature and provided over contractually agreed periods, which are subject to renewal or cancellation upon the expiration of the then current term.
Supplemental operating metrics, recurring subscriptions and license terms · Filed 11/03/2026
We do not calculate Retention Rate for the portion of Run Rate attributable to Asset-based Fees.
MD&A, Retention Rate exclusions · Filed 21/07/2026
For example, a number of our clients have obtained regulatory clearance to create indexes for use as the basis of ETFs that they manage and others have invested in direct indexing strategies, allowing investors to purchase individual stocks making up an index rather than investing in a fund or ETF.
Risk factors, client self-provisioning and direct indexing · Filed 09/02/2024
Our clients that pay us a variable license fee (e.g., based on the assets under management or total expense ratio or trading volumes of an indexed investment product) may seek to negotiate a lower fee structure or may lower the total expense ratio of such products or may cease using our indexes, which could limit the growth of or decrease our revenues from asset-based or other variable fees and have a material adverse effect on our business, financial condition or results of operations.
Risk factors, variable license fee renegotiation and index termination · Filed 06/02/2026
For the six months ended June 30, 2026, our largest client organization by revenue, BlackRock, accounted for 11.8% of our consolidated operating revenues, with 96.6% of the operating revenues from BlackRock coming from fees based on the assets in BlackRock’s ETFs and non-ETF products that are based on our indexes.
MD&A, largest client concentration for the six months ended June 30, 2026 · Filed 21/07/2026
Certain of our clients are also significant shareholders, competitors or distributors of our content, including some of our largest clients, such as BlackRock.
Risk factors, clients with overlapping shareholder, competitor or distributor relationships · Filed 06/02/2026
Record annual inflows of $204 billion into ETFs linked to MSCI equity indexes helped drive total ETF and non-ETF assets under management linked to our indexes to approximately $7 trillion.
Chairman and CEO discussion, 2025 index-linked ETF inflows and assets · Filed 11/03/2026
We are continually developing a wide range of differentiated content and have amassed an extensive database of global market data; proprietary index data; sustainability and climate data and metrics; factor models; private asset performance, transaction and benchmark data, including fund-and asset-level data; and risk algorithms, all of which can be critical to our clients’ investment processes.
Business, management's description of proprietary content and accumulated databases · Filed 07/02/2025
The following table presents Run Rates as of the dates indicated and the growth percentages over the periods indicated: 35 Table of Contents As of (in millions) June 30, 2026 June 30, 2025 Run Rate Growth % Organic Run Rate Growth % Index: Recurring subscriptions $ 1,078.8 $ 968.7 11.4 % 11.1 % Asset-based fees 948.2 757.3 25.2 % 25.0 % Index total 2,027.0 1,726.0 17.4 % 17.2 % Analytics 773.3 730.6 5.8 % 6.6 % Sustainability and Climate 376.8 369.8 1.9 % 3.2 % All Other - Private Assets 302.6 280.3 8.0 % 8.3 % Total Run Rate $ 3,479.7 $ 3,106.7 12.0 % 12.3 % Recurring subscriptions total $ 2,531.5 $ 2,349.4 7.8 % 8.1 % Asset-based fees 948.2 757.3 25.2 % 25.0 % Total Run Rate $ 3,479.7 $ 3,106.7 12.0 % 12.3 % Total Run Rate increased 12.0%, driven by a 7.8% increase from recurring subscriptions and a 25.2% increase from asset-based fees.
MD&A, Run Rate and organic growth as of June 30, 2026, page 35 · Filed 21/07/2026
Barriers to entry may be low or declining in many markets, including for single-purpose product companies, supporting new competitors.
Risk factors, potentially low or declining entry barriers · Filed 06/02/2026
For example, more broker-dealers, data suppliers, credit rating agencies, analytics firms, technology providers (including AI providers) or other market participants or vendors could begin developing their own content such as proprietary risk analytics, sustainability and climate data or indexes.
Risk factors, potential competing content providers including AI providers · Filed 06/02/2026
•Multi-period agreements with contractual price escalators where the total revenue is recognized ratably over the contract period.
MD&A, multi-period agreements with contractual price escalators · Filed 21/07/2026
New recurring subscription sales represent the annualized value of additional client commitments entered into during the period - such as new Client Contracts, expansions of existing Client Contracts or price increases - that contribute to Run Rate.
MD&A, definition of new recurring subscription sales · Filed 21/07/2026
The following table presents non-GAAP Adjusted EBITDA for the periods indicated: Three Months Ended June 30, Six Months Ended June 30, (in millions) 2026 2025 2026 2025 Operating revenues $ 867.0 $ 772.7 $ 1,717.8 $ 1,518.5 Adjusted EBITDA expenses 328.5 298.3 674.6 618.5 Adjusted EBITDA $ 538.5 $ 474.4 $ 1,043.2 $ 900.0 Operating margin % 56.2 % 55.0 % 55.0 % 52.8 % Adjusted EBITDA margin % 62.1 % 61.4 % 60.7 % 59.3 % Reconciliation of Net Income to Adjusted EBITDA and Operating Expenses to Adjusted EBITDA Expenses The following table presents the reconciliation of net income to Adjusted EBITDA for the periods indicated: Three Months Ended June 30, Six Months Ended June 30, (in millions) 2026 2025 2026 2025 Net income $ 342.0 $ 303.7 $ 748.0 $ 592.3 Provision for income taxes 75.3 74.1 58.5 116.6 Other expense (income), net 70.2 47.5 137.9 93.4 Operating income 487.5 425.3 944.4 802.3 Amortization of intangible assets 43.8 43.7 85.7 87.6 Depreciation and amortization of property, equipment and leasehold improvements 6.2 5.4 12.1 10.1 Acquisition-related integration and transaction costs1 1.0 — 1.0 — Consolidated Adjusted EBITDA $ 538.5 $ 474.4 $ 1,043.2 $ 900.0 Index Adjusted EBITDA 397.8 330.2 773.0 641.8 Analytics Adjusted EBITDA 88.0 92.6 170.8 168.6 Sustainability and Climate Adjusted EBITDA 35.6 31.7 68.6 55.5 All Other - Private Assets Adjusted EBITDA 17.1 19.9 30.8 34.1 Consolidated Adjusted EBITDA $ 538.5 $ 474.4 $ 1,043.2 $ 900.0 ___________________________ 1Represents transaction expenses and other costs directly related to certain announced or completed acquisitions and the integration of such acquisitions, including professional fees, severance expenses and regulatory filing fees, in each case only to the extent incurred no later than 12 months following the closing of the relevant acquisition.
MD&A, operating margins and segment Adjusted EBITDA reconciliation · Filed 21/07/2026
Non-Compensation Expenses Non-compensation expenses increased 23.5% and 20.3%, respectively, for the three and six months ended June 30, 2026, primarily driven by increased information technology costs, market data costs and professional fees costs, as well as a decrease in the favorable fair value adjustment on contingent consideration related to the Fabric RQ, Inc.
MD&A, increases in non-compensation expenses · Filed 21/07/2026
Cash Flows The following table presents the Company’s cash and cash equivalents, including restricted cash, as of the dates indicated: As of (in thousands) December 31, 2025 December 31, 2024 Cash and cash equivalents (includes restricted cash of $3,667 and $3,497 at December 31, 2025 and December 31, 2024, respectively) $ 515,332 $ 409,351 The following table presents the breakdown of the Company’s cash flows for the periods indicated: Years Ended (in thousands) December 31, 2025 December 31, 2024 Net cash provided by operating activities $ 1,588,446 $ 1,501,627 Net cash (used in) investing activities (130,064) (144,255) Net cash (used in) financing activities (1,361,990) (1,402,308) Effect of exchange rate changes 9,589 (7,406) Net increase (decrease) in cash, cash equivalents and restricted cash $ 105,981 $ (52,342) Cash and Cash Equivalents We typically seek to maintain minimum cash balances globally of approximately $225.0 million to $275.0 million for general operating purposes.
Liquidity and capital resources, 2025 and 2024 cash flows · Filed 06/02/2026
Common Stock Dividends The following table provides information with respect to repurchases of the Company’s common stock made on the open market: Year Ended (in thousands, except per share data) Average Price Paid Per Share Total Number of Shares Repurchased Dollar Value of Shares Repurchased(1) December 31, 2025 $ 559.54 4,322 $ 2,418,512 December 31, 2024 $ 537.72 1,507 $ 810,176 December 31, 2023 $ 468.26 980 $ 458,721 _____________________________ (1)The values in this column exclude the 1% excise tax incurred on share repurchases pursuant to the Inflation Reduction Act.
Note 11, actual share repurchases for 2023–2025 · Filed 06/02/2026
The following table presents dividends declared per common share as well as total amounts declared, distributed and deferred for the periods indicated Dividends (in thousands, except per share data) Per Share Declared Distributed (Released)/ Deferred 2025 Three Months Ended March 31, $ 1.80 $ 141,392 $ 143,820 $ (2,428) Three Months Ended June 30, 1.80 140,004 139,753 251 Three Months Ended September 30, 1.80 138,148 137,865 283 Three Months Ended December 31, 1.80 135,461 135,171 290 Year Ended December 31, $ 7.20 $ 555,005 $ 556,609 $ (1,604) 2024 Three Months Ended March 31, $ 1.60 $ 129,444 $ 131,378 $ (1,934) Three Months Ended June 30, 1.60 127,304 126,958 346 Three Months Ended September 30, 1.60 126,185 125,763 422 Three Months Ended December 31, 1.60 125,576 125,163 413 Year Ended December 31, $ 6.40 $ 508,509 $ 509,262 $ (753) 2023 Three Months Ended March 31, $ 1.38 $ 111,986 $ 112,189 $ (203) Three Months Ended June 30, 1.38 110,383 110,147 236 Three Months Ended September 30, 1.38 109,847 109,408 439 Three Months Ended December 31, 1.38 109,887 109,399 488 Year Ended December 31, $ 5.52 $ 442,103 $ 441,143 $ 960 84 Table of Contents Common Stock The following table presents activity related to shares of common stock issued and repurchased for the periods indicated: Common Stock Issued Treasury Stock Common Stock Outstanding Balance At December 31, 2022 133,623,005 (53,663,016) 79,959,989 Dividend payable/paid 46 — 46 Common stock issued 188,798 — 188,798 Shares withheld for tax withholding — (81,789) (81,789) Shares repurchased under stock repurchase programs — (979,623) (979,623) Shares issued to Directors 5,483 (1,692) 3,791 Balance At December 31, 2023 133,817,332 (54,726,120) 79,091,212 Dividend payable/paid 104 — 104 Common stock issued 257,385 — 257,385 Shares withheld for tax withholding — (121,871) (121,871) Shares repurchased under stock repurchase programs — (1,506,682) (1,506,682) Shares issued to Directors 5,034 19,406 24,440 Balance At December 31, 2024 134,079,855 (56,335,267) 77,744,588 Dividend payable/paid 87 — 87 Common stock issued 237,775 — 237,775 Shares withheld for tax withholding — (99,973) (99,973) Shares repurchased under stock repurchase programs — (4,322,322) (4,322,322) Shares issued to Directors 2,116 912 3,028 Balance At December 31, 2025 134,319,833 (60,756,650) 73,563,183 Share-based Compensation The Company regularly issues share-based compensation to its employees and directors who are not employees of the Company.
Note 11, dividends and outstanding share activity · Filed 06/02/2026
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (in millions, except per share data) As of June 30, December 31, (unaudited) 2026 2025 ASSETS Current assets: Cash and cash equivalents (includes restricted cash of $3.7 and $3.7 at June 30, 2026 and December 31, 2025, respectively) $ 356.4 $ 515.3 Accounts receivable (net of allowances of $7.2 and $6.4 at June 30, 2026 and December 31, 2025, respectively) 884.4 986.7 Prepaid income taxes 104.0 69.3 Prepaid and other assets 91.4 73.5 Total current assets 1,436.2 1,644.8 Property, equipment and leasehold improvements, net 93.2 87.3 Right of use assets 141.5 112.9 Goodwill 2,974.2 2,923.4 Intangible assets, net 855.9 832.5 Deferred tax assets 45.7 45.9 Other non-current assets 55.8 55.7 Total assets $ 5,602.5 $ 5,702.5 LIABILITIES AND SHAREHOLDERS’ EQUITY (DEFICIT) Current liabilities: Accounts payable $ 17.2 $ 15.3 Income taxes payable 40.3 74.4 Accrued compensation and related benefits 157.2 242.9 Other accrued liabilities 254.1 265.4 Deferred revenue 1,136.9 1,231.8 Total current liabilities 1,605.7 1,829.8 Long-term debt 6,380.4 6,202.3 Long-term operating lease liabilities 138.9 107.5 Deferred tax liabilities 28.2 101.6 Other non-current liabilities 138.8 115.8 Total liabilities 8,292.0 8,357.0 Commitments and Contingencies (see Note 7) Shareholders’ equity (deficit): Preferred stock (par value $0.01; 100.0 shares authorized; no shares issued) — — Common stock (par value $0.01; 750.0 common shares authorized; 134.5 and 134.4 common shares issued and 72.7 and 73.6 common shares outstanding at June 30, 2026 and December 31, 2025, respectively) 1.3 1.3 Treasury shares, at cost (61.8 and 60.8 common shares held at June 30, 2026 and December 31, 2025, respectively) (10,400.0) (9,834.4) Additional paid in capital 1,889.9 1,802.5 Retained earnings 5,876.7 5,427.6 Accumulated other comprehensive loss (57.4) (51.5) Total shareholders’ equity (deficit) (2,689.5) (2,654.5) Total liabilities and shareholders’ equity (deficit) $ 5,602.5 $ 5,702.5 See Notes to Condensed Consolidated Financial Statements (Unaudited) 4 Table of Contents MSCI INC.
Condensed consolidated statements of financial condition at June 30, 2026 · Filed 21/07/2026
Compensation Element Type of Pay Purpose 2025 Program Annual Base Salary Starts on page 72 Fixed – Cash Provides certainty and predictability to guarantee a market-competitive compensation in exchange for investing in a career with MSCI •The only fixed component of our executive compensation program •For 2025, represented 6% of our CEO’s total annual compensation and an average of 12% of our other NEOs’ total compensation Annual Incentive (Cash Bonus) Starts on page 72 Variable, Short-Term, Performance-Based – Cash Provides a competitive annual cash bonus opportunity Intended to drive one-year performance results against financial targets and other Company, individual and leadership-focused goals •Metrics vary by NEO, but include: •Financial Metrics (80% weighting); for NEOs consisting of: •Revenue •Adjusted EPS •Total Net Sales (formerly referred to as Net New Sales) •Key Performance Indicator/ Culture and Leadership Goals (20% weighting) Long-Term Incentives Starts on page 77 Variable, Long-Term, Time and Performance-Based – Equity •PSUs •PSOs •RSUs Fosters an “owner-operator” mindset; closely aligns management’s interests with the long-term interests of our shareholders Promotes the retention of key members of our management team •PSUs which vest based on achievement of an absolute TSR performance metric over a cumulative 3-year performance period, with a 1-year post-vesting mandatory holding period •PSOs with a 3-year period which vest based on the level of achievement of a cumulative adjusted EPS performance metric and a cumulative revenue performance metric •RSUs which cliff vest after a 3-year vesting period •Each of Messrs.
Compensation discussion, actual 2025 executive compensation program, page 70 · Filed 11/03/2026
Do not allow any directors or employees, including all NEOs, to hedge or pledge our common stock, engage in short sales, purchases or sales of options, puts or calls, as well as derivatives such as swaps, forwards or futures or trade on a short-term basis in our common stock
Executive compensation policies, prohibition on hedging and pledging · Filed 11/03/2026
Threshold Target Maximum Actual Metrics Target $mm(1) % Of Target Payout (% Of Opportunity) % Of Target Payout (% Of Opportunity) % Of Target Payout (% Of Opportunity) % Of Target Payout (% Of Opportunity) MSCI Revenue 3,121.5 95 % 50 % 100 % 100 % 105 % 150 % 100.4 % 104.2 % MSCI Adjusted EPS 16.88 90 % 50 % 100 % 100 % 110 % 150 % 102.4 % 111.8 % MSCI Total Net Sales(2) 290.5 50 % 50 % 100 % 100 % 110 % 150 % 82.5 % 82.5 % (1)Except adjusted EPS, which is not stated in millions.
Compensation discussion, 2025 financial targets and actual achievement · Filed 11/03/2026
38 Corporate Governance Engagement and Evaluation of Our Board Attendance at Board Meetings and Annual Meeting of Shareholders Each director attended at least 8 8 4 75 percent Board meetings Executive Sessions, which followed the Board meetings occasions where the Board took action by unanimous written consent of the total Board meetings and committee meetings on which the director served that were held while the director was a member Our Board met eight times, held independent director executive sessions following all eight meetings and took action by written consent on four occasions during 2025.
Corporate governance, actual 2025 board attendance and independent executive sessions · Filed 11/03/2026
Under the Company’s revised Management Committee Compensation Recoupment Policy, the Compensation Committee may, to the extent permitted by applicable law, recoup any incentive compensation (cash and equity) received by members of the Company’s Management Committee and the Company’s Principal Accounting Officer in the event of a restatement of financial or other performance-based measures (regardless of whether detrimental conduct has occurred) or in the event that detrimental conduct results in an increased level of performance goal achievement or otherwise causes material financial and/or reputational harm to the Company, as described below.
Compensation discussion, revised management compensation recoupment policy · Filed 11/03/2026
Fernandez, 67 CHAIRMAN, CEO AND PRESIDENT Director Since: 2007 Core Competencies: Core Competencies: •Executive Leadership •Global Perspective •Corporate Development •Financial Reporting and Capital Allocation •Corporate/Enterprise Risk Management •Client Relations, Marketing and Brand Development •Human Capital Management •Executive Leadership •Investment Industry Expertise •Global Perspective •Regulatory, Government and Public Policy Engagement •Corporate Development •Financial Reporting and Capital Allocation •Corporate/Enterprise Risk Management •Client Relations, Marketing and Brand Development •Sustainability and Climate Practices •Human Capital Management Mr.
Director biographies, combined chairman, CEO and president roles · Filed 11/03/2026
For interim (non-annual) periods, Retention Rate is presented on an annualized basis.
MD&A, annualization of interim Retention Rate · Filed 21/07/2026
Second, our integrated OneMSCI ecosystem generates powerful network effects by enabling our product lines to enhance one another.
Chairman and CEO letter, asserted OneMSCI network effects · Filed 11/03/2026