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. 4/6 · 18/10/2026
Moat56
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
structural advantage · 3/4 · Proprietary assessment licensing, substantial index-linked ETF assets and expanding enterprise use demonstrate established commercial assets beyond a generic brand assertion. Competitive superiority across every division and regulatory barriers remain unproven.
durability · 2/4 · Subscriptions, surveillance demand and enterprise expansion support continuing use. The limited observation period and missing exclusivity or replacement-cost evidence constrain durability; AI-related intellectual-property uncertainty is a prospective vulnerability.
customer dependency · 2/4 · Existing enterprise customers buy expanded offerings, and subscriptions dominate Market Intelligence revenue. This indirectly supports customer reliance, but does not demonstrate indispensable products or costly switching.
erosion resilience · 2/4 · Recent subscription growth and enterprise expansion show continued demand despite competitive pressures. They do not establish resilience through substantial AI substitution or an integrity failure; those remain possible rather than realized adverse outcomes.
Pricing power63
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
realized pricing · 2/4 · Ratings transaction and non-transaction revenue benefited from improved contract terms, demonstrating a favorable realized commercial outcome. The passages do not quantify price increases separately or establish sustained pricing across continuing divisions.
retention · 3/4 · Expanded purchases by existing Energy enterprise customers, growing Market Intelligence subscriptions and increased Ratings surveillance revenue provide strong indirect evidence of repeat demand. These are operating indicators, not disclosed renewal or churn rates.
margin resilience · 3/4 · Ratings and Market Intelligence increased operating profit after disclosed adjustments while absorbing compensation, technology and investment costs. This supports current cost absorption, although gains and adjustments complicate reported comparisons and the evidence does not cover a severe downturn.
contractual freedom · 2/4 · Actual improvements in Ratings contract terms demonstrate some ability to negotiate favorable economics. Proprietary-data licensing supplies an additional contractual revenue mechanism, but unilateral price-setting rights, termination constraints and repricing schedules are not disclosed.
Predictability—
Five consecutive annual periods are required for predictability; the accepted history is incomplete.
Financial strength63
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
- 80.02
- netDebtEbitGrade
- 64.98
- interestCoverageGrade
- 100.00
- currentRatioGrade
- 5.95
- Debt / FCF (x)
- 2.40
- Net debt / operating income (x)
- 1.75
- Interest coverage (x)
- 22.57
- Current ratio (x)
- 0.82
Capital allocation—
Missing annual observations required by this category.
Management63
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
capital discipline · 2/4 · First-half 2026 operating cash flow of $2.476 billion supported $65 million of capital expenditure, $1.5 billion of repurchases and $575 million of dividends. Cash increased alongside debt financing. However, 2025 distributions exceeded adjusted free cash flow, and acquisition returns and repurchase value creation are not established.
incentive alignment · 2/4 · The disclosed 2025 program links substantial variable pay to revenue, profitability and EPS, with three-year long-term vesting. Alignment is tempered by adjusted financial measures, EPS sensitivity to repurchases and contractual severance and accelerated vesting. Actual executive ownership is missing.
execution · 3/4 · Revenue growth across reportable segments, Market Intelligence profit growth after adjustments and the completed Mobility separation support strong recent execution. This judgment uses operating outcomes indirectly; market conditions also contributed, and management's own scorecard reports modest underperformance in some strategic-growth areas.
governance · 3/4 · An independent chair, independent board apart from the CEO, annual elections, majority voting and proxy access establish substantive governance protections. Independent directors actually held executive sessions in 2025. The 25% special-meeting threshold limits shareholder access, and these practices do not prove exceptional governance outcomes.
Evidence
Energy’s revenue is generated primarily through the following sources: •Subscription revenue — primarily from subscriptions to our market data and market insights (price assessments, market reports and commentary and analytics) along with other information products and software term licenses; 8 Table of Contents •Sales usage-based royalties — primarily from licensing our proprietary market price data and price assessments to commodity exchanges; and •Non-subscription revenue — conference sponsorship, consulting engagements, events, and perpetual software licenses.
Business — Energy revenue sources and proprietary price-data licensing · Filed 11/02/2026
•Our reputation, credibility, and the strength of our brand are key competitive strengths.
Risk factors — issuer assertion concerning reputation, credibility and brand · Filed 11/02/2026
The increase at Energy was primarily due to continued demand for market data and market insights products driven by expanded product offerings to our existing customers under enterprise use contracts.
MD&A — Energy demand and expansion within existing enterprise customers · Filed 28/07/2026
45 The following table provides revenue and segment operating profit information for the periods ended June 30: (in millions) Three Months Six Months 2026 2025 % Change 2026 2025 % Change Revenue $ 1,290 $ 1,217 6% $ 2,586 $ 2,416 7% Subscription revenue $ 1,076 $ 1,017 6% $ 2,128 $ 2,010 6% Recurring variable revenue $ 173 $ 158 9% $ 341 $ 308 11% Non-subscription revenue $ 41 $ 42 (1)% $ 117 $ 98 19% % of total revenue: Subscription revenue 83 % 84 % 82 % 83 % Recurring variable revenue 14 % 13 % 13 % 13 % Non-subscription revenue 3 % 3 % 5 % 4 % U.S.
Segment review — Market Intelligence subscription and recurring revenue · Filed 28/07/2026
54 Three Months Revenue at Indices increased 20% primarily due to an increase in asset linked fees revenue driven by higher levels of assets under management (“AUM”) for ETFs and mutual funds, higher exchange-traded derivative revenue and higher data subscription revenue.
Segment review — Indices revenue growth and its drivers · Filed 28/07/2026
Ending AUM for ETFs increased 34% to $6.350 trillion compared to June 30, 2025 and average levels of AUM for ETFs increased 38% to $6.046 trillion compared to the three months ended June 30, 2025.
Segment review — ETF assets linked to indices · Filed 28/07/2026
Transaction and non-transaction revenue also benefited from improved contract terms across product categories.
MD&A — Ratings benefits from improved contract terms · Filed 11/02/2026
Given the importance of data to our products and services, the continued growth of publicly available free or relatively inexpensive information could materially reduce demand for our products and services.
Risk factors — potential substitution by free or inexpensive information · Filed 11/02/2026
•We do not yet know whether intellectual property laws and regulations in the jurisdictions in which we operate will enable us to effectively protect our intellectual property rights from unintended use by AI.
Risk factors — uncertain intellectual-property protection against AI use · Filed 11/02/2026
Third parties could also use our data with AI tools to create their own insights and potentially supplant our products and services.
Risk factors — potential AI-enabled substitution using company data · Filed 11/02/2026
We believe our products and services are designed with appropriate methodologies, processes, and procedures to maintain independence and integrity; however, we may not be able to prevent third parties or market participants from working together or colluding to try to manipulate their inputs and thus the resulting outputs of our products and services.
Risk factors — potential manipulation of third-party product inputs · Filed 11/02/2026
administration; •the volatility and health of debt, equity, commodities and energy markets, including credit quality and spreads, the composition and mix of credit maturity profiles, the level of liquidity and future debt issuances, equity flows from active to passive, fluctuations in average asset prices in global equities, demand for investment products that track indices and assessments and trading volumes of certain exchange traded derivatives; •the demand and market for credit ratings in and across the sectors and geographies where the Company operates; •the Company’s ability to maintain adequate physical, technical and administrative safeguards to protect the security of confidential information and data, or protect against a system or network disruption that results in regulatory penalties and remedial costs or improper disclosure of confidential information or data; •the outcome of litigation, government and regulatory proceedings, investigations and inquiries; •concerns in the marketplace affecting the Company’s credibility or otherwise affecting market perceptions of the integrity or utility of independent credit ratings, benchmarks, indices and other services; •the level of merger and acquisition activity in the United States and abroad; •the level of the Company’s future cash flows and capital investments; •the effect of competitive products (including those incorporating artificial intelligence ("AI")) and pricing, including the level of success of new product developments and global expansion; •the impact of customer cost-cutting pressures; •a decline in the demand for our products and services by our customers and other market participants; •our ability to develop new products or technologies, to integrate our products with new technologies (e.g., AI), or to compete with new products or technologies offered by new or existing competitors; •the introduction of competing products (including those developed by AI) or technologies by other companies; •our ability to protect our intellectual property from unauthorized use and infringement, including by others using AI technologies, and to operate our business without violating third-party intellectual property rights, including through our own use of AI in our products and services; •our ability to attract, incentivize and retain key employees, especially in a competitive business environment; •our ability to successfully navigate key organizational changes; •the continuously evolving regulatory environment in Europe, the United States and elsewhere around the globe affecting each of our businesses and the products they offer, and our compliance therewith; •the Company’s exposure to potential criminal sanctions or civil penalties for noncompliance with foreign and U.S.
Forward-looking risk disclosures — market sensitivity, competition and customer spending pressures · Filed 28/07/2026
Non-transaction revenue increased primarily due to an increase in surveillance revenue and an increase in revenue at our Crisil subsidiary.
MD&A — Ratings surveillance and subsidiary revenue growth · Filed 11/02/2026
Operating profit increased 11%. Excluding the impact of higher legal costs in 2025 of 1 percentage point, operating profit increased 12% primarily due to revenue growth and decreased incentive costs, partially offset by higher compensation costs driven by annual merit increases and additional headcount, and an increase in strategic investments.
MD&A — Ratings operating-profit growth and compensation and investment costs · Filed 11/02/2026
Operating profit increased 53%. Excluding the impact of a higher gain on disposition in 2026 of 42 percentage points, higher employee severance charges in 2025 of 3 percentage points and Executive Leadership Transition costs in 2025 of 1 percentage point, partially offset by higher amortization of intangibles from acquisitions in 2026 of 3 percentage points, operating profit increased 10% primarily due to revenue growth, partially offset by expenses associated with recent acquisitions, higher compensation costs and an increase in technology costs.
Segment review — Market Intelligence reported and adjusted operating-profit growth · Filed 28/07/2026
6 S&P Global Inc. Consolidated Statements of Cash Flows (Unaudited) (in millions) Six Months Ended June 30, 2026 2025 Operating Activities: Net income $ 2,828 $ 2,331 Adjustments to reconcile net income to cash provided by operating activities: Depreciation 64 51 Amortization of intangibles 551 537 Provision for losses on accounts receivable 27 17 Deferred income taxes (114) (138) Stock-based compensation 95 92 Gain on dispositions (186) (3) Other 77 250 Changes in operating assets and liabilities, net of effect of acquisitions and dispositions: Accounts receivable (92) (101) Prepaid and other current assets (55) (20) Accounts payable and accrued expenses (403) (524) Unearned revenue (119) 137 Other current liabilities (123) (140) Net change in prepaid/accrued income taxes 8 2 Net change in other assets and liabilities (82) (93) Cash provided by operating activities 2,476 2,398 Investing Activities: Capital expenditures (65) (104) Acquisitions, net of cash acquired (26) (25) Proceeds from dispositions, net 361 15 Changes in short-term investments (18) (17) Cash provided by (used for) investing activities 252 (131) Financing Activities: Additions to short-term debt, net 110 — Proceeds from issuance of senior notes, net 1,986 — Payments on senior notes (3) (4) Dividends paid to shareholders (575) (589) Distributions to noncontrolling interest holders (162) (168) Repurchase of treasury shares (1,500) (1,301) Employee withholding tax on share-based payments, excise tax payments on share repurchases, contingent consideration payments and other (148) (100) Cash used for financing activities (292) (2,162) Effect of exchange rate changes on cash (40) 76 Net change in cash, cash equivalents, and restricted cash 2,396 181 Cash, cash equivalents, and restricted cash at beginning of period 1,745 1,666 Cash, cash equivalents, and restricted cash at end of period $ 4,141 $ 1,847 See accompanying notes to the unaudited consolidated financial statements.
Consolidated cash flows — first-half 2026 cash generation, investment, financing and shareholder distributions · Filed 28/07/2026
Consolidated Balance Sheets (in millions) June 30, 2026 December 31, 2025 (Unaudited) ASSETS Current assets: Cash and cash equivalents $ 4,134 $ 1,745 Restricted cash 7 — Accounts receivable, net of allowance for doubtful accounts: 2026 - $55; 2025 - $50 3,438 3,441 Prepaid and other current assets 1,010 914 Assets held for sale 120 196 Total current assets 8,709 6,296 Property and equipment, net of accumulated depreciation: 2026 - $852; 2025 - $861 254 278 Right of use assets 392 413 Goodwill 36,348 36,475 Other intangible assets, net 15,695 16,271 Equity investments in unconsolidated subsidiaries 613 603 Other non-current assets 895 864 Total assets $ 62,906 $ 61,200 LIABILITIES AND EQUITY Current liabilities: Accounts payable $ 611 $ 610 Accrued compensation and contributions to retirement plans 581 988 Short-term debt 2,572 718 Income taxes currently payable 238 180 Unearned revenue 3,929 4,088 Other current liabilities 1,166 1,010 Liabilities held for sale 28 43 Total current liabilities 9,125 7,637 Long-term debt 12,598 12,370 Lease liabilities — non-current 452 494 Pension and other postretirement benefits 177 178 Deferred tax liability — non-current 3,150 3,262 Other non-current liabilities 764 1,107 Total liabilities 26,266 25,048 Redeemable noncontrolling interests (Note 8) 5,024 4,917 Commitments and contingencies (Note 12) Equity: Common stock, $1 par value: authorized - 600 million shares; issued - 2026 and 2025 415 million shares 415 415 Additional paid-in capital 44,547 44,117 Retained income 25,618 23,666 Accumulated other comprehensive loss (772) (697) Less: common stock in treasury (38,307) (36,374) Total equity — controlling interests 31,501 31,127 Total equity — noncontrolling interests 115 108 Total equity 31,616 31,235 Total liabilities and equity $ 62,906 $ 61,200 See accompanying notes to the unaudited consolidated financial statements.
Consolidated balance sheets — cash and debt at June 30, 2026 and December 31, 2025 · Filed 28/07/2026
We returned $6.2 billion to shareholders, or 113% of adjusted free cash flow, which included the repurchase of over $5 billion in stock, while maintaining a steady record of more than 50 consecutive years of dividend increases.
Compensation discussion — 2025 shareholder returns relative to adjusted free cash flow · Filed 31/03/2026
Our executive compensation program: • aligns compensation with shareholder value on an annual and long-term basis through a combination of base pay, annual cash incentives and long-term stock-based incentives; • includes a mix of compensation elements that emphasizes performance results, with approximately 92% of CEO and 82% of our other NEOs’ 2025 total target annual compensation opportunity composed of variable, incentive-based at-risk pay, with a substantial portion contingent on meeting challenging, top-line and bottom-line short-term and long-term performance objectives; • delivers annual incentive payouts based on the achievement of approved quantitative performance goals, which were based on 2025 non-GAAP ICP Adjusted EBITA Margin and non-GAAP ICP Adjusted Revenue enterprise-level Company goals and, as appropriate for our division leaders, division-level goals; • aligns the interests of executives with those of shareholders through long-term stock-based incentives composed of Performance Share Units that are based on the achievement of non-GAAP ICP Adjusted EPS targets.
Proxy summary — actual 2025 compensation structure and incentive metrics · Filed 31/03/2026
In addition, because a significant portion of variable compensation is delivered in the form of long-term incentive awards which vest over three years, the value ultimately realized by our executives from these awards depends on company financial performance and stockholder value creation, as measured by the future value of our stock price.
Compensation discussion — three-year vesting of long-term incentive awards · Filed 31/03/2026
Kemps’ execution and non-revocation of a general release of claims against the Company: • severance pay equal to two times the sum of his annual base salary and target annual cash incentive opportunity, one-half of which is payable in equal installments for a period of 12 months, and the remainder of which is payable in a lump sum following the one-year anniversary of his termination date (or fully paid in a lump sum if the termination occurs during the 24-month period following a change-in-control of the Company); • a lump sum payment of his target annual cash incentive opportunity for the year of termination, prorated based on length of service through his termination date; • continued participation in Company-sponsored benefit plans and programs at active employee rates, to the extent permitted by applicable law and each respective plan; • accelerated vesting of any RSUs that would vest during the 24-month period following the termination date; • eligibility to vest in a pro-rata portion of any PSUs based on actual performance through the end of the performance period, with proration based on the number of months employed during the performance period, plus up to an additional 24 months of credit service, subject to a maximum of 36 months.
Executive compensation — contractual severance and equity-vesting provisions · Filed 31/03/2026
Some of the Company’s current corporate governance practices include: • an independent Board (except for our CEO), with an independent Board Chair and independent Committee Chairs; • director nominees are elected annually; • majority voting standard applies to uncontested director elections; • no required supermajority voting standard to amend governing documents; • By-Laws provide shareholders with a proxy access right; • regular executive sessions of independent directors, generally at each regularly scheduled Board and Committee meeting; • annual Board and Committee self-evaluations; and • proactive shareholder engagement.
Governance — board independence, annual elections, voting and proxy access · Filed 31/03/2026
In 2025, the independent Directors met in executive sessions at least 6 times without any member of management present.
Governance — independent directors' executive sessions during 2025 · Filed 31/03/2026
Given the Company’s existing right for shareholders to call a special meeting with a 25% ownership threshold and our strong corporate governance framework, the Board believes that this proposal is unnecessary and not in the best interests of the Company and its shareholders.
Governance — existing special-meeting threshold and board opposition to its reduction · Filed 31/03/2026
Six Months Revenue increased 10% driven by increases at all of our reportable segments.
MD&A — first-half 2026 revenue growth across reportable segments · Filed 28/07/2026
Mobility On July 1, 2026, the Separation of Mobility Global from S&P Global became effective.
Segment review — completed Mobility separation effective July 1, 2026 · Filed 28/07/2026
Based on the Compensation Committee’s review of the KPI results for performance against S&P Global Market Intelligence business-building goals in each of the five scorecard categories, the Committee determined that the 2025 achievement and funding for the division-level business-building goals was the following: Market Intelligence Scorecard Category Funding Achievement Against Market Intelligence KPIs Growth & Innovation 75% Modest underperformance in divisional strategic growth areas, offset by outperformance in client adoption of AI features and products Customer at the Core 150% Strong outperformance across metrics including Net Promoter Score and lead generation Data & Technology 150% Strong outperformance across metrics including AI-driven cost savings and AI-ready data Lead & Inspire 125% Outperformance across metrics including employee engagement survey results Execute & Deliver 100% Performance in line with the strategic metrics and goals set for the division, including three-year strategic investment ROI, audit, and cyber metrics Composite Market Intelligence Scorecard Funding 120% 60 2026 Proxy Statement TABLE OF CONTENTS COMPENSATION DISCUSSION AND ANALYSIS (continued) 2025 S&P Global Dow Jones Indices Short-Term Annual Incentive Targets, Funding and Adjustments (Mr.
Compensation discussion — Market Intelligence scorecard, including strategic-growth underperformance · Filed 31/03/2026
Reflects the peer group used in the Company’s Form 10-K filed with the SEC on February 11, 2026, consisting of: Moody’s Corporation, CME Group Inc., MSCI Inc., FactSet Research Systems Inc., Verisk Analytics, Inc., and Intercontinental Exchange, Inc.
Proxy summary — total-shareholder-return comparison peer group · Filed 31/03/2026
The capitalized asset will be amortized over a period consistent with the transfer to the customer of the goods or services to which the asset relates, calculated based on the customer term and the average life of the products and services underlying the contracts which has been determined to be approximately 2 to 5 years.
Accounting policies — estimated customer and product lives used for contract-cost amortization · Filed 28/07/2026
