Published
# S&P Global Inc. (NYSE: SPGI) — Narrative Sources: the annual report on Form 10-K for the fiscal year ended December 31, 2025 (SEC accession 0000064040-26-000013); the quarterly report on Form 10-Q for the quarter ended June 30, 2026 (SEC accession 0000064040-26-000045); and the second-quarter 2026 earnings release furnished on Form 8-K dated July 28, 2026 (SEC accession 0000064040-26-000040, Exhibit 99.1). --- ## Business *From the FY2025 10-K (accession 0000064040-26-000013), updated for the segment structure described in the Q2 2026 10-Q (accession 0000064040-26-000045).* S&P Global sells benchmarks, data, analytics and workflow software to the people who move money and commodities: asset managers, investment banks, commercial banks, insurers, exchanges, trading firms and debt issuers in the capital markets, and producers, consumers, traders and intermediaries across energy, chemicals, shipping, metals, carbon and agriculture. It charges for credit ratings on new debt issues and for the ongoing surveillance of those ratings; it licenses index benchmarks and collects a fee on the assets that track them; and it sells subscriptions to data platforms, price assessments and enterprise software. Roughly half of revenue is subscription-based, and the balance comes from debt-issuance fees, asset-linked index fees, exchange royalties and volume-based charges. In FY2025 the company earned $15,336 million of revenue, 51% of it subscription, 21% non-subscription/transaction (chiefly new-issue ratings fees), 13% non-transaction (ratings surveillance and relationship fees), 8% asset-linked index fees, 3% sales usage-based royalties and 4% recurring variable. By geography, $9,322 million (61%) was U.S. revenue and $6,014 million international, of which the European region contributed $3,531 million, Asia $1,640 million and the rest of the world $843 million. The company had approximately 44,500 permanent employees worldwide at December 31, 2025 — around 26,200 in Asia, 11,050 in the U.S. and Canada, 6,200 in Europe, the Middle East and Africa, and 1,050 in Latin America. S&P Global was incorporated in New York in December 1925. **Segments.** The FY2025 10-K reports five businesses — Market Intelligence, Ratings, Energy, Mobility and Indices. Effective July 1, 2026, following the separation of the Mobility business, operations consist of four reportable segments: Ratings, Indices, Energy and Market Intelligence. FY2025 revenue and segment operating profit by business (from the 10-K): | Segment | FY2025 revenue | FY2025 segment operating profit | | --- | --- | --- | | Market Intelligence | $4,916M | $991M | | Ratings | $4,724M | $3,013M | | Energy | $2,299M | $943M | | Indices | $1,850M | $1,271M | | Mobility | $1,747M | $378M | | Intersegment elimination | $(200)M | — | | **Total** | **$15,336M** | **$6,596M** segment operating profit | Segment operating profit is measured before Corporate Unallocated expense (an expense of $146 million in 2025, down from $305 million in 2024, net of a $270 million disposition gain) and equity in income on unconsolidated subsidiaries ($28 million). Total operating profit was $6,478 million. **Ratings** is an independent provider of credit ratings, research and analytics, with offices in over 25 countries and more than 150 years of history in the business. It splits revenue between *transaction* fees — ratings on new issues of corporate, government and structured-finance debt, plus bank loan ratings — and *non-transaction* fees for surveillance of existing ratings, annual relationship-based pricing programs, entity ratings, and global research and analytics at its Crisil subsidiary. Non-transaction revenue also includes an intersegment royalty charged to Market Intelligence for the right to use and distribute Ratings content, which was $172 million in 2025. Ratings is the highest-margin business in the group by a wide margin. **Market Intelligence** provides multi-asset-class data and analytics integrated with workflow software, sold to investment managers, banks, private equity firms, insurers, corporations, professional services firms, government agencies and regulators. In the FY2025 10-K it comprises three lines: *Data, Analytics & Insights* (the Capital IQ platforms — S&P Capital IQ Pro, Capital IQ, Office and Mobile — plus research, reference and market data, derived analytics and valuation services across public and private markets, issuer solutions, maritime & trade, financial institutions, telecoms/technology/media, energy transition and sustainability, and supply chain analytics); *Enterprise Solutions* (Wall Street Office, Enterprise Data Manager, Information Mosaic, iLevel, and bookbuilding platforms for municipal bonds, equities and fixed income); and *Credit & Risk Solutions*, the commercial arm that resells Ratings content as RatingsXpress, RatingsDirect and Credit Analytics. Effective July 1, 2026 the segment is reorganized into two business lines — *Kensho Data & Platforms* and *Enterprise Solutions* — with 451 Research and Maritime & Trade moving to Energy, pricing and reference data and Valuation Services moving into Enterprise Solutions, and Credit Analytics products moving to Ratings. **Energy** supplies information and benchmark prices to energy and commodity markets. Through June 30, 2026 it reported four lines — Energy & Resources Data & Insights; Price Assessments (including Platts price assessments and forward curves); Upstream Data & Insights; and Advisory & Transactional Services (consulting, conferences including CERAWeek, and global trading services). Effective July 1, 2026 it operates as two lines: *Platts* (benchmark products — Platts price assessments, forward curves, global trading services and related news) and *CERA* (proprietary data, research and content, marquee conferences, plus the inbound 451 Research and Maritime & Trade products). Revenue comes from subscriptions, sales usage-based royalties from licensing price data to commodity exchanges, and non-subscription conference, consulting and perpetual-licence revenue. **Indices** maintains valuation and index benchmarks for investment advisors, wealth managers and institutional investors. It earns asset-linked fees on ETFs and mutual funds tracking S&P Dow Jones Indices benchmarks, sales usage-based royalties on exchange-traded derivatives volumes, fixed and variable licensing fees for OTC derivatives and retail structured products, and data and custom-index subscription fees. Ending ETF assets under management rose 25% to $5.480 trillion in 2025, with average ETF AUM up 24% to $4.772 trillion. Indices is held through the S&P Dow Jones Indices LLC partnership with CME Group; a meaningful share of its operating profit is attributable to noncontrolling interests, and the company carried $4.9 billion of redeemable noncontrolling interest for that partnership at December 31, 2025. **Mobility** served the automotive value chain through Dealer, Manufacturing and Financial lines. Its results are included through June 30, 2026 and it is no longer part of the company (see Subsequent events). The company sold S&P Global Engineering Solutions on May 2, 2023. --- ## Risk factors *Condensed from Item 1A of the FY2025 10-K (accession 0000064040-26-000013).* **Revenue is tied to capital-market, index and commodity activity it does not control.** A significant component of ratings revenue is transaction-based and depends on the number and dollar volume of rated debt issued; conditions that reduce investor appetite for rated debt, or issuers' willingness or ability to issue, cut directly into it. Market Intelligence lines linked to debt and equity issuance move the same way. Indices depends on market volatility, the asset levels and notional values of index-linked products, and exchange-traded derivatives volumes, and on investor willingness to stay in index-linked products. Energy depends on volatility in energy and commodity markets. Macro weakness — recession, inflation, high or rising rates — constrains customer budgets and headcount across all of these markets and reduces demand for subscriptions. **Ratings and the benchmark businesses are extensively and increasingly regulated.** S&P Global Ratings is an SEC-registered Nationally Recognized Statistical Rating Organization subject to the Credit Rating Agency Reform Act of 2006, Dodd-Frank and the Exchange Act; the SEC can censure, revoke, limit or suspend its registration. In the EU, Ratings is registered and supervised under the CRA1/CRA3 framework by ESMA, which imposes procedural requirements on sovereign ratings, liability standards for intentional or grossly negligent breaches, mandatory rotation for resecuritization ratings, shareholder-ownership restrictions and service-pricing requirements; the U.K. regime under the FCA closely mirrors the EU's and may diverge. New ESG-ratings oversight regimes add to this: the EU ESG Ratings Regulation starts applying mid-2026, and the U.K. framework is expected to apply in full from June 2028, each potentially imposing new requirements on ancillary services at Ratings and at Energy. Energy's price assessments sit under the EU and U.K. Benchmark Regulations (authorized and supervised by the Dutch AFM in the EU), with FERC imposing standards in U.S. gas and power markets; Indices maintains benchmark administrators in the Netherlands and the U.K. and a licence from Australia's ASIC. Market Intelligence faces DORA (effective early 2025), a proposed U.K. operational-resilience framework and rules on pricing providers, credit-ratings data, sustainability and cybersecurity. Some governments support locally based competitors or establish official rating agencies and criteria. **AI is a two-sided risk.** The company has made significant AI investments with no guarantee of market acceptance or historical profitability levels; AI development and deployment may materially raise the cost profile of its offerings because of compute costs; competitors are deploying AI in ways that could make collection and processing of information cheap or free, and "off-the-shelf" models lower the barrier for new entrants. The company depends on third-party AI providers for certain capabilities and infrastructure and could lose access. It does not yet know whether intellectual property law will protect its data from unintended use by AI, and third parties could use its data with AI tools to supplant its products. Its AI outputs may contain errors, biases or discriminatory results. A rapidly evolving and fragmented AI regulatory landscape — the EU AI Act among it — raises compliance cost. Management states plainly that given AI's evolving nature it cannot predict whether its approach to balancing data protection against client use will succeed, and that an inadequate approach could materially dilute the value of its data or cost it significant market share or revenue. **Cyber and data-security exposure scales with its role in global markets.** The company and its third-party providers experience cyber attacks, data breaches and other threats of varying degrees on a regular basis, and expect volume to keep rising; it has not had a materially adverse cyber event to date but may. Its businesses hold material non-public information on sovereigns, public and private companies and other third parties — including impending benchmark methodology changes and index compositions — whose unauthorized disclosure could affect trading markets and customers' competitive positions. Threat actors include state-sponsored actors. Acquired entities' systems have repeatedly been found to contain weaknesses after closing. Fragmented security tooling could create visibility gaps. **Privacy and data-localization regimes constrain what it can collect, use and publish.** The company moves data across borders and is subject to an expanding and sometimes conflicting set of privacy, data-protection, data-localization and operational-resilience laws in the U.S. (including a growing number of states), the EU, the U.K., China and India. A GDPR or U.K. GDPR failure could draw fines up to the greater of €20 million (£17.5 million under the U.K. regime) or 4% of annual global revenues; a U.S. Driver's Privacy Protection Act violation can carry liquidated damages of $2,500 per individual. It could be prohibited or constrained from collecting or disseminating certain data types or offering certain products. **Litigation and regulatory proceedings are a standing cost of the business.** The company and its subsidiaries are defendants in numerous legal proceedings and are frequently the subject of government and regulatory proceedings, investigations and inquiries, many relating to Ratings, Indices and Energy activity, and including antitrust, ESG and tax matters. The Q2 2026 10-Q specifically discloses a class action filed in Australia on August 7, 2020 against the company and a subsidiary relating to alleged investment losses in collateralized debt obligations rated by Ratings before the financial crisis, between 2005 and 2007, for which the company can give no assurance it will not have to pay significant amounts. As an NRSRO, S&P Global Ratings is in ongoing communication with SEC staff about compliance with its obligations, with no assurance regulators will not seek remedies. Outcomes and timing generally cannot be predicted or estimated, insurance and reserves may be inadequate, and foreign jurisdictions may offer weaker protections or lower liability standards. **Free and cheap data, and competition from customers, pressure the core proposition.** More public sources of free or relatively inexpensive information are available, and advances in public cloud computing and open source software are expected to continue; given how central data is to its products, that growth could materially reduce demand, as can customer cost-cutting. Competition in credit ratings, financial research, market data, index products, automotive data and energy analytics is intense and comes not only from traditional content and analytics providers and exchanges, but from non-traditional providers who are often also clients — asset managers, investment banks, private equity and technology-led firms adding content and analytics to their core businesses. Consolidation produces better-capitalized rivals. Market changes periodically force the company to lower fees, and certain of its fees are performance-based and fall when customers underperform. **It depends on third-party data and on one cloud provider.** Certain third-party sources supply critical datasets for which suitable alternatives may not be readily available; providers can limit, discontinue or re-price access, and some agreements allow cancellation on short notice. Many suppliers are also competitors and renegotiate terms to gain marketplace advantage. Supplier consolidation has reduced the partner base and raised fees. The company runs a significant amount of its computing on Amazon Web Services, and any disruption of or interference with that use would adversely affect the business. Outsourced functions carry parallel risks of non-performance, confidentiality failures and regulatory penalties. **Reputation and perceived independence are the asset.** Credit ratings, pricing and valuation services, benchmarks, indices and ESG scores depend on third-party or market-participant inputs, and customers expect demonstrable independence and resistance to manipulation; the company cannot prevent participants from colluding to manipulate inputs. Its views and actions — rating actions, index composition changes — are heavily scrutinized with hindsight, and prior periods of volatility drew significant regulatory and media attention. It has experienced insider-trading incidents involving employees in the past and cannot always deter employee or vendor misconduct. Negative publicity over sustainability and corporate-responsibility practices, products or methodologies — including from revising, suspending, withdrawing or missing publicly disclosed targets, or from misalignment with evolving and at times conflicting standards — can damage its standing with customers, regulators and the public. **Deal execution, separation execution and talent.** Acquisitions, divestitures and strategic transactions may not deliver anticipated results, with named difficulties spanning costlier-than-expected integration, consolidating corporate and administrative infrastructure, harmonizing cultures and controls, assumed liabilities, unexpected regulatory and operating costs, retention of key personnel and relationships, continuing obligations under transition services agreements, dis-synergies from divestitures larger than projected, continued financial involvement in divested businesses, and impairment charges. The 10-K's standing risk on the then-planned Mobility separation flagged that the transaction might not complete on the contemplated timeline or at all, might not achieve the anticipated strategic and financial benefits, would incur significant expenses even if not completed, would divert senior management resources, and that the combined value of the two companies' shares might not equal or exceed what the shares would have been worth absent the separation. The business depends on highly skilled personnel in a market where intense competition for talent — particularly AI and data-science talent — is creating difficulty attracting and retaining staff, and key management transitions can be disruptive. **Global operations and infrastructure.** Geographic breadth brings exposure to economic and political conditions, inflation, interest-rate and currency swings, restrictions on currency conversion and dividend remittance, differing accounting standards, tax-law changes, trade and foreign-investment restrictions including export controls, tariffs and data-localization, nationalization and expropriation, local competitors with government backing, and civil unrest and conflict — with the Russia-Ukraine and Middle East conflicts, Taiwan Strait tensions and U.S. intervention in Venezuela named. The company is subject to the FCPA, the U.K. Bribery Act, sanctions and anti-money-laundering laws, and its compliance programs are not always effective. Products are delivered electronically and depend on network, infrastructure and cloud availability; it does not maintain fully redundant systems for most smaller offices and low-risk systems, and its disaster-recovery plan excludes restoration of non-essential services. --- ## MD&A — fiscal year 2025 *From Item 7 of the FY2025 10-K (accession 0000064040-26-000013).* **Headline results.** Revenue rose 8% to $15,336 million. Operating profit rose 16% to $6,478 million, lifting operating margin to 42% from 39%. Diluted earnings per share rose 19% to $14.66 and net income attributable to S&P Global rose 16% to $4,471 million. Foreign exchange was a favourable factor of less than one percentage point on both revenue and operating profit. Operating profit in 2025 carried a $273 million gain on dispositions, $157 million of employee severance charges, $92 million of disposition-related costs, $48 million of acquisition-related costs, $48 million of legal costs, $42 million of net Executive Leadership Team transition costs, $21 million of lease impairments, a $9 million statutorily required labour-law accrual adjustment, a $3 million legal settlement recovery and a $1 million asset write-off. The 2024 comparative carried $133 million of IHS Markit merger costs, $127 million of severance and a $59 million disposition gain. Amortization of intangibles from acquisitions was $1.1 billion in each of 2025, 2024 and 2023. Stripping out the year-over-year swings in those items, management puts underlying operating profit growth at 11%, driven by revenue growth and lower incentive compensation, offset by merit increases, added headcount and strategic investment. **What drove the top line.** All five segments grew. At **Ratings** (revenue +8%, operating profit +11%, or +12% excluding higher 2025 legal costs), transaction revenue rose on higher corporate bond ratings revenue and increased structured-finance revenue from heavier CLO issuance, partly offset by lower bank loan ratings revenue; non-transaction revenue rose on surveillance and on Crisil. Billed issuance was up in 2025 across high yield, investment grade and structured finance — tightening spreads drove high-yield refinancing, AI-related issuance drove investment grade, and new CLO issuance drove structured finance. At **Market Intelligence** (revenue +6%, operating profit +13%, or +11% adjusted), subscription growth in Data, Analytics & Insights benefited from the Visible Alpha and With Intelligence acquisitions, with growth in Enterprise Solutions workflow products and in RatingsXpress and RatingsDirect, partly offset by the Fincentric sale. At **Indices** (revenue +14%, operating profit +15%), asset-linked fees rose with ETF and mutual-fund AUM, alongside higher exchange-traded derivative and data subscription revenue. At **Energy** (revenue +7%, operating profit +12%, or +9% adjusted), enterprise-use contract expansion drove market data and insights demand, exchange royalties rose on higher Platts-based trading volumes, and CERAWeek attendance lifted conference revenue; all four business lines grew, with Upstream Data & Insights up less than 1%. At **Mobility** (revenue +9%, operating profit +21%, or +11% adjusted), Dealer new business, Financial underwriting volumes and market share, and improved contract terms drove growth, while non-subscription revenue was held back by tightened Manufacturing discretionary budgets amid tariff conditions and EV-adoption uncertainty, plus lower recall activity. **Expenses.** Operating-related expenses rose 5% to $4,563 million on higher compensation and technology costs, partly offset by lower incentives and outside services. Selling and general expenses rose 7% to $3,417 million, or 4% excluding the swing in merger, disposition, acquisition, severance, leadership-transition, lease-impairment and legal items. Depreciation and amortization was $1,179 million versus $1,173 million, as new asset purchases and the Visible Alpha and With Intelligence intangibles were partly offset by fully amortized Market Intelligence assets. Interest expense, net fell $10 million to $287 million on higher interest income from invested cash. Other income, net was $36 million. The effective tax rate was 22.6%, up from 21.5%, chiefly on divestiture tax charges and jurisdictional mix. **Portfolio moves in and around the year.** The company and CME Group completed the sale of their 50/50 OSTTRA joint venture to Kohlberg Kravis Roberts & Co. on October 10, 2025 at a total enterprise value of $3.1 billion, divided evenly between the two owners; S&P Global received $1.5 billion in cash ($1.4 billion after tax) and recorded a pre-tax gain of $270 million ($187 million after tax). That ends the OSTTRA contribution to equity in income on unconsolidated subsidiaries, which was $28 million in 2025 against $43 million in 2024. On November 25, 2025 the company completed the acquisition of With Intelligence from Motive Partners for $1.8 billion, into Market Intelligence. Also into Market Intelligence: the Automatic Identification System satellite vessel-tracking data services business of ORBCOMM Inc. (November 10, 2025) and TeraHelix (June 6, 2025). Crisil, within Ratings, acquired McKinsey PriceMetrix Co. on November 7, 2025, a wealth-management performance-benchmarking provider. Indices acquired ARC Research, a private-wealth investment-performance benchmarking provider, on October 1, 2025. On January 12, 2026 — after year end — the company completed the sale of the Enterprise Data Management and thinkFolio businesses out of Market Intelligence to Symphony Technology Group. None of these were described as material to the consolidated financial statements individually. **Cash and capital returns.** Cash, cash equivalents and restricted cash were $1.7 billion at both December 31, 2025 and 2024. Free cash flow — operating cash flow less capital expenditures and distributions to noncontrolling interest holders — declined to $5.1 billion from $5.3 billion, on higher capital expenditures and noncontrolling distributions and slightly lower operating cash flow. Cash from operations fell $38 million, as lower cash collections, higher compensation payments and the absence of 2024's interest-rate-swap termination proceeds outweighed better operating results. Cash used for investing rose to $0.7 billion from $0.3 billion on the With Intelligence purchase, partly offset by OSTTRA proceeds. Cash used for financing fell to $4.9 billion from $5.0 billion. Over the three years to December 31, 2025 the company returned approximately $15.1 billion to shareholders — approximately $11.6 billion of share repurchases and approximately $3.5 billion of dividends. In 2025 alone it took in 9.3 million shares for $5.0 billion of cash. On November 13, 2025 the board approved a new 30-million-share repurchase program, roughly 10% of shares outstanding at the time; 30 million shares remained under it and 2.7 million under the 2022 program at year end. On January 14, 2026 the board approved a quarterly dividend of $0.97 per share. **Debt and liquidity.** The company can borrow up to $2.0 billion under its commercial paper program, backed by a $2.0 billion five-year credit facility terminating December 17, 2029 whose only financial covenant — an indebtedness-to-cash-flow ratio no greater than 4 to 1 — has never been exceeded. Commercial paper outstanding was $715 million at December 31, 2025. On December 1, 2025 the company issued $600 million of 4.25% senior notes due 2031 and $400 million of 4.80% senior notes due 2035, both guaranteed by Standard & Poor's Financial Services LLC. Commitment fees and borrowing margins under the credit facility are linked to three environmental sustainability performance indicators tested annually; the commitment fee was 8 basis points, with no sustainability pricing adjustment for the roughly year-long period from April 7, 2025 based on 2024 emissions performance. Unrecognized tax benefit liabilities were $322 million. The $4.9 billion redeemable noncontrolling interest reflects CME Group's and CME Group Index Services' right, at any time after December 31, 2017, to sell and oblige the company to buy at least 20% of their share in S&P Dow Jones Indices LLC; the timing and ultimate amount are uncertain. The valuation used a 10.8% weighted average cost of capital and a 2.2% terminal growth rate, with a 0.25-point move in the cost of capital shifting redemption value by roughly $135 million or $108 million. The carrying value of goodwill and other indefinite-lived intangibles was $37.3 billion, up from $35.8 billion, with no impairment in 2025, 2024 or 2023. **Tax framework.** Pillar Two's 15% global minimum tax, as enacted in jurisdictions where the company operates, is reflected in results and has not had a material effect. On January 5, 2026 the OECD issued administrative guidance outlining a framework under which U.S.-parented groups may be excluded from the global minimum tax rules; adoption into local law and its timing vary by jurisdiction, and the company is monitoring it. **Strategy.** Management frames three priorities: *Advance market leadership* (best-in-class benchmarks and differentiated data, deeper client relationships); *Expand high-growth adjacencies* (private markets, energy expansion, supply chain intelligence, wealth, decentralized finance, plus AI, blockchain and quantum computing); and *Amplify enterprise capabilities and AI* (an integrated operating model removing silos across enterprise data, enterprise technology and client coverage; scaling AI into products and operations; adding differentiated datasets at scale). Named 2026 initiatives include private-market opportunities and geographic expansion at Ratings, new products and geographic expansion at Market Intelligence and Energy, and Private Markets and Wealth at Indices. --- ## Current quarter — Q2 and first half 2026 *From the Q2 2026 10-Q (accession 0000064040-26-000045) and the second-quarter 2026 earnings release (accession 0000064040-26-000040, Exhibit 99.1). Mobility results are included through June 30, 2026.* **Reported results.** Second-quarter revenue rose 10% to $4,146 million and operating profit rose 17% to $1,812 million, lifting operating margin to 44% from 41%. Diluted earnings per share rose 18% to $4.12 and net income attributable to S&P Global rose 14% to $1,217 million. For the six months, revenue rose 10% to $8,318 million, operating profit rose 22% to $3,814 million (46% margin), diluted EPS rose 25% to $8.81 and net income attributable rose 21% to $2,613 million. Second-quarter operating profit carried $79 million of disposition-related costs, $44 million of employee severance charges, an $11 million gain on dispositions, $6 million of acquisition-related costs, a $4 million asset impairment and a $2 million labour-law accrual adjustment; amortization of intangibles from acquisitions was $275 million, down from $283 million. The six-month figures carry $118 million of disposition-related costs and a $186 million gain on dispositions. Excluding the year-over-year swing in those items, management puts operating profit growth at 14% for the quarter and 13% for the half. Second-quarter expenses: operating-related $1,165 million (+4%), selling and general $873 million (+9%), depreciation and amortization $307 million (+4%), total $2,345 million (+6%). Equity in income on unconsolidated subsidiaries was nil, against $11 million a year earlier, following the OSTTRA sale. Interest expense, net rose 13% to $87 million. The tax provision was $406 million. Income attributable to noncontrolling interests rose to $106 million from $88 million. **Revenue mix.** Subscription revenue rose 6% to $2,064 million (50% of the total, down from 52%); non-subscription/transaction revenue rose 20% to $895 million; non-transaction revenue rose 8% to $540 million; asset-linked fees rose 22% to $348 million; sales usage-based royalties rose 14% to $126 million; recurring variable revenue rose 9% to $173 million. U.S. revenue rose 12% to $2,530 million (61% of the total); international revenue rose 9% to $1,616 million, with the European region up 10% to $952 million, Asia up 8% to $440 million and the rest of the world up 4% to $224 million. **Segments (three months, with six-month comparatives where noted).** | Segment | Q2 2026 revenue | y/y | Q2 2026 operating profit | y/y | Q2 margin | | --- | --- | --- | --- | --- | --- | | Ratings | $1,339M | +17% | $913M | +28% | 68% | | Market Intelligence | $1,290M | +6% | $293M | +13% | 23% | | Energy | $568M | +2% | $233M | flat | 41% | | Indices | $534M | +20% | $373M | +21% | 70% | | Mobility | $468M | +7% | $104M | (1)% | 22% | | Intersegment elimination | $(53)M | — | — | — | — | | **Total** | **$4,146M** | — | — | — | — | **Ratings** was the quarter's engine. Transaction revenue rose 25% to $746 million on higher corporate bond ratings revenue driven by strong investment-grade issuance, with bank loan ratings and structured finance also contributing; non-transaction revenue rose 8% to $593 million on surveillance, higher Ratings Evaluation Service activity and Crisil, with improved contract terms helping both. Excluding prior-year legal costs, operating profit rose 23%. Total billed issuance rose 25% to $1,268 billion in the quarter — investment grade up 25% to $539 billion on AI-related issuance and M&A, high yield up 15% to $169 billion on M&A, and other (bank loans, structured finance, government) up 27% to $560 billion from a low base in a volatile prior-year quarter. First-half billed issuance rose 19% to $2,498 billion. Ratings' intersegment royalty revenue from Market Intelligence was $46 million in the quarter. **Indices** set the other record. Asset-linked fees rose 22% to $348 million, subscription revenue 9% to $87 million, and sales usage-based royalties 22% to $99 million. Ending ETF AUM rose 34% to $6.350 trillion against June 30, 2025, and average quarterly ETF AUM rose 38% to $6.046 trillion. Operating margin was 70%, but $97 million of the segment's $373 million operating profit was attributable to noncontrolling interests, leaving $276 million net operating profit (52% net margin). Indices earned $54 million of revenue in the quarter under the CME Group licence agreement for equity index product trading and clearing, of which the 27% noncontrolling share is removed from net income attributable to S&P Global. **Market Intelligence** grew revenue 6%, with recent acquisitions and the January 2026 disposition netting to less than one percentage point of benefit; underlying growth came from Data, Analytics and Insights subscriptions, Lending Solutions within Enterprise Solutions, and RatingsXpress, with higher recurring variable revenue on volumes. Non-subscription revenue fell 1% to $41 million in the quarter. Adjusted operating profit growth was 9% after stripping the item swings. The six-month operating profit figure of $733 million (+53%) includes a $172 million gain on the Enterprise Data Management and thinkFolio sale; underlying six-month growth was 10%. **Energy** was the soft spot. Revenue rose only 2%: Energy & Resources Data & Insights and Price Assessments grew, offset by declines in Upstream Data & Insights — against a one-time benefit in the prior-year quarter — and in Advisory & Transactional Services, where exchange royalties fell on lower Platts-based trading volumes and where bi-annual event timing and event cancellations weighed. Sales usage-based royalties fell 9% to $27 million and non-subscription revenue fell 7% to $23 million. Operating profit was unchanged at $233 million, or up 4% excluding severance, disposition and acquisition costs and the asset impairment; margin slipped to 41% from 42%. The first-half picture was better — revenue up 5% to $1,221 million on CERAWeek attendance and stronger first-quarter exchange royalties, operating profit up 6% to $520 million. On March 18, 2026 the company completed the acquisition of Enertel AI Corporation, a specialist in AI and machine-learning-driven short-term power price forecasting for North American electricity markets, into the Energy segment; no purchase price was disclosed and the company states the acquisition is not material to its consolidated financial statements. **Mobility**, in its final quarter inside the group, grew revenue 7% to $468 million on Dealer new business and improved Dealer and Financial contract terms, with Manufacturing held back by lower recall volumes. Operating profit fell 1% to $104 million on $21 million of disposition-related costs; excluding those and prior-year severance, it rose 8%. **Pro forma view excluding Mobility.** The earnings release reports second-quarter pro forma revenue of $3,678 million, up 11%; pro forma operating profit of $1,757 million, up 21%; pro forma net income of $1,205 million, up 22%; and pro forma diluted EPS of $4.08, up 26%, helped by a 3% reduction in diluted shares. On a pro forma non-GAAP adjusted basis, operating profit was $1,998 million (+15%) and adjusted diluted EPS $4.83 (+23%) on a 19% increase in adjusted net income. Pro forma operating margin expanded 410 basis points to 47.8% and adjusted operating margin 200 basis points to 54.3%, which management attributes primarily to growth and margin expansion at Ratings, Indices and Market Intelligence. Currency added $0.03 to both pro forma and adjusted pro forma EPS. The largest non-core adjustment in the quarter was deal-related amortization. On July 6, 2026 the company published pro forma and recast financial results for each quarter of 2025, full-year 2025 and the first quarter of 2026, excluding Mobility and reflecting the updated division composition and expense-allocation methodologies. **Cash flow and balance sheet.** Cash, cash equivalents and restricted cash were $4,141 million at June 30, 2026, up $2,396 million from December 31, 2025. First-half operating cash flow rose 3% to $2,476 million on better operating results and stronger collections. Investing activities provided $252 million, against $131 million used a year earlier, on proceeds from the Enterprise Data Management and thinkFolio sale. Financing outflows fell $1,870 million to $292 million, chiefly because of proceeds from Mobility Global's senior note issuance. Free cash flow rose $123 million to $2,249 million. The company repurchased 3.5 million shares for $1.5 billion in the first half under accelerated share repurchase agreements dated February 12, 2026 and May 7, 2026, of which $500 million was in the second quarter. Commercial paper outstanding was $825 million, against $715 million at year end, under the unchanged $2.0 billion program and $2.0 billion facility. The credit facility commitment fee is now 7 basis points, with the commitment fee and drawn margin cut by 1 and 5 basis points respectively for the roughly year-long period from April 6, 2026 on the strength of 2025 emissions performance. The quarterly dividend remains $0.97 per share. Lease agreements not yet commenced carried $81 million of estimated future payments, mostly relating to Mobility and now Mobility Global's responsibility. **Separation financing inside the quarter.** On May 19, 2026, in connection with the separation, Mobility Global issued $650 million of 5.05% senior notes due 2029, $650 million of 5.45% senior notes due 2031 and $700 million of 6.05% senior notes due 2036. Mobility Global also entered a $500 million senior unsecured revolving credit facility during the second quarter, undrawn at June 30, 2026. All of these obligations are reflected in the June 30, 2026 financial statements but became Mobility Global's sole responsibility after the separation. **Pending divestiture.** On April 24, 2026 the company agreed to sell Energy's geoscience and petroleum engineering software portfolio to SLB. The portfolio — Kingdom Software, Petra, Harmony Enterprise, Analytics Explorer, SubPUMP, Power Tools, FieldDIRECT, Piper, WellTest and The Element Platform, plus associated business services — is widely used by U.S. onshore and unconventional operators. Its assets and liabilities were classified as held for sale at June 30, 2026. The 10-Q states in one place that the transaction is expected to close in the second half of 2026 and in another that it is expected to close in the second half of 2026 or early 2027. It is not expected to have a material impact on the consolidated financial statements. **Full-year 2026 outlook.** From the July 28, 2026 earnings release, and reflecting Mobility as discontinued operations for the full year: | | GAAP | Adjusted | | --- | --- | --- | | Revenue growth | 5.9% to 7.9% | 5.9% to 7.9% | | Organic, constant-currency revenue growth | — | 6.0% to 8.0% | | Corporate Unallocated expense | $205–$215M | $185–$195M | | Deal-related amortization | ~$785M | ~$785M | | Operating profit margin expansion | 335–360 bps | 35–60 bps | | Operating margin expansion excluding OSTTRA | — | 75–100 bps | | Interest expense, net | $365–$385M | $390–$410M | | Tax rate | 22% to 23% | 22% to 23% | | Diluted EPS | $16.35–$16.60 | $17.50–$17.75 | | Capital expenditures | $190–$210M | $190–$210M | The GAAP guidance refers to continuing operations; the company notes it had not previously provided GAAP guidance for 2026. The adjusted guidance is measured against the pro forma non-GAAP adjusted full-year 2025 figures published on July 6, 2026, and is not directly comparable to prior adjusted guidance, which assumed a full-year Mobility contribution. Adjusted guidance excludes acquisition-related intangible amortization and acquisition and disposition costs. The company now expects to repurchase more than $7 billion of shares in total in 2026, having completed $1.5 billion through June. --- ## Subsequent events *Post-period events disclosed in the Q2 2026 10-Q (accession 0000064040-26-000045), which covers the quarter ended June 30, 2026.* **Mobility separation completed, July 1, 2026.** The separation of Mobility Global Inc. — comprising the business that previously operated as the S&P Global Mobility segment — became effective at 12:01 a.m. New York City time on July 1, 2026, achieved through a distribution of 100% of Mobility Global's common stock to S&P Global shareholders. Holders received one Mobility Global share for every S&P Global share held at the close of business on June 15, 2026, the record date. Mobility Global is now an independent, publicly traded company listed on the New York Stock Exchange under the symbol MBGL, and S&P Global retains no ownership interest in it. Mobility's results are included in S&P Global's statements through June 30, 2026; beginning with the third quarter of 2026 its historical results through June 30, 2026 will be presented as discontinued operations for all periods, with costs historically allocated to Mobility that do not qualify for discontinued-operations presentation reallocated to continuing operations. The company's four remaining reportable segments as of July 1, 2026 are Ratings, Indices, Energy and Market Intelligence. From the third quarter, results will also reflect the transfer of 451 Research and Maritime & Trade (revenue and expenses) from Market Intelligence to Energy, and a small portion of expenses associated with moving Credit Analytics products from Market Intelligence to Ratings. The Mobility Global senior notes issued in May 2026 ($650 million of 5.05% notes due 2029, $650 million of 5.45% notes due 2031 and $700 million of 6.05% notes due 2036), its $500 million undrawn revolving credit facility, and the not-yet-commenced Mobility lease obligations all became Mobility Global's sole responsibility after the separation. The governing Separation and Distribution Agreement, Transition Services Agreement, Tax Matters Agreement and Employee Matters Agreement between S&P Global and Mobility Global are each dated June 30, 2026. **Agreement to acquire a majority stake in Agusto & Co., announced July 28, 2026.** Agusto & Co. is described as a leading Pan-African rating agency with operations in Nigeria, Kenya, Rwanda and Ghana; the investment is intended to complement and support the growth strategy of the Ratings segment in Africa. The transaction is expected to close in the second half of 2026, subject to customary closing conditions including receipt of required regulatory approvals. The 10-Q discloses no purchase price and states the proposed acquisition is not expected to have a material impact on the consolidated financial statements. **Definitive agreement to acquire datacenterHawk, announced July 28, 2026.** datacenterHawk is described as a leading provider of proprietary intelligence for the global data center, fiber optic and related infrastructure markets, bringing asset-level intelligence on data center supply and demand, pricing, pipelines and site selection, plus its Fiber Locator platform. It is to be combined with the data center forecasting, market outlooks and technology intelligence of 451 Research — part of the Energy segment from July 1, 2026 — and with Energy's global power market, grid infrastructure and supply/demand coverage. The transaction is expected to close in the second half of 2026, subject to customary closing conditions. The 10-Q discloses no purchase price and states the proposed acquisition is not expected to have a material impact on the consolidated financial statements. No subsequent-period litigation outcome, financing, borrowing or other material post-period transaction beyond these is disclosed in the quarterly report.