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S&P Global Inc.

For the period ended Sep 30, 2026. Filed Oct 28, 2026.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2026 · Filed Oct 28, 2026

SPGI$471.09+0.7%Stored close · as of Nov 9, 2026

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Notes to the Consolidated Financial Statements

  1. Nature of Operations and Basis of Presentation

S&P Global Inc. (together with its consolidated subsidiaries, “S&P Global,” the “Company,” “we,” “us” or “our”) is a global, diversified, and highly differentiated provider of benchmarks, data, analytics and workflow solutions in the global capital and energy and commodity markets.

On July 1, 2026, the previously announced separation (the “Separation”) of Mobility Global Inc. (“Mobility Global”) from S&P Global became effective. The separation of Mobility Global, which comprises the business of S&P Global and its subsidiaries which previously operated under the S&P Global Mobility (“Mobility”) segment, was achieved through S&P Global’s distribution (the “Distribution”) of 100% of the shares of Mobility Global common stock to holders of S&P Global common stock effective as of 12:01 a.m. New York City time on July 1, 2026, with holders of S&P Global common stock receiving one share of Mobility Global common stock for every share of S&P Global common stock held at the close of business on June 15, 2026 (the “Record Date”). Following the Distribution, Mobility Global became an independent, publicly-traded company with its common stock listed under the symbol “MBGL” on the New York Stock Exchange.

Our operations consist offour reportable segments: S&P Global Ratings (“Ratings”), S&P Dow Jones Indices (“Indices”), S&P Global Energy (“Energy”) and S&P Global Market Intelligence (“Market Intelligence”).

Ratings is an independent provider of credit ratings, research, and analytics.

Indices is a global index provider maintaining a wide variety of valuation and index benchmarks for investment advisors, wealth managers and institutional investors.

Energy is a leading independent provider of information and benchmark prices for the energy and commodity markets.

Market Intelligence is a global provider of multi-asset-class data and analytics integrated with purpose-built workflow solutions.

The accounting requirements for reporting Mobility as a discontinued operation were met when the Separation was completed. Accordingly, the accompanying unaudited financial statements for all periods reflect this business as a discontinued operation. Unless otherwise indicated, all amounts in the notes to the financial statements refer to continuing operations. See Note 2 -Acquisitions, Divestitures and Discontinued Operations for further discussion.

Beginning with the third quarter of 2026, the presentation of certain products and related revenue and expenses within the Company's segment reporting was revised to align with management's current view of the business. Accordingly, 451 Research and Maritime & Trade are reported in Energy rather than Market Intelligence, and a small portion of expenses of Credit Analytics-related expenses are reported in Ratings rather than Market intelligence. These changes affected reportable segments results only and did not impact the consolidated financial statements. All prior periods presented have been recast to conform with current presentation. See Note 11 -Segment and Related Informationfor further discussion.

The accompanying unaudited financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by U.S. GAAP for complete financial statements. Therefore, the financial statements included herein should be read in conjunction with the financial statements and notes included in our Form 10-K for the year ended December 31, 2025 (our “Form 10-K”).

In the opinion of management, all normal recurring adjustments considered necessary for a fair statement of the results of the interim periods have been included. The operating results for the three and nine months ended September 30, 2026 are not necessarily indicative of the results that may be expected for the full year.

On an ongoing basis, we evaluate our estimates and assumptions, including those related to revenue recognition, business combinations, allowance for doubtful accounts, valuation of long-lived assets, goodwill and other intangible assets, pension plans, incentive compensation and stock-based compensation, income taxes, contingencies and redeemable noncontrolling interests. Since the date of our Form 10-K, there have been no material changes to our critical accounting policies and estimates.

Restricted Cash

We hadno restricted cash included in our consolidated balance sheets as of September 30, 2026 and December 31, 2025.

Contract Assets

Contract assets include unbilled amounts from when the Company transfers service to a customer before a customer pays consideration or before payment is due. As of September 30, 2026 and December 31, 2025, contract assets were $90 million and $89 million, respectively, and are included in accounts receivable in our consolidated balance sheets.

Unearned Revenue

We record unearned revenue when cash payments are received in advance of our performance. The decrease in the unearned revenue balance at September 30, 2026 compared to December 31, 2025 is primarily driven by $3.6 billion of revenues recognized that were included in the unearned revenue balance at the beginning of the period, offset by cash payments received in advance of satisfying our performance obligations.

Remaining Performance Obligations

Remaining performance obligations represent the transaction price of contracts for work that has not yet been performed. As of September 30, 2026, the aggregate amount of the transaction price allocated to remaining performance obligations was $6.0 billion. We expect to recognize revenue on approximately half and three-quarters of the remaining performance obligations over the next 12 and 24 months, respectively, with the remainder recognized thereafter.

We do not disclose the value of unfulfilled performance obligations for (i) contracts with an original expected length of one year or less and (ii) contracts where revenue is a usage-based royalty promised in exchange for a license of intellectual property.

Costs to Obtain Contracts

We recognize an asset for the incremental costs of obtaining a contract with a customer if we expect the benefit of those costs to be longer than one year. We have determined that the costs associated with certain sales commission programs are incremental to the costs to obtain contracts with customers and therefore meet the criteria to be capitalized. Total capitalized costs to obtain contracts were $334 million and $349 million as of September 30, 2026 and December 31, 2025, respectively, and are included in prepaid and other current assets and other non-current assets on our consolidated balance sheets. 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. The expense is recorded within selling and general expenses in the consolidated statements of income.

We expense sales commissions when incurred if the benefit of those costs is one year or less. These costs are recorded within selling and general expenses in the consolidated statements of income.

Equity in Income on Unconsolidated Subsidiaries

On October 10, 2025, the Company and CME Group completed the sale of OSTTRA, an investment in a 50/50 joint venture arrangement with shared control with CME Group that combined each company’s post-trade services into a joint venture.

Other Income, net

The components of other income, net for the periods ended September 30 are as follows:

(in millions)Three MonthsNine Months
2026202520262025
Other components of net periodic benefit cost$(4)$(5)$(12)$(17)
Net loss (gain) from investments—32(8)
Other income, net$(4)$(2)$(10)$(25)
  1. Acquisitions, Divestitures and Discontinued Operations

On July 28, 2026, we announced an agreement to acquire a majority stake in Agusto & Co., a leading Pan-African rating agency with operations in Nigeria, Kenya, Rwanda and Ghana. The investment, a strategic step for both companies, will complement and support the growth strategy of our Ratings segment in Africa. The transaction is expected to close in the fourth quarter of 2026, subject to customary closing conditions, including receipt of required regulatory approvals. The proposed acquisition is not expected to have a material impact to our consolidated financial statements.

Acquisitions

On October 26, 2026, we announced the completion of the acquisition of OpenZeppelin, the security standard for onchain finance. The transaction complements S&P Global's risk assessment capabilities in digital asset markets and brings OpenZeppelin's deep expertise in onchain ecosystem development, enhancing its ability to create the next generation of onchain security assessments and benchmarks, and deliver essential intelligence as capital markets transition onchain. The acquisition is part of our Ratings segment and is not material to our consolidated financial statements.

On September 1, 2026, we completed the acquisition of datacenterHawk, a leading provider of proprietary intelligence for global data center, fiber optic and related infrastructure markets. The acquisition combines datacenterHawk's asset-level intelligence on data center supply, demand, pricing, pipelines and site selection with Energy's comprehensive coverage of global power markets across grid infrastructure intelligence, supply and demand forecasting, and leading datacenter forecasting, market outlooks, and technology intelligence from 451 Research. The acquisition of datacenterHawk is not material to our consolidated financial statements.

On March 18, 2026, we completed the acquisition of Enertel AI Corporation, a company specializing in AI and machine learning-driven short-term power price forecasting for North American electricity markets. The acquisition is part of our Energy segment. With the addition of Enertel AI Corporation, Energy now delivers real-time, AI-powered nodal price forecasts and decision tools that physical power traders, utilities and asset operators rely on to navigate the rapidly evolving grid. The acquisition of Enertel AI Corporation is not material to our consolidated financial statements.

On June 6, 2025, we completed the acquisition of TeraHelix, a privately held financial technology firm. TeraHelix helps solve complex, enterprise-scale data challenges by providing frameworks that structure data models for smooth interoperability across platforms, systems and storage architectures. This acquisition is part of our Market Intelligence segment and strengthens our customer-centric approach to data, technology, and AI by meaningfully enhancing the ability to link datasets across classes and platforms. The acquisition of TeraHelix is not material to our consolidated financial statements.

Divestitures - Continuing Operations

During the three and nine months ended September 30, 2026, we recorded a pre-tax gain of $200 million ($136 million after-tax) and $386 million ($315 million after-tax), respectively, related to the following dispositions:

On September 1, 2026, we completed the sale of Energy's geoscience and petroleum engineering software portfolio to Schlumberger (SLB), a global technology company driving energy innovation across more than 100 countries. During the three and nine months ended September 30, 2026, we recorded a pre-tax gain of $200 million ($136 million after-tax) in Gain on dispositions in the consolidated statements of income related to the sale of the geoscience and petroleum engineering software portfolio.

In April of 2026, we sold our facility at Centennial, Colorado. During the nine months ended September 30, 2026, we recorded a pre-tax gain of $11 million ($8 million after-tax) in Gain on dispositions in the consolidated statements of income related to the sale of Centennial.

On January 12, 2026, we completed the sale of the Enterprise Data Management and thinkFolio businesses within our Market Intelligence segment to Symphony Technology Group (“STG”), a private equity firm focused on building and scaling market-leading software, data and analytics companies. During the nine months ended September 30, 2026, we recorded a pre-tax gain of $172 million ($168 million after-tax) in Gain on dispositions in the consolidated statement of income related to the sale of the Enterprise Data Management and thinkFolio businesses within our Market Intelligence segment.

In March of 2026, we recorded a pre-tax gain of $3 million ($3 million after-tax) in Gain on dispositions in the consolidated statement of income related to the sale of OSTTRA in October of 2025.

During thenine months ended September 30, 2025, we recorded a pre-tax gain of $3 million ($2 million after-tax) in Gain on dispositions in the consolidated statements of income related to the sale of Fincentric in August of 2024.

During thenine months ended September 30, 2025, wedid not complete any material dispositions.

Assets and Liabilities Held for Sale

The components of assets and liabilities held for sale in the consolidated balance sheets consist of the following:

(in millions)December 31,
2025 1
Accounts receivable, net$34
Property and equipment, net8
Goodwill141
Other non-current assets13
Assets held for sale$196
Accounts payable$9
Unearned revenue34
Liabilities held for sale$43

1 There wereno assets and liabilities held for sale as of September 30, 2026. Assets and liabilities held for sale relate to the divestitures of the Enterprise Data Management and thinkFolio businesses within our Market Intelligence segment as of December 31, 2025. Additionally, assets held for sale include fixed assets related to our facility in Centennial, Colorado as of December 31, 2025.

Discontinued Operations

On July 1, 2026, the previously announced Separation of Mobility Global from S&P Global became effective. The historical results of Mobility have been presented as discontinued operations and, as such, have been excluded from continuing operations and segment results for all periods presented. The assets and liabilities of Mobility have been classified as discontinued operations as of December 31, 2025.

The Company's presentation of discontinued operations excludes general corporate overhead costs that were historically allocated to Mobility that do not meet the requirements to be presented in discontinued operations. Such allocations include labor and non-labor expenses related to S&P Global's corporate support functions (e.g., finance, accounting, treasury, information technology, legal, among others) that historically provided support to Mobility. In addition, discontinued operations excludes historical intercompany purchases and sales between S&P Global and Mobility that were eliminated in consolidation.

Separation costs of $70 million and $182 million for the three and nine months ended September 30, 2026, respectively, and $12 million and $20 million for the three and nine months ended September 30, 2025, respectively, are included in (Loss) income from discontinued operations, net of tax, in the consolidated statements of income. These costs primarily relate to investment banker fees, legal fees, third-party consulting fees and other costs directly related to the Separation.

We have continuing involvement with Mobility Global primarily through a transition services agreement, through which S&P Global continues to provide certain services to Mobility Global for a period of up to 18 months following the Separation. This contractual arrangement is reflected as a reduction of selling and general expenses in the consolidated statements of income. The impact of these transition services for the three and nine months ended September 30, 2026 is not material to our consolidated financial statements.

The key components of (loss) income from discontinued operations for the periods ended September 30 consist of the following:

(in millions)Three MonthsNine Months
2026202520262025
Revenue$—$445$922$1,303
Expenses70326849975
Operating (loss) income(70)11973328
Interest expense, net——3—
(Loss) income before taxes on (loss) income(70)11970328
(Benefit) provision for taxes on (loss) income(12)214582
(Loss) income from discontinued operations, net of taxes(58)9825246

The components of assets and liabilities of discontinued operations in the consolidated balance sheet consist of the following:

(in millions)December 31,
ASSETS2025
Cash and cash equivalents$38
Accounts receivable, net203
Prepaid and other current assets28
Current assets of discontinued operations269
Property, plant, and equipment, net19
Right of use assets16
Goodwill8,859
Other intangible assets, net3,749
Other non-current assets44
Non-current assets of discontinued operations12,687
Total assets of discontinued operations12,956
LIABILITIES
Accounts payable$56
Accrued compensation and contributions to retirement plans64
Unearned revenue78
Accrued income tax payable3
Other current liabilities40
Current liabilities of discontinued operations241
Lease liabilities — non-current11
Deferred tax liability — non-current976
Other non-current liabilities1
Non-current liabilities of discontinued operations988
Total liabilities of discontinued operations1,229
  1. Income Taxes

The effective income tax rate was 24.9% and 22.7% for the three and nine months ended September 30, 2026, respectively, and 21.1% and 21.5% for the three and nine months ended September 30, 2025, respectively. The higher 2026 rates are primarily due to a combination of discrete adjustments including tax charge on divestitures.

At the end of each interim period, we estimate the annual effective tax rate and apply that rate to our ordinary quarterly earnings. The tax expense or benefit related to significant unusual or infrequently occurring items that will be separately reported or reported net of their related tax effect, and are individually computed, is recognized in the interim period in which those items occur. In addition, the effect of changes in enacted tax laws or rates or tax status is recognized in the interim period in which the change occurs.

The Company is subject to tax examinations in various jurisdictions. As of September 30, 2026 and December 31, 2025, the total amount of federal, state and local, and foreign unrecognized tax benefits was $313 million and $322 million, respectively, exclusive of interest and penalties. We recognize accrued interest and penalties related to unrecognized tax benefits in interest expense and operating-related expense, respectively. As of September 30, 2026 and December 31, 2025, we had $85 million and $79 million, respectively of accrued interest and penalties associated with unrecognized tax benefits.

The Organization for Economic Co-operation and Development (“OECD”) introduced an international tax framework under Pillar Two that provides for a global minimum tax of 15%, which is implemented through local legislation in participating jurisdictions. The effects of Pillar Two taxes enacted in jurisdictions in which we operate have been reflected in our results and did not have a material impact on our consolidated financial statements.

On January 5, 2026, the OECD issued administrative guidance outlining a framework under which U.S.-parented groups may be excluded from the application of the OECD’s global minimum tax rules. Each member jurisdiction will need to adopt this guidance into local law, and the timing and manner of adoption may vary. We are continuing to monitor developments related to this guidance and will evaluate the impact on our financial statements as additional information becomes available.

  1. Debt

A summary of short-term and long-term debt outstanding is as follows:

(in millions)September 30,2026December 31,2025
4.0% Senior Notes, due 2026 1$—$3
2.95% Senior Notes, due 2027 2500499
2.45% Senior Notes, due 2027 31,2481,246
4.75% Senior Notes, due 2028 4774784
4.25% Senior Notes, due 2029 5982991
2.5% Senior Notes, due 2029 6498498
2.95% Sustainability-Linked Senior Notes, due 2029 71,2431,241
1.25% Senior Notes, due 2030 8597596
4.25% Senior Notes, due 2031 9596595
2.90% Senior Notes, due 2032 101,4821,480
5.25% Senior Notes, due 2033 11745744
4.80% Senior Notes, due 2035 12396396
6.55% Senior Notes, due 2037 13291291
4.5% Senior Notes, due 2048 14273273
3.25% Senior Notes, due 2049 15591591
3.70% Senior Notes, due 2052 16976976
2.3% Senior Notes, due 2060 17683683
3.9% Senior Notes, due 2062 18487486
Commercial paper700715
Total debt13,06213,088
Less: short-term debt including current maturities2,448718
Long-term debt$10,614$12,370

1 We made a $3 million repayment of our 4.0% Senior Notes in the first quarter of 2026.

2 Interest payments are due semiannually on January 22 and July 22, and as of September 30, 2026, the unamortized debt discount and issuance costs total less than $1 million.

3 Interest payments are due semiannually on March 1 and September 1, and as of September 30, 2026, the unamortized debt discount and issuance costs total $2 million.

4 Interest payments are due semiannually on February 1 and August 1.

5 Interest payments are due semiannually on May 1 and November 1.

6 Interest payments are due semiannually on June 1 and December 1, and as of September 30, 2026, the unamortized debt discount and issuance costs total $2 million.

7 Interest payments are due semiannually on March 1 and September 1, and as of September 30, 2026, the unamortized debt discount and issuance costs total $7 million. From and including March 1, 2026, the interest rate payable on Sustainability-Linked Senior Notes due 2029 was increased by 25 basis points (0.25%) per annum, in accordance with the terms of the governing indenture.

8 Interest payments are due semiannually on February 15 and August 15, and as of September 30, 2026, the unamortized debt discount and issuance costs total $3 million.

9 Interest payments are due semiannually on January 15 and July 15, and as of September 30, 2026, the unamortized debt discount and issuance costs total $4 million.

10 Interest payments are due semiannually on March 1 and September 1, and as of September 30, 2026, the unamortized debt discount and issuance costs total $18 million.

11 Interest payments are due semiannually on March 15 and September 15, and as of September 30, 2026, the unamortized debt discount and issuance costs total $5 million.

12 Interest payments are due semiannually on June 4 and December 4, and as of September 30, 2026, the unamortized debt discount and issuance costs total $4 million.

13 Interest payments are due semiannually on May 15 and November 15, and as of September 30, 2026, the unamortized debt discount and issuance costs total $2 million.

14 Interest payments are due semiannually on May 15 and November 15, and as of September 30, 2026, the unamortized debt discount and issuance costs total $10 million.

15 Interest payments are due semiannually on June 1 and December 1, and as of September 30, 2026, the unamortized debt discount and issuance costs total $9 million.

16 Interest payments are due semiannually on March 1 and September 1, and as of September 30, 2026, the unamortized debt discount and issuance costs total $24 million.

17 Interest payments are due semiannually on February 15 and August 15, and as of September 30, 2026, the unamortized debt discount and issuance costs total $17 million.

18 Interest payments are due semiannually on March 1 and September 1, and as of September 30, 2026, the unamortized debt discount and issuance costs total $13 million.

The fair value of our total debt borrowings was $10.7 billion and $11.3 billion as of September 30, 2026 and December 31, 2025, respectively, and was estimated based on quoted market prices.

On May 19, 2026, in connection with the Separation, Mobility Global issued $650 million of 5.05% senior notes due in 2029, $650 million of 5.45% senior notes due in 2031 and $700 million of 6.05% senior notes due in 2036. The obligations under these senior notes were reflected in the financial statements as of June 30, 2026, and became the sole responsibility of Mobility Global after the Separation.

We have the ability to borrow a total of $2.0 billion through our commercial paper program, which is supported by our $2.0 billion five-year credit agreement (our “credit facility”) that will terminate on December 17, 2029. As of September 30, 2026 and December 31, 2025, we had $700 million and $715 million of outstanding commercial paper, respectively. During the second quarter of 2026, Mobility Global entered into a $500 million senior unsecured revolving credit facility which became the sole responsibility of Mobility Global after the Separation.

Under the credit facility, we currently pay a commitment fee of 7 basis points. Our commitment fee and our drawn margin under the credit facility was reduced by 1 basis point and 5 basis points, respectively, for the approximately year-long period beginning April 6, 2026 as a result of our emissions performance for the year ended December 31, 2025. The credit facility contains customary affirmative and negative covenants and customary events of default. The occurrence of an event of default could result in an acceleration of the obligations under the credit facility.

The only financial covenant in our credit facility is a requirement that our indebtedness to cash flow ratio, as defined in our credit facility, is not greater than 4 to 1, and this ratio has never been exceeded.

  1. Derivative Instruments

Our exposure to market risk includes changes in foreign exchange rates and interest rates. We have operations in foreign countries where the functional currency is primarily the local currency. For international operations that are determined to be extensions of the parent company, the U.S. dollar is the functional currency. We typically have naturally hedged positions in most countries from a local currency perspective with offsetting assets and liabilities. As of September 30, 2026 and December 31, 2025, we have entered into foreign exchange forward contracts to mitigate or hedge the effect of adverse fluctuations in foreign exchange rates. As of September 30, 2026 and December 31, 2025, we held cross currency swap contracts to hedge a portion of our net investment in foreign subsidiaries against volatility in foreign exchange rates. These contracts are recorded at fair value that is based on foreign currency exchange rates and interest rates in active markets; therefore, we classify these derivative contracts within Level 2 of the fair value hierarchy. We do not enter into any derivative financial instruments for speculative purposes.

Undesignated Derivative Instruments

During the nine months ended September 30, 2026 and twelve months ended December 31, 2025, we entered into foreign exchange forward contracts in order to mitigate the change in fair value of specific assets and liabilities in the consolidated balance sheets. These forward contracts do not qualify for hedge accounting. As of September 30, 2026 and December 31, 2025, the aggregate notional value of these outstanding forward contracts was $1 billion and $1.5 billion, respectively. The changes in fair value of these forward contracts are recorded in prepaid and other assets or other current liabilities in the consolidated balance sheets with their corresponding change in fair value recognized in selling and general expenses in the consolidated statements of income. The amount recorded in prepaid and other current assets was $3 million and $8 million as of

September 30, 2026 and December 31, 2025, respectively. The amount recorded in other current liabilities was $12 million and $6 million as of September 30, 2026 and December 31, 2025, respectively. The amount recorded in selling and general expense related to these contracts was a net gain of $1 million and net loss of $27 million for the three and nine months ended September 30, 2026, respectively, and a net loss of $2 million and net gain of $158 million for the three and nine months ended September 30, 2025, respectively.

Net Investment Hedges

As of September 30, 2026 and December 31, 2025, we held cross currency swaps to hedge a portion of our net investment in certain European subsidiaries against volatility in the Euro/U.S. dollar exchange rate. These swaps are designated and qualify as a hedge of a net investment in a foreign subsidiary and are scheduled to mature in 2029, 2030, 2032 and 2033. The notional value of our outstanding cross currency swaps designated as a net investment hedge was $3.5 billion as of September 30, 2026 and December 31, 2025. The changes in the fair value of these swaps are recognized in foreign currency translation adjustments, a component of other comprehensive income (loss), and reported in accumulated other comprehensive loss in our consolidated balance sheet. The gain or loss will be subsequently reclassified into net earnings when the hedged net investment is either sold, liquidated or substantially liquidated. We have elected to assess the effectiveness of our net investment hedges based on changes in spot exchange rates. Accordingly, amounts related to the cross currency swaps recognized directly in net income represent net periodic interest settlements and accruals, which are recognized in interest expense, net. We recognized net interest income of $11 million and $31 million for the three and nine months ended September 30, 2026 and net interest income of $10 million and $35 million for the three and nine months ended September 30, 2025, respectively.

Cash Flow Hedges

Foreign Exchange Forward Contracts

During the nine months ended September 30, 2026 and the twelve months ended December 31, 2025, we entered into a series of foreign exchange forward contracts to hedge a portion of the Indian rupee, British pound, and Euro exposures through the third quarter of 2028 and the fourth quarter of 2027, respectively. These contracts are intended to offset the impact of movement of exchange rates on future revenue and operating costs and are scheduled to mature within twenty-four months. The changes in the fair value of these contracts are initially reported in accumulated other comprehensive loss in our consolidated balance sheet and are subsequently reclassified into revenue and selling and general expenses in the same period that the hedged transaction affects earnings.

As of September 30, 2026, we estimate that $6 million of pre-tax loss related to foreign exchange forward contracts designated as cash flow hedges recorded in other comprehensive income is expected to be reclassified into earnings within the next twelve months.

As of September 30, 2026 and December 31, 2025, the aggregate notional value of our outstanding foreign exchange forward contracts designated as cash flow hedges was $460 million and $574 million, respectively.

Interest Rate Swaps

During the three months ended March 31, 2024, we terminated our interest rate swap contracts with an aggregate notional value of $813 million and received net proceeds of $155 million upon termination. These contracts were designated as cash flow hedges and were scheduled to mature beginning in the first quarter of 2027. We performed a final effectiveness test upon the termination of each swap, and the effective portion of the gain of $155 million was recorded in accumulated other comprehensive loss in our consolidated balance sheet. A portion of the gain is being recognized into interest expense, net over the term related to the issuance of our senior notes in December of 2025 which are scheduled to mature in 2031 and 2035. We recognized interest income of $1 million and $4 million for the three and nine months ended September 30, 2026.

The following table provides information on the location and fair value amounts of our cash flow hedges and net investment hedges as of September 30, 2026 and December 31, 2025:

(in millions) · September 30, · December 31,
Balance Sheet Location · 2026 · 2025
Derivatives designated as cash flow hedges:
Prepaid and other current assetsForeign exchange forward contracts$4$5
Other current liabilitiesForeign exchange forward contracts$10$11
Derivatives designated as net investment hedges:
Other non-current liabilitiesCross currency swaps$209$294

The following table provides information on the location and amounts of pre-tax gains (losses) on our cash flow hedges and net investment hedges for the periods ended September 30:

(in millions) · Gain (Loss) recognized in Accumulated Other Comprehensive Loss (effective portion) · Location of Gain (Loss) reclassified from Accumulated Other Comprehensive Loss into Income (effective portion) · Gain (Loss) reclassified from Accumulated Other Comprehensive Loss into Income (effective portion)
2026 · 2025 · 2026 · 2025
Cash flow hedges - designated as hedging instruments
Foreign exchange forward contracts$3$(12)Revenue, Selling and general expenses$(3)$1
Interest rate swap contracts$(2)$—Interest expense, net$2$—
Net investment hedges - designated as hedging instruments
Cross currency swaps$16$33Interest expense, net$(1)$(1)
(in millions) · Gain (Loss) recognized in Accumulated Other Comprehensive Loss (effective portion) · Location of Gain (Loss) reclassified from Accumulated Other Comprehensive Loss into Income (effective portion) · Gain (Loss) reclassified from Accumulated Other Comprehensive Loss into Income (effective portion)
2026 · 2025 · 2026 · 2025
Cash flow hedges - designated as hedging instruments
Foreign exchange forward contracts$3$(7)Revenue, Selling and general expenses$(9)$5
Interest rate swap contracts$(5)$—Interest expense, net$5$—
Net investment hedges - designated as hedging instruments
Cross currency swaps$82$(386)Interest expense, net$(3)$(3)

The activity related to the change in unrealized gains (losses) in accumulated other comprehensive loss was as follows for the periods ended September 30:

(in millions)Three MonthsNine Months
2026202520262025
Cash Flow Hedges
Foreign exchange forward contracts
Net unrealized (losses) gains on cash flow hedges, net of taxes, beginning of period$(6)$4$(6)$1
Change in fair value, net of tax(1)(8)(7)(1)
Reclassification into earnings, net of tax3(1)9(5)
Net unrealized (losses) gains on cash flow hedges, net of taxes, end of period$(4)$(5)$(4)$(5)
Interest rate swap contracts
Net unrealized gains on cash flow hedges, net of taxes, beginning of period$95$99$99$99
Change in fair value, net of tax——(1)—
Reclassification into earnings, net of tax(2)—(5)—
Net unrealized gains on cash flow hedges, net of taxes, end of period$93$99$93$99
Net Investment Hedges
Net unrealized (losses) gains on net investment hedges, net of taxes, beginning of period$(180)$(283)$(234)$33
Change in fair value, net of tax102462(294)
Reclassification into earnings, net of tax1133
Net unrealized losses on net investment hedges, net of taxes, end of period$(169)$(258)$(169)$(258)
  1. Employee Benefits

We maintain a number of active defined contribution retirement plans for our employees. The majority of our defined benefit plans are frozen. As a result, no new employees will be permitted to enter these plans and no additional benefits for current participants in the frozen plans will be accrued.

We also have supplemental benefit plans that provide senior management with supplemental retirement, disability and death benefits. Certain supplemental retirement benefits are based on final monthly earnings. In addition, we sponsor a voluntary 401(k) plan under which we make a non-elective contribution and may match employee contributions up to certain levels of compensation as well as profit-sharing plans under which we contribute a percentage of eligible employees’ compensation to the employees’ accounts.

We also provide certain medical, dental and life insurance benefits for active employees and eligible dependents. The medical and dental plans and supplemental life insurance plan are contributory, while the basic life insurance plan is noncontributory. We currently do not prefund any of these plans.

We recognize the funded status of our retirement and postretirement plans in the consolidated balance sheets, with a corresponding adjustment to accumulated other comprehensive loss, net of taxes. The amounts in accumulated other comprehensive loss represent net unrecognized actuarial losses and unrecognized prior service costs. These amounts will be subsequently recognized as net periodic pension cost pursuant to our accounting policy for amortizing such amounts.

Net periodic benefit cost for our retirement and postretirement plans other than the service cost component are included in other (income) expense, net in our consolidated statements of income.

The components of net periodic benefit cost for our retirement plans and postretirement plans for the periods ended September 30 are as follows:

(in millions)Three MonthsNine Months
2026202520262025
Service cost$—$—$1$1
Interest cost17185053
Expected return on assets(23)(24)(70)(73)
Amortization of prior service credit / actuarial loss2183
Net periodic benefit cost$(4)$(5)$(11)$(16)

Net periodic benefit cost related to our postretirement plans reflected in the table above was not material for the three and nine months ended September 30, 2026 and 2025.

As discussed in our Form 10-K, we changed certain discount rate assumptions for our retirement and postretirement plans and our expected return on assets assumption for our retirement plans which became effective on January 1, 2026. The effect of the assumption changes on retirement and postretirement expense for the three and nine months ended September 30, 2026 did not have a material impact to our financial position, results of operations or cash flows.

In the first nine months of 2026, we contributed $8 million to our retirement plans and expect to make additional required contributions of approximately $3 million to our retirement plans during the remainder of the year. We may elect to make additional non-required contributions depending on investment performance or any potential deterioration of our pension plan status in the fourth quarter of 2026.

  1. Stock-Based Compensation

We issue stock-based incentive awards to our eligible employees under the 2019 Employee Stock Incentive Plan and to our eligible non-employee members of the Board of Directors under a Director Deferred Stock Ownership Plan.

For the nine months ended September 30, 2026 and 2025, total stock-based compensation expense related to restricted stock and other stock-based awards was $127 million and $155 million, respectively. During the nine months ended September 30, 2026, the Company granted 0.5 million shares of restricted stock and other stock-based awards, which had a weighted average grant date fair value of $437.45 per share. Total unrecognized compensation expense related to unvested equity awards as of September 30, 2026 was $223 million, which is expected to be recognized over a weighted average period of 1.4 years.

  1. Equity

Dividends

On January 14, 2026, the Board of Directors approved an increase in the dividends for 2026 to a quarterly common stock dividend of $0.97 per share.

Stock Repurchases

On November 13, 2025, the Board of Directors approved a share repurchase program authorizing the purchase of 30 million shares (the “2025 Repurchase Program”), which was approximately 10% of the total shares of our outstanding common stock at the time. On June 22, 2022, the Board of Directors approved a share repurchase program authorizing the purchase of 30 million shares (the “2022 Repurchase Program”), which was approximately 9% of the total shares of our outstanding common stock at that time.

Our purchased shares may be used for general corporate purposes, including the issuance of shares for stock compensation plans and to offset the dilutive effect of the exercise of employee stock options. As of September 30, 2026,23.4 million shares remained under the 2025 Repurchase Program and the 2022 repurchase program was completed. Our 2025 Repurchase Program has no expiration date and purchases under this program may be made from time to time on the open market and in private transactions, depending on market conditions.

We have entered into accelerated share repurchase (“ASR”) agreements with financial institutions to initiate share repurchases of our common stock. Under an ASR agreement, we pay a specified amount to the financial institution and receive an initial delivery of shares. Upon settlement of the ASR agreement, the financial institution typically delivers additional shares. The total number of shares ultimately delivered, and therefore the average price paid per share, is determined at the end of the applicable purchase period of each ASR agreement based on the volume weighted-average share price, less a discount. We account for our ASR agreements astwo transactions: a stock purchase transaction and a forward stock purchase contract. The shares delivered under the ASR agreements resulted in a reduction of outstanding shares used to determine our weighted average common shares outstanding for purposes of calculating basic and diluted earnings per share. The repurchased shares are held in Treasury. The forward stock purchase contracts are classified as equity instruments.

Effective January 1, 2023, the Inflation Reduction Act of 2022 has mandated a 1% excise tax on share repurchases. Excise tax obligations that result from the Company’s share repurchases are accounted for as a cost of the treasury stock transaction, and are included in other current liabilities on our consolidated balance sheets. The amount recorded in other current liabilities was $37 million and $46 million as of September 30, 2026 and December 31, 2025, respectively. During the nine months ended September 30, 2026, the Company made an excise tax payment of $47 million, which is included in financing activities in the Consolidated Statement of Cash Flows.

The terms of each ASR agreement entered into during the nine months ended September 30, 2026 and 2025, structured as outlined above, are as follows:

(in millions, except average price paid per share)
ASR Agreement Initiation DateASR Agreement Completion DateInitial Shares DeliveredAdditional Shares DeliveredTotal Number of SharesPurchasedAverage Price Paid Per ShareTotal Cash Utilized
July 29, 2026 15.0—5.0$—$2,600
May 7, 2026 2June 10, 20260.90.31.2$414.76$500
February 12, 2026 3March 12, 20262.00.32.3$426.70$1,000
August 12, 2025 4October 23, 20251.70.62.3$513.82$1,200
May 6, 2025 5August 8, 20251.00.21.2$518.47$650
February 19, 2025 6May 6, 20251.00.31.3$491.12$650

1 The ASR agreement was structured as an uncapped ASR agreement in which we paid $2.6 billion and initially received shares valued at 80% of the $2.6 billion at a price equal to the market price of the Company’s common stock on July 29, 2026. The Company received an initial delivery of 5.0 million shares from the ASR program. We completed the ASR agreement on October 26, 2026 and received an additional $1.3 million shares. We repurchased a total of $6.3 million shares under the ASR agreement for an average purchase price $412.99 per share. The ASR agreement was executed under our 2025 Repurchase Program.

2 The ASR agreement was structured as an uncapped ASR agreement in which we paid $500 million and initially received shares valued at 80% of the $500 million at a price equal to the market price of the Company’s common stock on May 7, 2026. The Company received an initial delivery of 0.9 million shares from the ASR program. We completed the ASR agreement on June 10, 2026 and received an additional 0.3 million shares. The ASR agreement was executed under our 2025 Repurchase Program.

3 The ASR agreement was structured as an uncapped ASR agreement in which we paid $1 billion and initially received shares valued at 80% of the $1 billion at a price equal to the market price of the Company’s common stock on February 12, 2026. The Company received an initial delivery of 2.0 million shares from the ASR program. We completed the ASR agreement on March 12, 2026 and received an additional 0.3 million shares. The ASR agreement was executed under our 2025 and 2022 Repurchase Programs.

4 The ASR agreement was structured as an uncapped ASR agreement in which we paid $1.2 billion and initially received shares valued at 80% of the $1.2 billion at a price equal to the market price of the Company’s common stock on August 12, 2025. The Company received an initial delivery of 1.7 million shares from the ASR program. We completed the ASR agreement on October 23, 2025 and received an additional 0.6 million shares. The ASR agreement was executed under our 2022 Repurchase Program

5 The ASR agreement was structured as an uncapped ASR agreement in which we paid $650 million and initially received shares valued at 80% of the $650 million at a price equal to the market price of the Company’s common stock on May 6, 2025. The Company received an initial delivery of 1.0 million shares from the ASR program. We completed the ASR agreement on August 8, 2025 and received an additional 0.2 million shares. The ASR agreement was executed under our 2022 Repurchase Program.

6 The ASR agreement was structured as an uncapped ASR agreement in which we paid $650 million and initially received shares valued at 80% of the $650 million at a price equal to the market price of the Company’s common stock on February 19, 2025. The Company received an initial delivery of 1.0 million shares from the ASR program. We completed the ASR agreement on May 6, 2025 and received an additional 0.3 million shares. The ASR agreement was executed under our 2022 Repurchase Program.

During the nine months ended September 30, 2026, we received 9.3 million shares, including 0.8 million shares received in February of 2026 related to our December 4, 2025 ASR agreement. During the nine months ended September 30, 2026, we purchased a total of 8.5 million shares for $4.1 billion of cash. During the nine months ended September 30, 2025, we received

4.6 million shares, including 0.3 million shares received in February of 2025 related to our October 28, 2024 ASR agreement. During the nine months ended September 30, 2025, we purchased a total of 4.3 million shares for $2.5 billion of cash.

Redeemable Noncontrolling Interests

Our redeemable noncontrolling interests include an agreement with the minority partners that own 27% of our S&P Dow Jones Indices LLC joint venture contains redemption features whereby interests held by minority partners are redeemable either (i) at the option of the holder or (ii) upon the occurrence of an event that is not solely within our control. Specifically, under the terms of the operating agreement of S&P Dow Jones Indices LLC, CME Group and CME Group Index Services LLC (“CGIS”) has the right at any time to sell, and we are obligated to buy, at least 20% of their share in S&P Dow Jones Indices LLC. In addition, in the event there is a change of control of the Company, for the 15 days following a change in control, CME Group and CGIS will have the right to put their interest to us at the then fair value of CME Group’s and CGIS’ minority interest.

If interests were to be redeemed under this agreement, we would generally be required to purchase the interest at fair value on the date of redemption. This interest is presented on the consolidated balance sheets outside of equity under the caption “Redeemable noncontrolling interests” with an initial value based on fair value for the portion attributable to the net assets we acquired, and based on our historical cost for the portion attributable to our S&P Index business. We adjust the redeemable noncontrolling interest each reporting period to its estimated redemption value, but never less than its initial fair value, using both income and market valuation approaches. Our income and market valuation approaches may incorporate Level 3 fair value measures for instances when observable inputs are not available. The more significant judgmental assumptions used to estimate the value of the S&P Dow Jones Indices LLC joint venture include an estimated discount rate, a range of assumptions that form the basis of the expected future net cash flows (e.g., the revenue growth rates and operating margins), and a company specific beta. The significant judgmental assumptions used that incorporate market data, including the relative weighting of market observable information and the comparability of that information in our valuation models, are forward-looking and could be affected by future economic and market conditions. Any adjustments to the redemption value will impact retained income.

Noncontrolling interests that do not contain such redemption features are presented in equity.

Changes to redeemable noncontrolling interests during the nine months ended September 30, 2026 were as follows:

(in millions)
Balance as of December 31, 2025$4,917
Net income attributable to redeemable noncontrolling interests299
Distributions payable to redeemable noncontrolling interests(285)
Redemption value adjustment428
Other 1(11)
Balance as of September 30, 2026 2$5,348

1 Includes foreign currency translation adjustments.

2 As of September 30, 2026, $5,346 million relates to our redeemable noncontrolling interest in the Indices business.

Accumulated Other Comprehensive Loss

The following table summarizes the changes in the components of accumulated other comprehensive loss for the nine months ended September 30:

(in millions) · Foreign Currency Translation Adjustments · Pension and Postretirement Benefit Plans · Unrealized Gain (Loss) on Cash Flow Hedges · Accumulated Other Comprehensive Loss
Balance as of December 31, 2025$(403)$(386)$92$(697)
Other comprehensive income (loss) before reclassifications(110)1(4)(8)(122)
Reclassifications from accumulated other comprehensive income (loss) to net earnings3925317
Net other comprehensive income(107)5(3)(105)
Balance as of September 30, 2026$(510)$(381)$89$(802)

1 Includes an unrealized gain related to our cross currency swaps. See Note 5 –Derivative Instruments for additional detail of items recognized in accumulated other comprehensive loss.

2 Reflects amortization of net actuarial losses and is net of a tax expense of $1 million for the nine months ended September 30, 2026. See Note 6 — Employee Benefits for additional details of items reclassed from accumulated other comprehensive loss to net earnings.

3 See Note 5 — Derivative Instruments for additional details of items reclassified from accumulated other comprehensive loss to net earnings.

  1. Earnings Per Share

Basic earnings per common share (“EPS”) is computed by dividing net income attributable to the common shareholders of the Company by the weighted-average number of common shares outstanding. Diluted EPS is computed in the same manner as basic EPS, except the number of shares is increased to include additional common shares that would have been outstanding if potential common shares with a dilutive effect had been issued. Potential common shares consist primarily of restricted performance shares and stock options calculated using the treasury stock method.

The calculation of basic and diluted EPS for the periods ended September 30 is as follows:

(in millions, except per share amounts)Three MonthsNine Months
2026202520262025
Amounts attributable to S&P Global Inc. common shareholders:
Income from continuing operations$1,298$1,078$3,827$3,091
(Loss) income from discontinued operations(58)9825246
Net income$1,240$1,176$3,852$3,337
Basic weighted-average number of common shares outstanding291.4304.3294.7305.8
Effect of dilutive securities0.20.20.20.3
Diluted weighted-average number of common shares outstanding291.6304.5294.9306.1
Earnings per share attributable to S&P Global Inc. common shareholders:
Income from continuing operations:
Basic$4.45$3.54$12.99$10.11
Diluted$4.45$3.54$12.98$10.10
(Loss) income from discontinued operations:
Basic$(0.20)$0.32$0.08$0.81
Diluted$(0.20)$0.32$0.08$0.80
Net income:
Basic$4.25$3.86$13.07$10.91
Diluted$4.25$3.86$13.06$10.90

We have certain stock options and restricted performance shares that are potentially excluded from the computation of diluted EPS. The effect of the potential exercise of stock options is excluded when the average market price of our common stock is lower than the exercise price of the related option during the period or when a net loss exists because the effect would have been antidilutive. Additionally, restricted performance shares are excluded because the necessary vesting conditions had not been met or when a net loss exists. For the three and nine months ended September 30, 2026 and 2025, there wereno stock options excluded. Restricted performance shares outstanding of 0.5 million and 0.6 million as of September 30, 2026 and 2025, respectively, were excluded.

  1. Restructuring

We continuously evaluate our cost structure to identify cost savings associated with streamlining our management structure. Our 2026 and 2025 restructuring plans consisted of a company-wide workforce reduction of approximately 450 and 1,230 positions and are further detailed below. The charges for each restructuring plan are classified asselling and general expenses within the consolidated statements of income and the reserves are included in other current liabilities in the consolidated balance sheets.

In certain circumstances, reserves are no longer needed because employees previously identified for separation resigned from the Company and did not receive severance or were reassigned due to circumstances not foreseen when the original plans were initiated. In these cases, we reverse reserves through the consolidated statements of income during the period when it is determined they are no longer needed.

The initial restructuring charge recorded and the ending reserve balance as of September 30, 2026 by segment is as follows:

2026 Restructuring Plan2025 Restructuring Plan
(in millions)Initial Charge RecordedEnding Reserve BalanceInitial Charge RecordedEnding Reserve Balance
Ratings$8$5$17$—
Indices——42
Energy84195
Market Intelligence156566
Corporate115468
Total$42$20$142$21

We recorded a pre-tax restructuring charge of $42 million primarily related to employee severance charges for the 2026 restructuring plan during the nine months ended September 30, 2026 and have reduced the reserve by $22 million. The ending reserve balance for the 2025 restructuring plan was $74 million as of December 31, 2025. For the nine months ended September 30, 2026, we have reduced the reserve for the 2025 restructuring plan by $53 million. The reductions primarily related to cash payments for employee severance charges.

  1. Segment and Related Information

We have four reportable segments: Ratings, Indices, Energy and Market Intelligence. On July 1, 2026, the previously announced Separation of Mobility Global from S&P Global became effective. The historical results of Mobility have been presented as discontinued operations and, as such, have been excluded from continuing operations and segment results for all periods presented. The assets and liabilities of Mobility have been classified as discontinued operations as of December 31, 2025. See Note 2 -Acquisitions, Divestitures and Discontinued Operations for further discussion.

Beginning with the third quarter of 2026, the presentation of certain products and related revenue and expenses within the Company's segment reporting was revised to align with management's current view of the business. Accordingly, 451 Research and Maritime & Trade are reported in Energy rather than Market Intelligence, and a small portion of expenses of Credit Analytics-related expenses are reported in Ratings rather than Market intelligence. These changes affected reportable segments results only and did not impact the consolidated financial statements. All prior periods presented have been recast to conform with current presentation.

Our Chief Executive Officer is our chief operating decision-maker (“CODM”) and evaluates performance of our segments and allocates resources (including employees, property, and financial or capital resources) based primarily on operating profit for each segment. Segment operating profit does not include Corporate Unallocated expense, equity in income on unconsolidated subsidiaries, other income, net, or interest expense, net, as these are amounts that do not affect the operating results of our reportable segments.

Operating results from continuing operations for the periods ended September 30 are as follows:

(in millions) · Ratings · Indices · Energy · Market Intelligence · Total
Three Months Ended September 30, 2026
Revenue from external customers$1,223$551$645$1,259$3,678
Intersegment revenue 1483—455
Revenue1,2715546451,2633,733
Intersegment elimination(55)
Total revenue3,678
Less: segment expenses 24361563358061,733
Less: other segment items 3110(159)1568
Intersegment elimination(55)
Segment operating profit$834$388$469$301$1,992
Corporate Unallocated expense 436
Operating profit1,956
Other income, net(4)
Interest expense, net87
Income from continuing operations before taxes on income$1,873
(in millions) · Ratings · Indices · Energy · Market Intelligence · Total
Nine Months Ended September 30, 2026
Revenue from external customers$3,773$1,597$1,992$3,712$11,074
Intersegment revenue 11399—11159
Revenue3,9121,6061,9923,72311,233
Intersegment elimination(159)
Total revenue11,074
Less: segment expenses 21,2824481,0382,4195,187
Less: other segment items 31133(75)325294
Intersegment elimination(159)
Segment operating profit$2,619$1,125$1,029$979$5,752
Corporate Unallocated expense 4125
Operating profit5,627
Other income, net(10)
Interest expense, net267
Income from continuing operations before taxes on income$5,370
(in millions) · Ratings · Indices · Energy · Market Intelligence · Total
Three Months Ended September 30, 2025
Revenue from external customers$1,196$459$609$1,179$3,443
Intersegment revenue 1443—451
Revenue1,2404626091,1833,494
Intersegment elimination(51)
Total revenue3,443
Less: segment expenses 24091383287681,643
Less: other segment items 3131132163219
Intersegment elimination(51)
Segment operating profit$818$313$249$252$1,632
Corporate Unallocated expense 483
Equity in income on unconsolidated subsidiaries(7)
Operating profit1,556
Other income, net(2)
Interest expense, net79
Income from continuing operations before taxes on income$1,479
(in millions) · Ratings · Indices · Energy · Market Intelligence · Total
Nine Months Ended September 30, 2025
Revenue from external customers$3,408$1,344$1,896$3,469$10,117
Intersegment revenue 11298—10147
Revenue3,5371,3521,8963,47910,264
Intersegment elimination(147)
Total revenue10,117
Less: segment expenses 21,1973901,0092,3074,903
Less: other segment items 35430108507699
Intersegment elimination(147)
Segment operating profit$2,286$932$779$665$4,662
Corporate Unallocated expense 4214
Equity in income on unconsolidated subsidiaries(28)
Operating profit4,476
Other income, net(25)
Interest expense, net233
Income from continuing operations before taxes on income$4,268

1 Intersegment revenue primarily relates to a royalty charged to Market Intelligence for the rights to use and distribute content and data developed by Ratings.

2 The segment expense category for Ratings, Indices, Energy and Market Intelligence for the three and nine months ended September 30, 2026 and 2025 primarily include an aggregation of compensation costs, technology costs and strategic investments. The CODM considers actual-to-actual and budget-to-actual variances when making decisions about allocating personnel and capital to the segments; however, the CODM does not receive the individual expense items underlying the overall segment expenses. Variance explanations include segment expenses including compensation costs, technology costs and strategic investments, but the CODM is otherwise not provided, and cannot easily calculate, lower-level expense information.

3 Other segment items for the three and nine months ended September 30, 2026 for each reportable segment primarily include amortization of intangibles from acquisitions, gain on dispositions and certain items primarily including acquisition and disposition-related costs. Other segment items for the nine months ended September 30, 2026 also include employee severance charges. Other segment items for the three and nine months ended September 30, 2025 for each reportable segment primarily include amortization of intangibles from acquisitions and certain items primarily including employee severance charges, legal costs, acquisition and disposition-related costs and Executive Leadership Team transition costs.

4 Corporate Unallocated expense includes costs for corporate functions, select initiatives, unoccupied office space and Kensho, included in selling and general expenses.

The following table presents our revenue disaggregated by revenue type for the periods ended September 30:

(in millions)RatingsIndicesEnergyMarket IntelligenceIntersegment Elimination 1Total
Three Months Ended September 30, 2026
Subscription$—$87$583$1,049$—$1,719
Non-subscription / Transaction677—3138—746
Non-transaction594———(55)539
Asset-linked fees—375———375
Sales usage-based royalties—9231——123
Recurring variable revenue———176—176
Total revenue$1,271$554$645$1,263$(55)$3,678
Timing of revenue recognition
Services transferred at a point in time$677$—$31$38$—$746
Services transferred over time5945546141,225(55)2,932
Total revenue$1,271$554$645$1,263$(55)$3,678
(in millions)RatingsIndicesEnergyMarket IntelligenceIntersegment Elimination 1Total
Nine Months Ended September 30, 2026
Subscription$—$258$1,708$3,076$—$5,042
Non-subscription / Transaction2,135—189129—2,453
Non-transaction1,777———(159)1,618
Asset-linked fees—1,062———1,062
Sales usage-based royalties—28695——381
Recurring variable revenue———518—518
Total revenue$3,912$1,606$1,992$3,723$(159)$11,074
Timing of revenue recognition
Services transferred at a point in time$2,135$—$189$129$—$2,453
Services transferred over time1,7771,6061,8033,594(159)8,621
Total revenue$3,912$1,606$1,992$3,723$(159)$11,074
(in millions)RatingsIndicesEnergyMarket IntelligenceIntersegment Elimination 1Total
Three Months Ended September 30, 2025
Subscription$—$82$556$986$—$1,624
Non-subscription / Transaction668—2239—729
Non-transaction572———(51)521
Asset-linked fees—303———303
Sales usage-based royalties—7731——108
Recurring variable revenue———158—158
Total revenue$1,240$462$609$1,183$(51)$3,443
Timing of revenue recognition
Services transferred at a point in time$668$—$22$39$—$729
Services transferred over time5724625871,144(51)2,714
Total revenue$1,240$462$609$1,183$(51)$3,443
(in millions)RatingsIndicesEnergyMarket IntelligenceIntersegment Elimination 1Total
Nine Months Ended September 30, 2025
Subscription$—$237$1,637$2,900$—$4,774
Non-subscription / Transaction1,885—169112—2,166
Non-transaction1,652———(147)1,505
Asset-linked fees—876———876
Sales usage-based royalties—23990——329
Recurring variable revenue———467—467
Total revenue$3,537$1,352$1,896$3,479$(147)$10,117
Timing of revenue recognition
Services transferred at a point in time$1,885$—$169$112$—$2,166
Services transferred over time1,6521,3521,7273,367(147)7,951
Total revenue$3,537$1,352$1,896$3,479$(147)$10,117

1 Intersegment eliminations primarily consists of a royalty charged to Market Intelligence for the rights to use and distribute content and data developed by Ratings.

Segment information as of September 30, 2026 and December 31, 2025 is as follows:

(in millions)Total Assets
September 30,December 31,
20262025
Ratings$1,389$1,212
Indices3,3753,369
Energy8,5808,658
Market Intelligence29,89830,782
Total reportable segments43,24244,021
Corporate 14,7904,027
Assets held for sale 2—196
Assets of discontinued operations—12,956
Total$48,032$61,200

1 Corporate assets consist principally of cash and cash equivalents, goodwill and other intangible assets, investments, assets for pension benefits and deferred income taxes.

2 Relates to the divestitures of the Enterprise Data Management and thinkFolio businesses within our Market Intelligence segment as of December 31, 2025. Additionally, assets held for sale include fixed assets related to our facility in Centennial, Colorado as of December 31, 2025.

The following provides revenue by geographic region for the periods ended September 30:

(in millions)Three MonthsNine Months
2026202520262025
U.S.$2,176$1,995$6,567$5,891
European region8738612,6722,530
Asia4454171,2901,182
Rest of the world184170545514
Total$3,678$3,443$11,074$10,117

See Note 2— Acquisitions, Divestitures and Discontinued Operations and Note 10— Restructuring for additional actions that impacted the segment operating results.

  1. Commitments and Contingencies

Leases

We determine whether an arrangement meets the criteria for an operating lease or a finance lease at the inception of the arrangement. We have operating leases for office space and equipment. Our leases have remaining lease terms of 1 year to 11 years, some of which include options to extend the leases for up to 12 years, and some of which include options to terminate the leases early. We sublease certain real estate leases to third parties which mainly consist of operating leases for space within our offices.

Leases with an initial term of 12 months or less are not recorded on the balance sheet; we recognize lease expenses for these leases on a straight line-basis over the lease term in operating-related expenses and selling and general expenses.

Operating lease ROU assets and operating lease liabilities are recognized based on the present value of future minimum lease payments over the lease term at commencement date. Our future minimum base payments used to determine our lease liabilities include minimum base rent payments and escalations. As most of our leases do not provide an implicit rate, we use our estimated incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments.

The following table provides information on the location and amounts of our leases on our consolidated balance sheets as of September 30, 2026 and December 31, 2025:

(in millions) · September 30, · December 31,
Balance Sheet Location · 2026 · 2025
Assets
Right of use assetsLease right of use assets$345$397
Liabilities
Other current liabilitiesCurrent lease liabilities118117
Lease liabilities — non-currentNon-current lease liabilities403483

The components of lease expense for the periods ended September 30 are as follows:

(in millions)Three MonthsNine Months
2026202520262025
Operating lease cost$27$28$80$87
Sublease income(5)(3)(22)(10)
Total lease cost$22$25$58$77

Supplemental information related to leases for the periods ended September 30 are as follows:

(in millions)Three MonthsNine Months
2026202520262025
Cash paid for amounts included in the measurement for operating lease liabilities
Operating cash flows for operating leases$36$33$106$99
Right of use assets obtained in exchange for lease obligations
Operating leases912522

Weighted-average remaining lease term and discount rate for our operating leases are as follows:

September 30,December 31,
20262025
Weighted-average remaining lease term (years)4.55.3
Weighted-average discount rate4.33%4.29%

Maturities of lease liabilities for our operating leases are as follows:

(in millions)
2026 (Excluding the nine months ended September 30, 2026)$34
2027136
2028113
202989
203065
2031 and beyond151
Total undiscounted lease payments$588
Less: Imputed interest67
Present value of lease liabilities$521

As of September 30, 2026, the Company has certain lease agreements that have not yet commenced with total estimated future lease payments of $18 million which have been excluded from the table above. These leases are expected to begin in the fourth quarter of 2026 and continue through 2037, with lease terms ranging from 1 year to 11 years.

Related Party Agreements

In June of 2012, we entered into a license agreement (the “License Agreement") with the holder of S&P Dow Jones Indices LLC noncontrolling interest, CME Group, replacing the 2005 license agreement between Indices and CME Group. Under the terms of the License Agreement, S&P Dow Jones Indices LLC receives a share of the profits from the trading and clearing of CME Group’s equity index products. During the three and nine months ended September 30, 2026, S&P Dow Jones Indices LLC earned $48 million and $154 million of revenue under the terms of the License Agreement. During the three and nine months ended September 30, 2025, S&P Dow Jones Indices LLC earned $44 million and $146 million, respectively, of revenue under the terms of the License Agreement. The entire amount of this revenue is included in our consolidated statement of income and the portion related to the 27% noncontrolling interest is removed in net income attributable to noncontrolling interests.

Legal and Regulatory Matters

In the normal course of business both in the United States and abroad, the Company and its subsidiaries are defendants in a number of legal proceedings and are often subjected to government and regulatory proceedings, investigations and inquiries.

A class action lawsuit was filed in Australia on August 7, 2020 against the Company and a subsidiary of the Company. The lawsuit relates to alleged investment losses in collateralized debt obligations rated by Ratings prior to the financial crisis between 2005 and 2007. We can provide no assurance that we will not be obligated to pay significant amounts in order to resolve the lawsuit on terms deemed acceptable.

From time to time, the Company receives customer complaints. The Company believes it has strong contractual protections in the terms and conditions included in its arrangements with customers. Nonetheless, in the interest of managing customer relationships, the Company from time to time engages in dialogue with such customers in an effort to resolve such complaints, and if such complaints cannot be resolved through dialogue, may face litigation regarding such complaints. The Company does not expect to incur material losses as a result of these matters.

Moreover, various government and self-regulatory agencies frequently make inquiries and conduct investigations into our compliance with applicable laws and regulations, including those related to our regulated products and services, antitrust matters and other matters, such as ESG. For example, as a nationally recognized statistical rating organization registered with the SEC under Section 15E of the Exchange Act, S&P Global Ratings is in ongoing communication with the staff of the SEC regarding compliance with its extensive obligations under the federal securities laws. Although S&P Global seeks to promptly address any compliance issues that it detects or that the staff of the SEC or another regulator raises, there can be no assurance that the SEC or another regulator will not seek remedies against S&P Global for one or more compliance deficiencies. Any of these proceedings, investigations or inquiries could ultimately result in adverse judgments, damages, fines, penalties or activity restrictions, which could adversely impact our consolidated financial condition, cash flows, business or competitive position.

In view of the uncertainty inherent in litigation and government and regulatory enforcement matters, we cannot predict the eventual outcome of such matters or the timing of their resolution, or in most cases reasonably estimate what the eventual judgments, damages, fines, penalties or impact of activity (if any) restrictions may be. As a result, we cannot provide assurance that such outcomes will not have a material adverse effect on our consolidated financial condition, cash flows, business or competitive position. As litigation or the process to resolve pending matters progresses, as the case may be, we will continue to review the latest information available and assess our ability to predict the outcome of such matters and the effects, if any, on our consolidated financial condition, cash flows, business or competitive position, which may require that we record liabilities in the consolidated financial statements in future periods.

  1. Recently Issued or Adopted Accounting Standards

In May of 2026, the Financial Accounting Standards Board (“FASB”) issued accounting guidance that provides recognition, measurement, presentation and disclosure requirements for all entities that generate, purchase, or receive environmental credits or have a regulatory compliance obligation that may be settled with environmental credits. This guidance is effective for annual reporting periods beginning after December 15, 2027, and interim reporting periods within those annual periods, and early adoption is permitted. We do not expect this guidance to have a significant impact on our consolidated financial statements.

In November of 2025, the FASB issued accounting guidance to more closely align hedge accounting with the economics of an entity's risk management activities. This guidance is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods, and early adoption is permitted. We do not expect this guidance to have a significant impact on our consolidated financial statements.

In September of 2025, the FASB issued accounting guidance that clarifies the guidance on which contracts are subject to derivative accounting and guidance on accounting for share based payments on contracts with customers. This guidance is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods, and early adoption is permitted. We do not expect this guidance to have a significant impact on our consolidated financial statements.

In September of 2025, the FASB issued accounting guidance which removes references to prescriptive software development stages and includes an updated framework for capitalizing internal software costs. This guidance is effective for annual reporting periods beginning after December 15, 2027, and interim reporting periods within those annual reporting periods, and early adoption is permitted. We do not expect this guidance to have a significant impact on our consolidated financial statements.

In July of 2025, the FASB issued accounting guidance that provides an optional practical expedient for estimating future credit losses based on current conditions as of the balance sheet date and assuming those conditions do not change over the remaining life of the accounts receivable. The guidance was effective on January 1, 2026, and the adoption of this guidance did not have an impact on our consolidated financial statements.

In May of 2025, the FASB issued accounting guidance to improve the requirements for identifying the accounting acquirer in ASC 805, Business Combinations. The amendments in this update revise current guidance for determining the accounting acquirer for a transaction effected primarily by exchanging equity interests in which the legal acquiree is a VIE that meets the definition of a business. This guidance is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods, and early adoption is permitted as of the beginning of an interim or annual reporting period. This guidance is required to be applied prospectively to any acquisition transaction that occurs after the initial application date. We do not expect this guidance to have a significant impact on our consolidated financial statements.

In November of 2024, the FASB issued accounting guidance which requires that an entity disclose, in the notes to financial statements, additional information about specific expense categories. The amendments in this update are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. We are currently evaluating the impact of this guidance on the Company’s disclosures.

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