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Item 2. Management’s Discussion and Analysis

2024-07-30 compared with 2024-04-25 · 327 added, 147 removed, 500 unchanged (49% of the section changed)

1 unchanged sentence

The following Management’s Discussion and Analysis (“MD&A”) provides a narrative of the results of operations and financial condition of S&P Global Inc.

(together with its consolidated subsidiaries, “S&P Global,” the “Company,” “we,” “us” or “our”) for the three months ended March 31, 2024.

(together with its consolidated subsidiaries, “S&P Global,” the “Company,” “we,” “us” or “our”) for the three and six months ended June 30, 2024.

The MD&A should be read in conjunction with the consolidated financial statements, accompanying notes and MD&A included in our Form 10-K for the year ended December 31, 2023 (our “Form 10-K”), which have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S.

The MD&A includes the following sections:

• Results of Operations — Comparing the Three Months Ended March 31, 2024 and 2023

• Results of Operations — Comparing the Three and Six Months Ended June 30, 2024 and 2023

• Liquidity and Capital Resources

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As of May 2, 2023, we completed the sale of S&P Global Engineering Solutions (“Engineering Solutions”), a provider of engineering standards and related technical knowledge, and the results are included through that date .

Key results for the three months ended March 31 are as follows:

(in millions, except per share amounts) 2024 2023 % Change 1

Key results for the periods ended June 30 are as follows:

(in millions, except per share amounts) Three Months Six Months

2024 2023 % Change 1

Revenue $ 3,549 $ 3,101 14% $ 7,040 $ 6,261 12%

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Operating margin % 41 % 29 % 40 % 33 %

Diluted earnings per share from net income $ 3.16 $ 2.47 28%

Diluted earnings per share from net income $ 3.23 $ 1.60 N/M $ 6.38 $ 4.07 57%

N/M – Represents a change equal to or in excess of 100% or not meaningful

1 % changes in the tables throughout the MD&A are calculated off of the actual number, not the rounded number presented.

2 2024 includes IHS Markit merger costs of $36 million, employee severance charges of $35 million, acquisition-related costs of $5 million and recovery of lease-related costs of $1 million.

2023 includes IHS Markit merger costs of $64 million, a gain on dispositions of $50 million, disposition-related costs of $13 million, employee severance charges of $12 million and acquisition-related costs of $2 million.

2024 and 2023 also include amortization of intangibles from acquisitions of $278 million and $275 million, respectively.

2 Operating profit for the three and six months ended June 30, 2024 includes legal costs of $20 million, IHS Markit merger costs of $36 million and $72 million, respectively, a net acquisition-related benefit of $4 million and net acquisition-related costs of $1 million, respectively, employee severance charges of $11 million and $46 million, respectively, disposition-related costs of $3 million and asset write-offs of $2 million.

Operating profit for the six months ended June 30, 2024 includes recovery of lease-related costs of $1 million.

Operating profit for the three and six months ended June 30, 2023 includes a loss on disposition of $120 million and $69 million, respectively, IHS Markit merger costs of $51 million and $115 million, respectively, employee severance charges of $51 million and $62 million, respectively, lease impairments of $15 million, an asset impairment of $5 million, disposition-related costs of $3 million and $16 million, respectively, and acquisition-related costs of $2 million and $3 million, respectively.

Operating profit also includes amortization of intangibles from acquisitions of $281 million and $275 million for the three months ended June 30, 2024 and 2023, respectively, and $560 million and $550 million for the six months ended June 30, 2024 and 2023, respectively.

Revenue increased 14% driven by increases at Ratings, Market Intelligence, Commodity Insights, Indices and Mobility, partially offset by a decrease at Engineering Solutions due to its sale on May 2, 2023.

1 unchanged sentence

Transaction revenue increased primarily due to growth in corporate bond ratings revenue and bank loan ratings revenue driven by increased issuance volumes due to higher refinancing activity.

Non-transaction revenue increased due to an increase in surveillance revenue, higher Ratings Evaluation Service (“RES”) revenue and an increase in new entity credit ratings revenue.

The increase at Market Intelligence was primarily due to subscription revenue growth for data feed products within Data and Advisory Solutions, work flow solutions at Enterprise Solutions, RatingsXpress®, RatingsDirect® within Credit & Risk Solutions, and Market Intelligence Desktop products.

Non-transaction revenue increased due to an increase in surveillance revenue and an increase in new entity credit ratings revenue.

The increase at Market Intelligence was primarily due to subscription revenue growth for work flow solutions at Enterprise Solutions, data feed products within Data and Advisory Solutions, Market Intelligence Desktop products, and RatingsXpress®, RatingsDirect® within Credit & Risk Solutions.

Revenue growth at Commodity Insights was primarily due to continued demand for market data and market insights products.

The increase at Mobility was primarily due to new business growth within the Dealer business as well as the favorable impact of the acquisition of Market Scan in February of 2023.

The increase at Indices was primarily due to higher asset-linked fees revenue and higher exchange-traded derivative revenue.

Foreign exchange rates had a favorable impact of less than 1 percentage point.

The increase at Indices was primarily due to higher asset-linked fees revenue, higher data subscription revenue and higher exchange-traded derivative revenue.The increase at Mobility was primarily due to new business growth within the Dealer business and strong underwriting volumes within the Financial business.

Foreign exchange rates had an unfavorable impact of 1 percentage point.

Operating profit increased 59%.

Excluding the impact of a gain on disposition in 2023 of 3 percentage points and higher employee severance charges in 2024 of 1 percentage point, partially offset by higher IHS Markit merger costs in 2023 of 1 percentage point and higher disposition-related costs in 2023 of 1 percentage point, operating profit increased 19%.

Excluding the impact of a loss on disposition in 2023 of 23 percentage points, higher employee severance charges in 2023 of 8 percentage points, higher IHS Markit merger costs in 2023 of 3 percentage points, lease impairments in 2023 of 3 percentage points and an asset impairment in 2023 of 1 percentage point, partially offset by legal costs in 2024 of 4 percentage points and higher amortization of intangibles from acquisitions in 2024 of 1 percentage point, operating profit increased 26%.

The increase was primarily due to revenue growth, partially offset by higher compensation costs driven by annual merit increases, increased incentives as a result of financial performance and higher technology costs.

Foreign exchange rates had a favorable impact of 1 percentage point.

Revenue increased 12% driven by increases at Ratings, Market Intelligence, Commodity Insights, Indices and Mobility, partially offset by a decrease at Engineering Solutions due to its sale on May 2, 2023.

The increase at Ratings was driven by growth in both transaction revenue and non-transaction revenue.

Transaction revenue increased primarily due to growth in corporate bond ratings revenue and bank loan ratings revenue driven by increased issuance volumes due to higher refinancing activity.

Non-transaction revenue increased due to an increase in surveillance revenue, an increase in new entity credit ratings revenue and higher Ratings Evaluation Service (“RES”) revenue.

Revenue growth at Commodity Insights was primarily due to continued demand for market data and market insights products.

The increase at Indices was primarily due to higher asset-linked fees revenue, higher exchange-traded derivative revenue and higher data subscription revenue.

The increase at Mobility was primarily due to new business growth within the Dealer business, strong underwriting volumes within the Financial business as well as the favorable impact of the acquisition of Market Scan in February of 2023.

Foreign exchange rates had an unfavorable impact of less than 1 percentage point.

Operating profit increased 38%.

Excluding the impact of loss on dispositions, net in 2023 of 8 percentage points, higher IHS Markit merger costs in 2023 of 5 percentage points, lease impairments in 2023 of 2 percentage points, higher disposition-related costs in 2023 of 2 percentage points, higher employee severance charges in 2023 of 1 percentage point and an asset impairment in 2023 of 1 percentage point, partially offset by legal costs in 2024 of 2 percentage points and higher amortization of intangibles from acquisitions in 2024 of 1 percentage point, operating profit increased 22%.

Foreign exchange rates had a favorable impact of 2 percentage points.

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See Item 1A, Risk Factors in our most recently filed Annual Report on Form 10-K.

RESULTS OF OPERATIONS — COMPARING THE THREE MONTHS ENDED MARCH 31, 2024 AND 2023

RESULTS OF OPERATIONS — COMPARING THE THREE AND SIX MONTHS ENDED JUNE 30, 2024 AND 2023

Consolidated Review

(in millions) 2024 2023 % Change

(in millions) Three Months Six Months

2024 2023 % Change 2024 2023 % Change

Revenue $ 3,549 $ 3,101 14% $ 7,040 $ 6,261 12%

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Total expenses 2,110 2,082 1% 4,222 4,161 1%

Gain on disposition — (50) N/M

Loss on dispositions, net — 119 N/M — 69 N/M

Equity in income on unconsolidated subsidiaries (13) (11) 15% (19) (25) (24)%

Operating profit 1,452 911 59% 2,837 2,056 38%

Other (income) expense, net (9) 11 N/M

Other income, net (3) (11) 72% (13) — N/M

Interest expense, net 77 88 (13)% 156 174 (11)%

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N/M – Represents a change equal to or in excess of 100% or not meaningful

The following table provides consolidated revenue information for the three months ended March 31:

(in millions) 2024 2023 % Change

The following table provides consolidated revenue information for the periods ended June 30:

(in millions) Three Months Six Months

2024 2023 % Change 2024 2023 % Change

Revenue $ 3,549 $ 3,101 14% $ 7,040 $ 6,261 12%

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International revenue 39 % 40 % 39 % 39 %

Revenue increased 10% as compared to the three months ended March 31, 2023.

Subscription revenue increased in the three month period primarily due to growth in data feed products within Data and Advisory Solutions, work flow solutions at Enterprise Solutions, RatingsXpress®, RatingsDirect® within Credit & Risk Solutions and Desktop products at Market Intelligence, continued demand for Commodity Insights market data and market insights products and new business growth within the Dealer business as well as the favorable impact of the acquisition of Market Scan in February of 2023 at Mobility, partially offset by a decrease at Engineering Solutions due to its sale on May 2, 2023.

Revenue increased 14% as compared to the three months ended June 30, 2023.

Subscription revenue increased in the three month period primarily due to growth in work flow solutions at Enterprise Solutions, data feed products within Data and Advisory Solutions, Market Intelligence Desktop products, and RatingsXpress®, RatingsDirect® within Credit & Risk Solutions at Market Intelligence, continued demand for Commodity Insights market data and market insights products and new business growth within the Dealer business and strong underwriting volumes within the Financial business at Mobility, partially offset by a decrease at Engineering Solutions due to its sale on May 2, 2023.

Non-subscription / transaction revenue increased primarily due to growth in corporate bond ratings revenue and bank loan ratings revenue driven by increased issuance volumes due to higher refinancing activity.

Non-transaction revenue increased due to an increase in surveillance revenue, higher RES revenue and an increase in new entity credit ratings revenue.

Non-transaction revenue increased due to an increase in surveillance revenue and an increase in new entity credit ratings revenue.

Asset linked fees increased at Indices primarily due to higher levels of assets under management (“AUM”) for ETFs and mutual funds.

The increase in sales-usage based royalties was primarily driven by higher exchange-traded derivative revenue at Indices.

An increase in sales usage-based royalties from the licensing of our proprietary market data and price assessments to commodity exchanges at Commodity Insights also contributed to revenue growth.

The increase in sales-usage based royalties was driven by the licensing of our proprietary market data to commodity exchanges at Commodity Insights and higher exchange-traded derivative revenue at Indices.

Recurring variable revenue at Market Intelligence increased due to increased volumes.

See “Segment Review” below for further information.

The favorable impact of foreign exchange rates increased revenue by less than 1 percentage point.

The unfavorable impact of foreign exchange rates reduced revenue by 1 percentage point.

This impact refers to constant currency comparisons estimated by recalculating current year results of foreign operations using the average exchange rate from the prior year.

Revenue increased 12% as compared to the six months ended June 30, 2023.

Subscription revenue increased in the six month period primarily due to growth in work flow solutions at Enterprise Solutions, data feed products within Data and Advisory Solutions, Market Intelligence Desktop products, and RatingsXpress®, RatingsDirect® within Credit & Risk Solutions at Market Intelligence, continued demand for Commodity Insights market data and market insights products and new business growth within the Dealer business, strong underwriting volumes within the Financial business as well as the favorable impact of the acquisition of Market Scan in February of 2023 at Mobility, partially offset by a decrease at Engineering Solutions due to its sale on May 2, 2023.

Non-transaction revenue increased due to an increase in surveillance revenue, an increase in new entity credit ratings revenue and higher RES revenue.

Asset linked fees increased at Indices primarily due to higher levels of AUM for ETFs and mutual funds.

Recurring variable revenue at Market Intelligence increased due to increased volumes.

See “Segment Review” below for further information.

The unfavorable impact of foreign exchange rates reduced revenue by less than 1 percentage point.

This impact refers to constant currency comparisons estimated by recalculating current year results of foreign operations using the average exchange rate from the prior year.

Total Expenses

The following tables provide an analysis by segment of our operating-related expenses and selling and general expenses for the three months ended March 31:

The following tables provide an analysis by segment of our operating-related expenses and selling and general expenses for the periods ended June 30:

(in millions) 2024 2023 % Change

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N/M – Represents a change equal to or in excess of 100% or not meaningful

1 In 2024, selling and general expenses include a net acquisition-related benefit of $11 million, IHS Markit merger costs of $9 million and employee severance charges of $4 million.

In 2023, selling and general expenses include employee severance charges of $16 million, IHS Markit merger costs of $12 million and an asset impairment of $5 million.

2 In 2024, selling and general expenses include legal costs of $20 million.

In 2023, selling and general expenses include employee severance charges of $4 million.

3 In 2024, selling and general expenses include IHS Markit merger costs of $5 million, an asset write-off of $1 million and disposition-related costs of $1 million.

In 2023, selling and general expenses include employee severance charges of $14 million and IHS Markit merger costs of $8 million.

4 In 2024, selling and general expenses include employee severance charges of $6 million, IHS Markit merger costs of $1 million and acquisition-related costs of $1 million.

In 2023, selling and general expenses include IHS Markit merger costs of $13 million and employee severance charges of $6 million.

2 In 2024 and 2023, selling and general expenses include employee severance charges of $2 million and $1 million, respectively.

3 In 2024, selling and general expenses include IHS Markit merger costs of $5 million.

In 2023, selling and general expenses includes IHS Markit merger costs of $13 million and employee severance charges of $2 million.

In 2023, selling and general expenses include employee severance charges of $3 million and acquisition-related costs of $1 million.

5 In 2024, selling and general expenses include IHS Markit merger costs of $2 million.

In 2023, selling and general expenses includes IHS Markit merger costs of $1 million and acquisition-related costs of $1 million.

In 2023, selling and general expenses include employee severance charges of $2 million and IHS Markit merger costs of $1 million.

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

7 In 2024, selling and general expenses include IHS Markit merger costs of $20 million, acquisition-related costs of $6 million and disposition-related costs of $2 million.

In 2023, selling and general expenses include IHS Markit merger costs of $30 million, lease impairments of $15 million, employee severance charges of $12 million, disposition-related costs of $3 million and acquisition-related costs of $1 million.

Operating-Related Expenses

Operating-related expenses increased 6% primarily driven by higher compensation costs, increased incentives and higher technology costs, partially offset by a decrease at Engineering Solutions due to its sale on May 2, 2023.

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

Selling and General Expenses

Selling and general expenses decreased 5%.

Excluding the impact of higher employee severance charges in 2023 of 6 percentage points, higher IHS Markit merger costs in 2023 of 2 percentage points, lease impairments in 2023 of 2 percentage points, a net acquisition-related benefit in 2024 of 1 percentage point and an asset impairment in 2023 of 1 percentage point, partially offset by legal costs in 2024 of 3 percentage points, selling and general expenses increased 4%.

The increase was primarily driven by higher compensation costs, increased incentives and higher technology costs, partially offset by a decrease at Engineering Solutions due to its sale on May 2, 2023.

Depreciation and Amortization

Depreciation and amortization increased 3% to $291 million primarily due to higher intangible asset amortization driven by the acquisition of Visible Alpha in May of 2024.

(in millions) 2024 2023 % Change

related expenses Selling and

general expenses Operating-

related expenses Selling and

general expenses Operating-

related expenses Selling and

general expenses

Market Intelligence 1

$ 1,040 $ 533 $ 974 $ 519 7% 3%

512 259 468 226 9% 15%

Commodity Insights 3

359 216 337 221 7% (2)%

235 242 200 239 18% 1%

115 105 111 98 4% 7%

Engineering Solutions — — 85 27 N/M N/M

Intersegment eliminations 6

(91) — (83) — (9)% N/M

Total segments 2,170 1,355 2,092 1,330 4% 2%

Corporate Unallocated expense 7

34 84 22 146 58% (42)%

Total $ 2,204 $ 1,439 $ 2,114 $ 1,476 4% (3)%

N/M – Represents a change equal to or in excess of 100% or not meaningful

1 In 2024, selling and general expenses include a net acquisition-related benefit of $8 million, IHS Markit merger costs of $20 million and employee severance charges of $35 million.

In 2023, selling and general expenses include IHS Markit merger costs of $25 million, employee severance charges of $22 million and an asset impairment of $5 million.

2 In 2024, selling and general expenses include legal costs of $20 million and employee severance charges of $2 million.

In 2023, selling and general expenses include employee severance charges of $5 million, respectively.

3 In 2024, selling and general expenses include IHS Markit merger costs of $10 million, an asset write-off of $1 million and disposition-related costs of $1 million.

In 2023, selling and general expenses include IHS Markit merger costs of $20 million and employee severance charges of $15 million.

4 In 2024, selling and general expenses include employee severance charges of $6 million, IHS Markit merger costs of $1 million and acquisition-related costs of $1 million.

In 2023, selling and general expenses include employee severance charges of $4 million, acquisition-related costs of $1 million and IHS Markit merger costs of $1 million.

5 In 2024, selling and general expenses include IHS Markit merger costs of $3 million and employee severance charges of $1 million.

In 2023, selling and general expenses include employee severance charges of $3 million and IHS Markit merger costs of $2 million.

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

7 In 2024, selling and general expenses include IHS Markit merger costs of $18 million, employee severance charges of $2 million, acquisition-related costs of $1 million and recovery of lease-related costs of $1 million.

In 2023, selling and general expenses includes IHS Markit merger costs of $37 million, disposition-related costs of $13 million, employee severance charges of $1 million and acquisition-related costs of $1 million.

7 In 2024, selling and general expenses include IHS Markit merger costs of $38 million, acquisition-related costs of $7 million, disposition-related costs of $3 million, employee severance charges of $2 million and recovery of lease-related costs of $1 million.

In 2023, selling and general expenses include IHS Markit merger costs of $66 million, lease impairments of $15 million, disposition-related costs of $16 million, employee severance charges of $14 million and acquisition-related costs of $2 million.

Operating-Related Expenses

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Selling and General Expenses

Selling and general expenses remained unchanged compared to 2023.

Excluding the impact of higher IHS Markit merger costs in 2023 of 5 percentage points and higher disposition-related costs in 2023 of 2 percentage points, partially offset by higher employee severance charges in 2024 of 4 percentage points, selling and general expenses increased 3%.

The increase was primarily driven by higher compensation costs and increased incentives, partially offset by a decrease at Engineering Solutions due to its sale on May 2, 2023.

Selling and general expenses decreased 3%.

Excluding the impact of higher IHS Markit merger costs in 2023 of 3 percentage points, lease impairments in 2023 of 1 percentage point, higher disposition-related costs in 2023 of 1 percentage point, higher employee severance charges in 2023 of 1 percentage point and a net acquisition-related benefit in 2024 of 1 percentage point, partially offset by legal costs in 2024 of 1 percentage point, selling and general expenses increased 3%.

The increase was

primarily driven by higher compensation costs, increased incentives and higher technology costs, partially offset by a decrease at Engineering Solutions due to its sale on May 2, 2023.

Depreciation and Amortization

Depreciation and amortization remained unchanged at $287 million due to higher intangible asset amortization offset by lower depreciation driven by asset disposals.

Gain on Disposition

During the three months ended March 31, 2023, we received a contingent payment that resulted in a pre-tax gain of $50 million which was included in Gain on disposition in the consolidated statement of income:

Depreciation and amortization increased 1% to $579 million primarily due to higher intangible asset amortization driven by the acquisition of Visible Alpha in May of 2024.

Loss on Dispositions, net

During the three and six months ended June 30, 2023, we completed the following disposition and received a contingent payment that were included in Loss on dispositions, net in the consolidated statement of income:

• During the three months ended June 30, 2023, we recorded a pre-tax loss of $120 million in Loss on dispositions, net and disposition-related costs of $3 million in selling and general expenses in the consolidated statement of income ($189 million after-tax, net of a release of a deferred tax liability of $101 million) related to the sale of Engineering Solutions.

During the six months ended June 30, 2023, we recorded a pre-tax loss of $120 million in Loss on dispositions, net and disposition-related costs of $16 million in selling and general expenses in the consolidated statement of income ($182 million after-tax, net of a release of a deferred tax liability of $157 million) related to the sale of Engineering Solutions.

• In the first quarter of 2023, we received a contingent payment following the sale of Leveraged Commentary and Data (“LCD”) along with a related family of leveraged loan indices in June of 2022.

The contingent payment was payable six months following the closing upon the achievement of certain conditions related to the transition of LCD customer relationships.

During the three months ended March 31, 2023, the contingent payment resulted in a pre-tax gain of $46 million ($34 million after-tax) related to the sale of LCD in our Market Intelligence segment and $4 million ($3 million after-tax) related to the sale of a family of leveraged loan indices in our Indices segment.

During the six months ended June 30, 2023, the contingent payment resulted in a pre-tax gain of $46 million ($34 million after-tax) related to the sale of LCD in our Market Intelligence segment and $4 million ($3 million after-tax) related to the sale of a family of leveraged loan indices in our Indices segment.

Operating Profit

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GAAP, and may not be defined and calculated by other companies in the same manner.

The tables below reconcile segment operating profit to total operating profit for the three months ended March 31:

The tables below reconcile segment operating profit to total operating profit for the periods ended June 30:

(in millions) 2024 2023 % Change

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N/M – Represents a change equal to or in excess of 100% or not meaningful

1 2024 includes a net acquisition-related benefit of $11 million, IHS Markit merger costs of $9 million and employee severance charges of $4 million.

2023 includes employee severance charges of $16 million, IHS Markit merger costs of $12 million and an asset impairment of $5 million.

2024 and 2023 include amortization of intangibles from acquisitions of $147 million and $140 million, respectively.

2 2024 includes legal costs of $20 million.

2023 includes employee severance charges of $4 million.

2024 and 2023 include amortization of intangibles from acquisitions of $2 million.

3 2024 includes IHS Markit merger costs of $5 million, an asset write-off of $1 million and disposition-related costs of $1 million.

2023 includes employee severance charges of $14 million and IHS Markit merger costs of $8 million.

2024 and 2023 include amortization of intangibles from acquisitions of $32 million and $33 million, respectively.

4 2024 includes employee severance charges of $6 million, IHS Markit merger costs of $1 million and acquisition-related costs of $1 million.

2023 includes a gain on disposition of $46 million, IHS Markit merger costs of $13 million and employee severance charges of $6 million.

2023 includes employee severance charges of $3 million and acquisition-related costs of $1 million.

2024 and 2023 include amortization of intangibles from acquisitions of $76 million.

5 2024 includes IHS Markit merger costs of $2 million and a loss on disposition of $1 million.

2023 includes employee severance charges of $2 million and IHS Markit merger costs of $1 million.

2024 and 2023 include amortization of intangibles from acquisitions of $9 million.

6 2024 includes IHS Markit merger costs of $20 million, acquisition-related costs of $6 million, disposition-related costs of $2 million and a gain on disposition of $2 million.

2023 includes a loss on disposition of $120 million, IHS Markit merger costs of $30 million, lease impairments of $15 million, employee severance charges of $12 million, disposition-related costs of $3 million and acquisition-related costs of $1 million.

2024 and 2023 includes amortization of intangibles from acquisitions of $1 million.

7 2024 and 2023 include amortization of intangibles from acquisitions of $14 million.

Segment Operating Profit — Segment operating profit increased 35% as compared to 2023.

Excluding the impact of higher employee severance charges in 2023 of 13 percentage points, a net acquisition-related benefit in 2024 of 5 percentage points, higher IHS Markit merger costs in 2023 of 3 percentage point and an asset impairment in 2023 of 2 percentage points, partially offset by legal costs in 2024 of 10 percentage points, higher amortization of intangibles from acquisitions in 2024 of 3 percentage points and an asset write-off in 2024 of 1 percentage point, segment operating profit increased 26%.

See “Segment Review” below for further information.

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

Corporate Unallocated expense decreased 70% compared to 2023.

Excluding the impact of a loss on disposition in 2023 of 62 percentage points, lease impairments in 2023 of 7 percentage points, higher employee severance costs in 2023 of 6 percentage points, higher IHS Markit merger costs in 2023 of 5 percentage points and higher disposition-related costs in 2023 of 1 percentage point, partially offset by higher acquisition-related costs in 2024 of 3 percentage points, Corporate Unallocated expense increased 8% primarily due to higher compensation costs.

Equity in Income on Unconsolidated Subsidiaries — The Company holds an investment in a 50/50 joint venture arrangement with shared control with CME Group that combines each company’s post-trade services into a joint venture, OSTTRA.

The joint venture provides trade processing and risk mitigation operations and incorporates CME’s optimization businesses (Traiana, TriOptima, and Reset) and the Company’s MarkitSERV business.

The combination is intended to increase operating efficiencies of both businesses to more effectively service clients with enhanced platforms and services for OTC markets across interest rate, FX, equity, and credit asset classes.

Equity in Income on Unconsolidated Subsidiaries includes the OSTTRA joint venture.

Equity in Income on Unconsolidated Subsidiaries was $13 million for the three months ended June 30, 2024 compared to $11 million for the three months ended June 30, 2023.

Foreign exchange rates had a favorable impact on operating profit of 1 percentage point.

This impact refers to constant currency comparisons and the remeasurement of monetary assets and liabilities.

Constant currency impacts are estimated by re-calculating current year results of foreign operations using the average exchange rate from the prior year.

Remeasurement impacts are based on the variance between current-year and prior-year foreign exchange rate fluctuations on assets and liabilities denominated in currencies other than the individual business’s functional currency.

(in millions) 2024 2023 % Change

Market Intelligence 1

$ 419 $ 404 4%

1,404 962 46%

Commodity Insights 3

Engineering Solutions 6

Total segment operating profit 2,940 2,325 26%

Corporate Unallocated expense 7

(122) (294) 58%

Equity in income on unconsolidated subsidiaries 8

Total operating profit $ 2,837 $ 2,056 38%

1 2024 includes a net acquisition-related benefit of $8 million, IHS Markit merger costs of $20 million and employee severance charges of $35 million.

2023 includes a gain on disposition of $46 million, IHS Markit merger costs of $25 million, employee severance charges of $22 million and an asset impairment of $5 million.

2024 and 2023 include amortization of intangibles from acquisitions of $288 million and $281 million, respectively.

2 2024 and 2023 include include employee severance charges of $2 million and $1 million, respectively, and amortization of intangibles from acquisitions of $7 million and $2 million, respectively.

3 2024 includes IHS Markit merger costs of $5 million.

2023 includes IHS Markit merger costs of $13 million and employee severance charges of $2 million.

2 2024 includes legal costs of $20 million and employee severance charges of $2 million.

2023 includes employee severance charges $5 million.

2024 and 2023 include amortization of intangibles from acquisitions of $9 million and $4 million, respectively.

4 2024 includes IHS Markit merger costs of $1 million.

2023 includes IHS Markit merger costs of $1 million and acquisition-related costs of $1 million.

2024 and 2023 include amortization of intangibles from acquisitions of $76 million and $74 million, respe ctively.

3 2024 includes IHS Markit merger costs of $10 million, an asset write-off of $1 million and disposition-related costs of $1 million.

2023 includes IHS Markit merger costs of $20 million and employee severance charges of $15 million.

2024 and 2023 include amortization of intangibles from acquisitions of $65 million and $66 million, respectively.

4 2024 includes employee severance charges of $6 million, IHS Markit merger costs of $1 million and acquisition-related costs of $1 million.

2023 includes employee severance charges of $4 million, acquisition-related costs of $1 million and IHS Markit merger costs of $1 million.

2024 and 2023 include amortization of intangibles from acquisitions of $151 million and $150 million, respectively.

5 2024 includes IHS Markit merger costs of $3 million, a loss on disposition of $1 million and employee severance charges of $1 million.

2023 includes a gain on disposition of $4 million, employee severance charges of $3 million and IHS Markit merger costs of $2 million.

1 unchanged sentence

6 2023 includes amortization of intangibles from acquisitions of $1 million.

7 2024 includes IHS Markit merger costs of $18 million, employee severance charges of $2 million, acquisition-related costs of $1 million and recovery of lease-related costs of $1 million.

2023 includes IHS Markit merger costs of $37 million, disposition-related costs of $13

million, employee severance charges of $1 million and acquisition-related costs of $1 million.

2023 includes amortization of intangibles from acquisitions of $1 million.

7 2024 includes IHS Markit merger costs of $38 million, acquisition-related costs of $7 million, disposition-related costs of $3 million, a gain on disposition of $2 million, employee severance charges of $2 million and recovery of lease-related costs of $1 million.

2023 includes a loss on disposition of $120 million, IHS Markit merger costs of $66 million, lease impairments of $15 million, disposition-related costs of $16 million, employee severance charges of $14 million and acquisition-related costs of $2 million.

2024 and 2023 include amortization of intangibles from acquisitions of $1 million and $2 million, respectively.

8 2024 and 2023 include amortization of intangibles from acquisitions of $28 million.

Segment Operating Profit — Segment operating profit increased 26% as compared to 2023.

Excluding the impact of a gain on disposition in 2023 of 1 percentage point, segment operating profit increased 20%.

The increase was primarily due to revenue growth, higher compensation costs driven by annual merit increases, increased incentives as a result of financial performance and higher technology costs.

Excluding the impact of a gain on disposition in 2023 of 3 percentage points, higher amortization of intangibles from acquisitions in 2024 of 1 percentage point and legal costs in 2024 of 1 percentage point, partially offset by higher IHS Markit merger costs in 2023 of 1 percentage point and a net acquisition-related benefit in 2024 of 1 percentage point, segment operating profit increased 23%.

See “Segment Review” below for further information.

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Corporate Unallocated expense decreased 58% compared to 2023.

Excluding the impact of higher IHS Markit merger costs in 2023 of 40 percentage points, higher disposition-related costs in 2023 of 27 percentage points and recovery of lease-related costs in 2024 of 2 percentage point, partially offset by employee severance costs in 2024 of 1 percentage point, Corporate Unallocated expense increased 41% primarily due to higher compensation costs.

Equity in Income on Unconsolidated Subsidiaries — The Company holds 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, OSTTRA.

Excluding the impact of loss on dispositions, net in 2023 of 53 percentage points, higher IHS Markit merger costs in 2023 of 12 percentage points, lease impairments in 2023 of 7 percentage points, an asset impairment in 2023 of 7 percentage points and higher employee severance costs in 2023 of 4 percentage points, partially offset by higher acquisition-related costs in 2024 of 2 percentage points and higher disposition-related costs in 2024 of 1 percentage point, Corporate Unallocated expense increased 22% primarily due to higher compensation costs.

The joint venture provides trade processing and risk mitigation operations and incorporates CME’s optimization businesses (Traiana, TriOptima, and Reset) and the Company’s MarkitSERV business.

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Equity in Income on Unconsolidated Subsidiaries includes the OSTTRA joint venture acquired in connection with the merger with IHS Markit.

Equity in Income on Unconsolidated Subsidiaries was $6 million for the three months ended March 31, 2024 compared to $14 million for the three months ended March 31, 2023.

Equity in Income on Unconsolidated Subsidiaries was $19 million for the six months ended June 30, 2024 compared to $25 million for the six months ended June 30, 2023.

Foreign exchange rates had a favorable impact on operating profit of 2 percentage points.

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Other (Income) Expense, net

Other (income) expense, net includes gains and losses on our mark-to-market investments and the net periodic benefit cost for our retirement and post retirement plans.

Other income, net was $9 million for the three months ended March 31, 2024 compared to Other expense, net of $11 million for the three months ended March 31, 2023 primarily due to gains on our mark-to-market investments in 2024 compared to losses in 2023.

Other Income, net

Other income, net includes gains and losses on our mark-to-market investments and the net periodic benefit cost for our retirement and post retirement plans.

Other income, net was $3 million for the three months ended June 30, 2024 compared to $11 million for the three months ended June 30, 2023 primarily due to losses on our mark-to-market investments in 2024 compared to gains in 2023.

Other income, net increased to $13 million for the six months ended June 30, 2024 compared to the six months ended June 30, 2023 primarily due to gains on our mark-to-market investments in 2024 compared to losses in 2023.

Interest Expense, net

Interest expense, net decreased $7 million or 8% compared to the three months ended March 31, 2023 primarily due to higher interest income from invested cash due to a more favorable interest rate environment combined with a benefit from our net investment hedge program.

Interest expense, net decreased $11 million or 13% compared to the three months ended June 30, 2023 and $18 million or 11% compared to the six months ended June 30, 2023 primarily due to higher interest income from invested cash due to a more favorable interest rate environment combined with a benefit from our net investment hedge program.

Provision for Income Taxes

The effective income tax rate was 18.8% and 17.9% for the three months ended March 31, 2024 and 2023, respectively.

The increase in the three months ended March 31, 2024 was primarily due to change in mix of income by jurisdiction.

The effective income tax rate was 21.3% and 20.1% for the three and six months ended June 30, 2024, respectively, and 31.1% and 23.8% for the three and six months ended June 30, 2023, respectively.

The higher 2023 rates are primarily due to the tax charge on divestitures and change in mix of income by jurisdiction.

The Organization for Economic Co-operation and Development (“OECD”) introduced an international tax framework under Pillar Two which includes a global minimum tax of 15%.

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Market Intelligence's portfolio of capabilities are designed to help trading and investment professionals, government agencies, corporations and universities track performance, generate alpha, identify investment ideas, understand competitive and industry dynamics, perform valuations and manage credit risk.

On February 20, 2024, we entered into an agreement to acquire Visible Alpha, the financial technology provider of deep industry and segment consensus data, sell-side analyst models and analytics from high-quality, exclusive sources.

The acquisition is expected to create a premium offering of fundamental investment research capabilities on Market Intelligence’s Capital IQ Pro platform.

The combination of Visible Alpha with S&P Capital IQ Pro, the flagship S&P Global platform for research and analysis across institutional and corporate markets, reflects S&P Global’s continued commitment to be the foremost provider in this space.

The transaction with Visible Alpha is subject to customary closing conditions, including receipt of certain regulatory approvals, and is expected to close during 2024.

The proposed acquisition of Visible Alpha is not expected to be material to our consolidated financial statements.

On February 20, 2024 we announced our intent to explore strategic opportunities for Fincentric, formerly known as Markit Digital.

On May 1, 2024, we completed the acquisition of Visible Alpha, the financial technology provider of deep industry and segment consensus data creating a premium offering of fundamental investment research capabilities on Market Intelligence’s Capital IQ Pro platform.

The acquisition is part of our Market Intelligence segment and further enhances the depth and breadth of the overall Visible Alpha and S&P Capital IQ Pro offering.

The acquisition of Visible Alpha is not material to our consolidated financial statements.

On July 26, 2024, we entered into an agreement to sell Fincentric, formerly known as Markit Digital.

This agreement follows our announced intent to explore strategic opportunities for Fincentric in February of 2024.

Fincentric is S&P Global’s premier digital solutions provider focused on developing mobile applications and websites for retail brokerages and other financial institutions.

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Fincentric joined S&P Global through the merger with IHS Markit and is part of our Market Intelligence segment.

The assets and liabilities of Fincentric were classified as held for sale in our consolidated balance sheet as of March 31, 2024.

The proposed divestiture of Fincentric is not expected to be material to our consolidated financial statements.

In the first quarter of 2023, we received a contingent payment following the sale of Leveraged Commentary and Data (“LCD”) that resulted in a pre-tax gain of $46 million ($34 million after-tax) which was included in Gain on disposition in the consolidated statements of income.

The assets and liabilities of Fincentric were classified as held for sale in our consolidated balance sheet as of June 30, 2024.

This transaction, which is subject to regulatory approvals and other customary closing conditions, is expected to close in the third quarter of 2024.

The anticipated divestiture of Fincentric is not expected to be material to our consolidated financial statements.

In the first quarter of 2023, we received a contingent payment following the sale of Leveraged Commentary and Data (“LCD”) that resulted in a pre-tax gain of $46 million ($34 million after-tax) which was included in Loss on dispositions, net in the consolidated statements of income.

Market Intelligence includes the following business lines:

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Non-subscription revenue at Market Intelligence is primarily related to certain advisory, pricing conferences and events, and analytical services.

The following table provides revenue and segment operating profit information for the three months ended March 31:

(in millions) 2024 2023 % Change

The following table provides revenue and segment operating profit information for the periods ended June 30:

(in millions) Three Months Six Months

2024 2023 % Change 2024 2023 % Change

Revenue $ 1,155 $ 1,079 7% $ 2,297 $ 2,150 7%

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Operating margin % 20 % 16 % 18 % 19 %

1 2024 includes employee severance charges of $31 million, IHS Markit merger costs of $11 million and acquisition-related costs of $3 million.

2023 includes a gain on disposition of $46 million, IHS Markit merger costs of $13 million and employee severance charges of $6 million.

2024 and 2023 also include amortization of intangibles from acquisitions of $140 million and $141 million, respectively.

Revenue increased 7% primarily due to subscription revenue growth for data feed products within Data and Advisory Solutions, work flow solutions at Enterprise Solutions, RatingsXpress®, RatingsDirect® within Credit & Risk Solutions, and Market Intelligence Desktop products.

An increase in recurring variable revenue due to increased volumes also contributed to revenue growth.

These increases were partially offset by a slight decrease in non-subscription revenue.

Foreign exchange rates had a favorable impact of 1 percentage point.

Operating profit decreased 17%.

Excluding the impact of a gain on disposition in 2023 of 17 percentage points and higher employee severance charges in 2024 of 9 percentage points, operating profit increased 9% primarily due to revenue growth, partially offset by higher compensation costs driven by annual merit increases and increased technology costs.

1 Operating profit for the three and six months ended June 30, 2024 includes a net acquisition-related benefit of $11 million and $8 million, respectively, IHS Markit merger costs of $9 million and $20 million, respectively, and employee severance charges of $4 million and $35 million, respectively.

Operating profit for the three and six months ended June 30, 2023 includes employee severance charges of $16 million and $22 million, respectively, IHS Markit merger costs of $12 million and $25 million, respectively, and an asset impairment of $5 million.

Operating profit for the six months ended June 30, 2023 includes a gain on disposition of $46 million.

Additionally, operating profit includes amortization of intangibles from acquisitions of $147 million and $140 million for the three months ended June 30, 2024 and 2023, respectively, and $288 million and $281 million for the six months ended June 30, 2024 and 2023, respectively.

Revenue increased 7% primarily due to subscription revenue growth for work flow solutions at Enterprise Solutions, data feed products within Data and Advisory Solutions, Market Intelligence Desktop products, and RatingsXpress®, RatingsDirect® within Credit & Risk Solutions.

An increase in recurring variable revenue due to increased volumes and an increase in non-subscription revenue also contributed to revenue growth.

Foreign exchange rates had an unfavorable impact of less than 1 percentage point.

Operating profit increased 31%.

Excluding the impact of a net acquisition-related benefit in 2024 of 10 percentage points, higher employee severance charges in 2023 of 11 percentage points, an asset-impairment in 2023 of 5 percentage points and higher IHS merger costs in 2023 of 3 percentage points, partially offset by higher amortization of intangibles from acquisitions of 7 percentage points, operating profit increased 9% primarily due to revenue growth, partially offset by higher compensation costs driven by annual merit increases and increased technology costs.

Foreign exchange rates had a favorable impact of 5 percentage points.

An increase in recurring variable revenue due to increased volumes and an increase in non-subscription revenue also contributed to revenue growth.

Foreign exchange rates had a favorable impact of less than 1 percentage point.

Operating profit increased 4%.

Excluding the impact of a gain on disposition in 2023 of 5 percentage points, higher employee severance charges in 2024 of 1 percentage point and higher amortization of intangibles from acquisitions in 2024 of 1 percentage point, partially offset by higher IHS Markit merger costs in 2023 of 1 percentage point and an asset impairment in 2023 of 1 percentage point, operating profit increased 9% primarily due to revenue growth, partially offset by higher compensation costs driven by annual merit increases and increased technology costs.

Foreign exchange rates had a favorable impact of 5 percentage points.

For a further discussion of competitive and other risks inherent in our Market Intelligence business, see Item 1A, Risk Factors in our most recently filed Annual Report on Form 10-K.

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Non-transaction revenue also includes an intersegment royalty charged to Market Intelligence for the rights to use and distribute content and data developed by Ratings.

Royalty revenue was $40 million and $36 million for the three months ended March 31, 2024 and 2023, respectively.

The following table provides revenue and segment operating profit information for the three months ended March 31:

(in millions) 2024 2023 % Change

Royalty revenue was $40 million and $79 million for the three and six months ended June 30, 2024, respectively, and $38 million and $74 million for the three and six months ended June 30, 2023, respectively.

The following table provides revenue and segment operating profit information for the periods ended June 30:

(in millions) Three Months Six Months

2024 2023 % Change 2024 2023 % Change

Revenue $ 1,135 $ 851 33% $ 2,197 $ 1,675 31%

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Transaction revenue

55 % 45 % 55 % 45 %

Non-transaction revenue

45 % 55 % 45 % 55 %

revenue $ 646 $ 466 39% $ 1,255 $ 926 36%

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Operating margin % 64 % 57 % 64 % 57 %

1 2024 and 2023 include employee severance charges of $2 million and $1 million, respectively, and amortization of intangibles from acquisitions of $7 million and $2 million, respectively.

1 Operating profit for the three and six months ended June 30, 2024 includes legal costs of $20 million.

Operating profit for the six months ended June 30, 2024 includes employee severance charges of $2 million.

Operating profit for the three and six months ended June 30,

2023 includes employee severance charges of $4 million and $5 million, respectively.

Additionally, operating profit includes amortization of intangibles from acquisitions of $2 million for the three months ended June 30, 2024 and 2023, and $9 million and $4 million for the six months ended June 30, 2024 and 2023, respectively.

Revenue increased 33%, with an unfavorable impact from foreign exchange rates of 1 percentage point.

Transaction revenue increased primarily due to growth in corporate bond ratings revenue and bank loan ratings revenue driven by increased issuance volumes due to higher refinancing activity.

An increase in structured finance revenue driven by increased collateralized loan obligations (“CLOs”) issuance also contributed to transaction revenue growth.

Non-transaction revenue increased due to an increase in surveillance revenue and an increase in new entity credit ratings revenue.

Transaction and non-transaction revenue also benefited from improved contract terms across product categories.

Operating profit increased 49%.

Excluding the impact of legal costs in 2024 of 4 percentage points, partially offset by higher employee severance charges in 2023 of 1 percentage point, operating profit increased 52% due to revenue growth.

This growth was partially offset by increased incentives as result of financial performance and higher compensation costs driven by annual merit increases and additional headcount.

Foreign exchange rates had a favorable impact of 1 percentage point.

Revenue increased 31%, with a favorable impact from foreign exchange rates of less than 1 percentage point.

Transaction revenue increased primarily due to growth in corporate bond ratings revenue and bank loan ratings revenue driven by increased issuance volumes due to higher refinancing activity.

An increase in structured finance revenue driven by increased collateralized loan obligations issuance also contributed to transaction revenue growth.

Non-transaction revenue increased due to an increase in surveillance revenue, higher Ratings Evaluation Service revenue driven by scenario testing and credit rating profile evaluations and an increase in new entity credit ratings revenue.

An increase in structured finance revenue driven by increased CLOs issuance also contributed to transaction revenue growth.

Non-transaction revenue increased due to an increase in surveillance revenue, an increase in new entity credit ratings revenue and higher Ratings Evaluation Service revenue driven by scenario testing and credit rating profile evaluations.

Transaction and non-transaction revenue also benefited from improved contract terms across product categories.

Operating profit increased 46%.

Excluding the impact of higher amortization of intangibles in 2024 of 1 percentage point, operating profit increased 43% due to revenue growth, partially offset by higher compensation costs driven by annual merit increases and additional headcount, increased incentives as result of financial performance, and an increase in travel and entertainment expenses.

Excluding the impact of legal costs in 2024 of 2 percentage points, operating profit increased 48% due to revenue growth, partially offset by increased incentives as result of financial performance and higher compensation costs driven by annual merit increases and additional headcount.

Foreign exchange rates had a favorable impact of 2 percentage points.

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Billed issuance excludes items that do not impact transaction revenue, such as issuance from frequent issuer programs, unrated debt, and most international public finance to more effectively correlate issuance activity to movements in transaction revenue.

The following table provides billed issuance levels based on Ratings’ internal data feeds for the three months ended March 31:

(in billions) 2024 2023 % Change

The following table provides billed issuance levels based on Ratings’ internal data feeds for the periods ended June 30:

Three Months Six Months

(in billions) 2024 2023 % Change 2024 2023 % Change

Investment-grade billed issuance *

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Total billed issuance $ 1,062 $ 690 54% $ 2,055 $ 1,373 50%

Note - Totals presented may not sum due to rounding.

* Includes Corporates, Financial Services and Infrastructure.

** Includes Bank Loans, Structured Finance and Government.

Billed issuance was up as favorable market conditions enticed issuers to capitalize on tightening spreads.

Investment-grade, high-yield and bank loan billed issuance were up due to an increase in refinancing activity.

Structured Finance billed issuance increases were driven by new CLO issuances.

Billed issuance was up as continued favorable market conditions drove issuers to capitalize on tightening borrowing spreads.

Investment-grade, high-yield and bank loan billed issuance were up primarily due to an increase in refinancing activity.

Structured Finance billed issuance increases were driven by new CLO issuance in the quarter.

For a further discussion of competitive and other risks inherent in our Ratings business, see Item 1A, Risk Factors in our most recently filed Annual Report on Form 10-K.

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Commodity Insights provides essential price data, analytics, industry insights and software & services, enabling the commodity and energy markets to perform with greater transparency and efficiency.

On May 14, 2024, we completed the acquisition of World Hydrogen Leaders, a globally-recognized portfolio of hydrogen-related conferences and events, digital training and market intelligence.

The acquisition is part of our Commodity Insight’s segment and complements Commodity Insights global conference business and provides customers with full coverage of the hydrogen and derivative value chain alongside Energy Transition and Sustainability solutions, including hydrogen price assessments, emission factors and market research.

The acquisition of World Hydrogen Leaders is not material to our consolidated financial statements.

Commodity Insights includes the following business lines:

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• Non-subscription revenue — conference sponsorship, consulting engagements, events, and perpetual software licenses.

The following table provides revenue and segment operating profit information for the three months ended March 31:

(in millions) 2024 2023 % Change

The following table provides revenue and segment operating profit information for the periods ended June 30:

(in millions) Three Months Six Months

2024 2023 % Change 2024 2023 % Change

Revenue $ 516 $ 462 12% $ 1,075 $ 970 11%

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Operating margin % 40 % 34 % 40 % 35 %

1 2024 includes IHS Markit merger costs of $5 million.

2023 includes IHS Markit merger costs of $13 million and employee severance costs of $2 million.

2024 and 2023 also include amortization of intangibles from acquisitions of $32 million and $33 million, respectively.

1 Operating profit for the three and six months ended June 30, 2024 includes IHS Markit merger costs of $5 million and $10 million, respectively, an asset write-off of $1 million and disposition-related costs of $1 million.

Operating profit for the three and six months ended June 30, 2023 includes employee severance charges of $14 million and $15 million, respectively, and IHS Markit merger costs of $8 million and $20 million, respectively.

Additionally, operating profit includes amortization of intangibles from acquisitions of $32 million and $33 million for the three months ended June 30, 2024 and 2023, respectively, and $65 million and $66 million for the six months ended June 30, 2024 and 2023 respectively.

Revenue increased 12% primarily due to continued demand for market data and market insights products driven by expanded product offerings to our existing customers under enterprise use contracts.

An increase in sales usage-based royalties from the licensing of our proprietary market data and price assessments to commodity exchanges mainly due to increased trading volumes in Petroleum, Metals and LNG and an increase in conference revenue driven by CERAweek in 2024.

All four business lines contributed to revenue growth in the first quarter of 2024 with the Price Assessments, Energy & Resources Data & Insights and Advisory & Transactional Services businesses being the most significant drivers, followed by the Upstream Data & Insights business.

Foreign exchange rates had a favorable impact of less than 1 percentage point.

An increase in sales usage-based royalties from the licensing of our proprietary market data to commodity exchanges due to increased trading volumes for Platts based contracts across all commodity sectors and higher consulting revenue also contributed to revenue growth.

All four business lines contributed to revenue growth in the second quarter of 2024 with the Energy & Resources Data & Insights, Price Assessments and Advisory & Transactional Services businesses being the most significant drivers, followed by the Upstream Data & Insights business.

Foreign exchange rates had an unfavorable impact of less than 1 percentage point.

Operating profit increased 32%.

Excluding the impact of lower IHS Markit merger costs in 2024 of 6 percentage points, lower employee severance charges in 2024 of 1 percentage point and lower amortization of intangibles in 2024 of 1 percentage point, operating profit increased 13%.

Excluding the impact of employee severance charges in 2024 of 13 percentage points, lower IHS Markit merger costs in 2024 of 3 percentage points and lower amortization of intangibles in 2024 of 1 percentage point, partially offset by an asset write-off in 2024 of 1 percentage point, operating profit increased 16%.

The increase was primarily due to revenue growth partially offset by higher compensation costs driven by annual merit increases and investment in strategic initiatives.

Foreign exchange rates had a favorable impact of 1 percentage point.

Revenue increased 11% primarily due to continued demand for market data and market insights products driven by expanded product offerings to our existing customers under enterprise use contracts.

All four business lines contributed to revenue growth in the first six months of 2024 with the Price Assessments, Energy & Resources Data & Insights and Advisory & Transactional Services businesses being the most significant drivers, followed by the Upstream Data & Insights business.

Foreign exchange rates had an unfavorable impact of less than 1 percentage point.

Operating profit increased 26%.

Excluding the impact of lower employee severance charges in 2024 of 7 percentage points, lower IHS Markit merger costs in 2024 of 5 percentage points and lower amortization of intangibles in 2024 of 1 percentage point, partially offset by an asset write-off in 2024 of 1 percentage point, operating profit increased 14%.

The increase was primarily due to revenue growth partially offset by higher compensation costs driven by annual merit increases and investment in strategic initiatives.

Foreign exchange rates had a favorable impact of 1 percentage point.

For a further discussion of competitive and other risks inherent in our Commodity Insights business, see Item 1A, Risk Factors in our most recently filed Annual Report on Form 10-K.

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• Non-subscription revenue — One-time transactional sales of data that are non-cyclical in nature – and that are usually tied to underlying business metrics such as OEM marketing spend or safety recall activity – as well as consulting and advisory services.

The following table provides revenue and segment operating profit information for the three months ended March 31:

(in millions) 2024 2023 % Change

The following table provides revenue and segment operating profit information for the periods ended June 30:

(in millions) Three Months Six Months

2024 2023 % Change 2024 2023 % Change

Revenue $ 400 $ 369 8% $ 786 $ 727 8%

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Operating profit 1

$ 80 $ 68 17% $ 151 $ 133 13%

Operating margin % 20 % 19 % 19 % 18 %

1 2024 includes IHS Markit merger costs of $1 million.

2023 includes IHS Markit merger costs of $1 million and acquisition-related costs of $1 million.

2024 and 2023 also include amortization of intangibles from acquisitions of $76 million and $74 million, respectively.

1 Operating profit for the three and six months ended June 30, 2024 includes employee severance charges of $6 million, IHS Markit merger costs of $1 million and acquisition-related costs of $1 million.

Operating profit for the three and six months ended June 30, 2023 includes employee severance charges of $3 million and $4 million, respectively, and acquisition-related costs of $1 million.

Operating profit for the six months ended June 30, 2023 includes IHS Markit merger costs of $1 million.

Additionally, operating profit includes amortization of intangibles from acquisitions of $76 million for the three months ended June 30, 2024 and 2023, and $151 million and $150 million for the six months ended June 30, 2024 and 2023, respectively.

Revenue increased 8% primarily due to growth within the Dealer and Financial businesses driven by continued new business growth within the Dealer business and strong underwriting volumes within the Financial business.

These increases were partially offset by a decrease in non-subscription revenue in the Manufacturing business due to lower recall activity and marketing services.

Foreign exchange rates had an unfavorable impact of 1 percentage point.

Operating profit increased 17%.

Excluding the impact of higher employee severance charges in 2024 of 7 percentage points, operating profit increased 10% driven by revenue growth, partially offset by higher compensation costs driven by annual merit increases and an increase in strategic investments.

Foreign exchange rates had an unfavorable impact of 2 percentage points.

Revenue increased 8% primarily due to growth within the Dealer and Financial businesses driven by continued new business growth within the Dealer business as well as the favorable impact of the acquisition of Market Scan in February of 2023, and strong underwriting volumes within the Financial business.

These increases were partially offset by a decrease in non-subscription revenue in the Manufacturing business due to lower recall activity and marketing services.

Foreign exchange rates had a favorable impact of less than 1 percentage point.

Foreign exchange rates had an unfavorable impact of less than 1 percentage point.

Operating profit increased 13%.

Excluding the impact of higher amortization of intangibles in 2024 of 5 percentage points, partially offset by lower acquisition-related costs in 2024 of 1 percentage point, operating profit increased 5% driven by revenue growth, partially offset by higher compensation costs driven by annual merit increases, an increase in strategic investments and expenses associated with the acquisition of Market Scan.

Foreign exchange rates had a favorable impact of 2 percentage points.

Excluding the impact of higher employee severance charges in 2024 of 3 percentage points and higher amortization of intangibles in 2024 of 2 percentage points, operating profit increased 8% driven by revenue growth, partially offset by higher compensation costs driven by annual merit increases, an increase in strategic investments and expenses associated with the acquisition of Market Scan.

Foreign exchange rates had a favorable impact of less than 1 percentage point.

For a further discussion of competitive and other risks inherent in our Mobility business, see Item 1A, Risk Factors in our most recently filed Annual Report on Form 10-K.

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• Data and customized index subscription fees — fees from supporting index fund management, portfolio analytics and research.

The following table provides revenue and segment operating profit information for the three months ended March 31:

(in millions) 2024 2023 % Change

The following table provides revenue and segment operating profit information for the periods ended June 30:

(in millions) Three Months Six Months

2024 2023 % Change 2024 2023 % Change

Revenue $ 389 $ 348 12% $ 776 $ 689 13%

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Net operating margin % 50 % 48 % 51 % 50 %

1 2024 includes IHS Markit merger costs of $1 million and employee severance charges of $1 million.

2023 includes a gain on disposition of $4 million, employee severance charges of $1 million and IHS Markit merger costs of $1 million.

2024 and 2023 also include amortization of intangibles from acquisitions of $9 million.

Revenue at Indices increased 14% primarily due to an increase in asset linked fees revenue driven by higher levels of assets under management (“AUM”) for ETFs and mutual funds and higher exchange-traded derivative revenue driven by continued strength in trading volume.

Ending AUM for ETFs increased 34% to $3.655 trillion compared to March 31, 2023 and average levels of AUM for ETFs increased 27% to $3.411 trillion compared to the three months ended March 31, 2023.

1 Operating profit for the three and six months ended June 30, 2024 includes IHS Markit merger costs of $2 million and $3 million, respectively, and a loss on disposition of $1 million.

Operating profit for the six months ended June 30, 2024 includes employee severance charges of $1 million.

Operating profit for the three and six months ended June 30, 2023 includes employee severance charges of $2 million and $3 million, respectively, and IHS Markit merger costs of $1 million and $2 million, respectively.

Operating profit for the six months ended June 30, 2023 includes a gain on disposition of $4 million.

Additionally, operating profit includes amortization of

intangibles from acquisitions of $9 million for the three months ended June 30, 2024 and 2023, and $18 million for the six months ended June 30, 2024 and 2023.

Revenue at Indices increased 12% primarily due to an increase in asset linked fees revenue driven by higher levels of assets under management (“AUM”) for ETFs and mutual funds, higher data subscription revenue and higher exchange-traded derivative revenue driven by continued strength in trading volume.

Ending AUM for ETFs increased 29% to $3.777 trillion compared to June 30, 2023 and average levels of AUM for ETFs increased 32% to $3.645 trillion compared to the three months ended June 30, 2023.

Foreign exchange rates had an unfavorable impact of less than 1 percentage point.

Operating profit increased 16%.

Excluding the impact of a gain on dispositions in 2023 of 1 percentage point, operating profit increased 15% due to revenue growth partially offset by an increase in strategic investments and higher compensation costs driven by annual merit increases.

Excluding the impact of higher employee severance charges in 2023 of 29 percentage points, partially offset by a loss on disposition in 2024 of 21 percentage points and higher IHS Markit merger costs in 2024 of 7 percentage points, operating profit increased 15% due to revenue growth partially offset by higher compensation costs driven by annual merit increases, higher incentive costs and an increase in strategic investments.

Foreign exchange rates had an unfavorable impact of 1 percentage point.

Revenue at Indices increased 13% primarily due to an increase in asset linked fees revenue driven by higher levels of AUM for ETFs and mutual funds, higher exchange-traded derivative revenue driven by continued strength in trading volume and higher data subscription revenue.

Ending AUM for ETFs increased 29% to $3.777 trillion compared to June 30, 2023 and average levels of AUM for ETFs increased 30% to $3.543 trillion compared to the six months ended June 30, 2023.

Foreign exchange rates had an unfavorable impact of less than 1 percentage point.

Operating profit increased 15% due to revenue growth partially offset by higher compensation costs driven by annual merit increases, higher incentive costs and an increase in strategic investments.

Foreign exchange rates had an unfavorable impact of 1 percentage point.

For a further discussion of competitive and other risks inherent in our Indices business, see Item 1A, Risk Factors in our most recently filed Annual Report on Form 10-K.

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Cash Flow Overview

Cash, cash equivalents, and restricted cash were $1,544 million as of March 31, 2024, an increase of $253 million from December 31, 2023.

The following table provides cash flow information for the three months ended March 31:

Cash, cash equivalents, and restricted cash were $2,039 million as of June 30, 2024, an increase of $748 million from December 31, 2023.

The following table provides cash flow information for the six months ended June 30:

(in millions) 2024 2023 % Change

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Operating activities $ 2,504 $ 1,363 84%

Investing activities $ (20) $ (253) (92)%

Financing activities $ (657) $ (230) N/M

In the first three months of 2024, free cash flow increased $363 million to $851 million compared to $488 million in the first three months of 2023.

Investing activities $ (319) $ 656 N/M

Financing activities $ (1,405) $ (1,747) (20)%

N/M – Represents a change equal to or in excess of 100% or not meaningful

In the first six months of 2024, free cash flow increased $1,151 million to $2,315 million compared to $1,164 million in the first six months of 2023.

The increase is primarily due to an increase in cash provided by operating activities as discussed below.

Free cash flow is a non-GAAP financial measure and reflects our cash flow provided by operating activities less capital expenditures and distributions to noncontrolling interest holders.

Capital expenditures include purchases of property and equipment and additions to technology projects.

Free cash flow is a non-GAAP financial measure and reflects our cash flow provided by operating activities less capital expenditures and distributions to noncontrolling interest holders, net.

Capital expenditures include purchases of property and

equipment and additions to technology projects.

See “Reconciliation of Non-GAAP Financial Information” below for a reconciliation of cash flow provided by operating activities, the most directly comparable U.S.

1 unchanged sentence

Operating activities

Cash provided by operating activities increased $354 million to $948 million for the first three months of 2024.

The increase is mainly due to higher operating results and proceeds received from the termination of interest rate swaps in 2024, partially offset by higher compensation payments in 2024.

Cash provided by operating activities increased $1,141 million to $2,504 million for the first six months of 2024.

The increase is mainly due to higher operating results, higher cash collections and proceeds received from the termination of interest rate swaps in 2024, partially offset by higher payments to vendors and higher incentive compensation payments in 2024.

Investing activities

Our cash outflows from investing activities are primarily for acquisitions and capital expenditures, while cash inflows are primarily proceeds from dispositions.

Cash used for investing activities decreased to $20 million for the first three months of 2024 compared to $253 million in the first three months of 2023, primarily due to cash used for the acquisitions of Market Scan Information Systems, Inc., ChartIQ and TruSight Solutions LLC in 2023.

Cash used for investing activities was $319 million for the first six months of 2024 compared to cash provided by investing activities of $656 million in the first six months of 2023, primarily due to cash proceeds received in 2023 related to the disposition of Engineering Solutions.

See Note 2 — Acquisitions and Divestitures to the consolidated financial statements of this Form 10-Q for further discussion.

1 unchanged sentence

Our cash outflows from financing activities consist primarily of share repurchases, dividends to shareholders and repayments of short-term and long-term debt, while cash inflows are primarily attributable to the borrowing of short-term and long-term debt and proceeds from the exercise of stock options.

Cash used for financing activities increased $427 million to $657 million for the first three months of 2024.

The increase is primarily attributable to higher proceeds received from commercial paper borrowings in 2023.

During the three months ended March 31, 2024, we purchased a total of 1.0 million shares for $500 million of cash.

During the three months ended March 31, 2023, we purchased a total of 1.1 million shares for $500 million of cash.

Cash used for financing activities decreased $342 million to $1,405 million for the first six months of 2024.

The decrease is primarily attributable to a decrease in cash used for share repurchases in 2024, partially offset by proceeds received from commercial paper borrowings in 2023.

During the six months ended June 30, 2024, we purchased a total of 1.2 million shares for $500 million of cash.

During the six months ended June 30, 2023, we purchased a total of 3.9 million shares for $1.5 billion of cash.

See Note 8 — Equity to the consolidated financial statements of this Form 10-Q for further discussion.

1 unchanged sentence

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 April 26, 2026.

As of March 31, 2024, there was $250 million of commercial paper outstanding.

As of December 31, 2023, we had no commercial paper outstanding.

As of June 30, 2024 and December 31, 2023 , we had no commercial paper outstanding.

Commitment fees for the unutilized commitments under the credit facility and applicable margins for borrowings thereunder are linked to the Company achieving three environmental sustainability performance indicators related to emissions, tested annually.

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This information is not intended to present the financial position or results of operations of the Obligor Group in accordance with U.S.

Summarized results of operations for the three months ended March 31, 2024 are as follows:

(in millions) 2024

Summarized results of operations for the periods ended June 30, 2024 are as follows:

(in millions) Three Months Six Months

Revenue $ 1,002 $ 1,961

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Net income attributable to S&P Global Inc.

Summarized balance sheet information as of March 31, 2024 and December 31, 2023 is as follows:

(in millions) March 31, December 31,

Summarized balance sheet information as of June 30, 2024 and December 31, 2023 is as follows:

(in millions) June 30, December 31,

Current assets (excluding intercompany from Non-Obligor Group) $ 1,894 $ 1,303

4 unchanged sentences

RECONCILIATION OF NON-GAAP FINANCIAL INFORMATION

Free cash flow is a non-GAAP financial measure and reflects our cash flow provided by operating activities less capital expenditures and distributions to noncontrolling interest holders.

Free cash flow is a non-GAAP financial measure and reflects our cash flow provided by operating activities less capital expenditures and distributions to noncontrolling interest holders, net.

Capital expenditures include purchases of property and equipment and additions to technology projects.

2 unchanged sentences

We believe the presentation of free cash flow allows our investors to evaluate the cash generated from our underlying operations in a manner similar to the method used by management.

We use free cash flow to conduct and evaluate our business because we believe it typically presents a more conservative measure of cash flows since capital expenditures and distributions to noncontrolling interest holders are considered a necessary component of ongoing operations.

We use free cash flow to conduct and evaluate our business because we believe it typically presents a more conservative measure of cash flows since capital expenditures and distributions to noncontrolling interest holders, net are considered a necessary component of ongoing operations.

Free cash flow is useful for management and investors because it allows management and investors to evaluate the cash available to us to prepay debt, make strategic acquisitions and investments and repurchase stock.

1 unchanged sentence

Free cash flow, as we calculate it, may not be comparable to similarly titled measures employed by other companies.

The following table presents a reconciliation of our cash flow provided by operating activities to free cash flow for the three months ended March 31:

The following table presents a reconciliation of our cash flow provided by operating activities to free cash flow for the six months ended June 30:

(in millions) 2024 2023 % Change

1 unchanged sentence

Capital expenditures (56) (59)

Distributions to noncontrolling interest holders (73) (78)

Distributions to noncontrolling interest holders, net (133) (140)

Free cash flow $ 2,315 $ 1,164 99%

(in millions) 2024 2023 % Change

Cash used for investing activities (20) (253) (92)%

Cash used for financing activities (657) (230) N/M

Cash (used for) provided by investing activities (319) 656 N/M

Cash used for financing activities (1,405) (1,747) (20)%

N/M – Represents a change equal to or in excess of 100% or not meaningful

CRITICAL ACCOUNTING ESTIMATES

51 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 2. Management’s Discussion and Analysis