What changed in this filing

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Item 1. Financial Statements

2025-08-01 compared with 2025-04-29 · 313 added, 136 removed, 559 unchanged (45% of the section changed)

2 unchanged sentences

Consolidated Statements of Income

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

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

June 30, June 30,

2025 2024 2025 2024

Revenue $ 3,755 $ 3,549 $ 7,532 $ 7,040

4 unchanged sentences

Total expenses 2,218 2,110 4,428 4,222

Gain on dispositions, net ( 3 ) — ( 3 ) —

Equity in income on unconsolidated subsidiaries ( 11 ) ( 13 ) ( 22 ) ( 19 )

Operating profit 1,551 1,452 3,129 2,837

Other expense (income), net 4 ( 9 )

Other income, net ( 28 ) ( 3 ) ( 23 ) ( 13 )

Interest expense, net 77 77 154 156

17 unchanged sentences

Consolidated Statements of Comprehensive Income

(in millions) Three Months Ended

(in millions) Three Months Ended Six Months Ended

June 30, June 30,

2025 2024 2025 2024

Net income $ 1,160 $ 1,085 $ 2,331 $ 2,154

1 unchanged sentence

Foreign currency translation adjustments

( 51 ) ( 6 ) ( 19 ) ( 78 )

Income tax effect

84 ( 4 ) 103 ( 11 )

33 ( 10 ) 84 ( 89 )

Pension and other postretirement benefit plans

( 3 ) ( 5 ) ( 1 ) ( 5 )

Income tax effect

( 2 ) ( 3 ) — ( 3 )

Unrealized gain on cash flow hedges — — 4 20

2 unchanged sentences

comprehensive income attributable to nonredeemable noncontrolling interests

( 12 ) ( 6 ) ( 17 ) ( 14 )

comprehensive income attributable to redeemable noncontrolling interests

5 unchanged sentences

Consolidated Balance Sheets

(in millions) March 31,

(in millions) June 30,

2025 December 31,

45 unchanged sentences

Consolidated Statements of Cash Flows

(in millions) Three Months Ended

(in millions) Six Months Ended

Operating Activities:

6 unchanged sentences

Stock-based compensation 92 82

Gain on dispositions, net ( 3 ) —

Other 250 105

Changes in operating assets and liabilities, net of effect of acquisitions and dispositions:

10 unchanged sentences

Acquisitions, net of cash acquired ( 25 ) ( 261 )

Proceeds from dispositions, net 15 ( 4 )

Changes in short-term investments ( 17 ) 2

1 unchanged sentence

Financing Activities:

Additions to short-term debt, net — 250

Payments on senior notes ( 4 ) ( 47 )

1 unchanged sentence

Distributions to noncontrolling interest holders ( 168 ) ( 133 )

Contingent consideration payments ( 6 ) ( 104 )

Repurchase of treasury shares ( 1,301 ) ( 500 )

Employee withholding tax on share-based payments, contingent consideration payments and other ( 60 ) ( 48 )

Employee withholding tax on share-based payments, excise tax payments on share repurchases and other ( 94 ) ( 49 )

Cash used for financing activities ( 2,162 ) ( 1,405 )

6 unchanged sentences

Consolidated Statements of Equity

Three Months Ended March 31, 2025

Three Months Ended June 30, 2025

(in millions) Common Stock $ 1 par

1 unchanged sentence

Treasury Stock Total SPGI Equity Noncontrolling Interests Total Equity

Balance as of March 31, 2025 $ 415 $ 44,359 $ 21,799 $ ( 826 ) $ 32,376 $ 33,371 $ 102 $ 33,473

Comprehensive income 1

1,072 31 1,103 13 1,116

Dividends (Dividend declared per common share — $ 0.96 per share)

( 293 ) ( 293 ) ( 10 ) ( 303 )

Share repurchases, including excise tax 657 ( 657 ) ( 657 )

Employee stock plans 33 ( 9 ) 42 42

Change in redemption value of redeemable noncontrolling interests ( 176 ) ( 176 ) ( 176 )

Balance as of June 30, 2025

$ 415 $ 44,392 $ 22,402 $ ( 795 ) $ 33,024 $ 33,390 $ 106 $ 33,496

Three Months Ended June 30, 2024

(in millions) Common Stock $ 1 par

Additional Paid-in Capital Retained Income Accumulated Other Comprehensive Loss Less:

Treasury Stock Total SPGI Equity Noncontrolling Interests Total Equity

Balance as of March 31, 2024 $ 415 $ 44,295 $ 19,433 $ ( 825 ) $ 28,991 $ 34,327 $ 97 $ 34,424

Comprehensive income 1

1,011 ( 13 ) 998 6 1,004

Dividends (Dividend declared per common share — $ 0.91 per share)

( 286 ) ( 286 ) ( 11 ) ( 297 )

Share repurchases, including excise tax 75 76 ( 1 ) ( 1 )

Employee stock plans 37 ( 8 ) 45 45

Change in redemption value of redeemable noncontrolling interests ( 202 ) ( 202 ) ( 202 )

Other 1 ( 1 ) — ( 3 ) ( 3 )

Balance as of June 30, 2024

$ 415 $ 44,407 $ 19,957 $ ( 839 ) $ 29,059 $ 34,881 $ 89 $ 34,970

Six Months Ended June 30, 2025

(in millions) Common Stock $ 1 par

Additional Paid-in Capital Retained Income Accumulated Other Comprehensive Loss Less:

Treasury Stock Total SPGI Equity Noncontrolling Interests Total Equity

Balance as of December 31, 2024

7 unchanged sentences

Change in redemption value of redeemable noncontrolling interests ( 147 ) ( 147 ) ( 147 )

Balance as of March 31, 2025

Balance as of June 30, 2025

$ 415 $ 44,392 $ 22,402 $ ( 795 ) $ 33,024 $ 33,390 $ 106 $ 33,496

Three Months Ended March 31, 2024

Six Months Ended June 30, 2024

(in millions) Common Stock $ 1 par

11 unchanged sentences

Other 2 2 ( 14 ) ( 12 )

Balance as of March 31, 2024

Balance as of June 30, 2024

$ 415 $ 44,407 $ 19,957 $ ( 839 ) $ 29,059 $ 34,881 $ 89 $ 34,970

1 Excludes comprehensive income of $ 77 million and $ 70 million for the three months ended March 31, 2025 and 2024, respectively, attributable to our redeemable noncontrolling interests.

1 Excludes comprehensive income of $ 76 million and $ 68 million for the three months ended June 30, 2025 and 2024, respectively, and $ 153 million and $ 138 million for the six months ended June 30, 2025 and 2024, respectively, attributable to our redeemable noncontrolling interests.

See accompanying notes to the unaudited consolidated financial statements.

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The transaction, which would be implemented through the spin-off of shares of the new company to S&P Global shareholders, is expected to be tax-free for U.S.

federal income tax purposes for S&P Global shareholders and is expected to be completed over the upcoming 12 to 18 months, subject to the satisfaction of customary legal and regulatory requirements and approvals.

federal income tax purposes for S&P Global shareholders and is expected to be completed over the 12 to 18 months from its announcement, subject to the satisfaction of customary legal and regulatory requirements and approvals.

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.

5 unchanged sentences

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 months ended March 31, 2025 are not necessarily indicative of the results that may be expected for the full year.

The operating results for the three and six months ended June 30, 2025 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.

1 unchanged sentence

Restricted Cash

We had restricted cash of less than $1 million included in our consolidated balance sheets as of March 31, 2025 and December 31, 2024.

We had restricted cash of less than $1 million included in our consolidated balance sheets as of June 30, 2025 and December 31, 2024.

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 March 31, 2025 and December 31, 2024, contract assets were $ 75 million and $ 69 million, respectively, and are included in accounts receivable in our consolidated balance sheets.

As of June 30, 2025 and December 31, 2024, contract assets were $ 98 million and $ 69 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 increase in the unearned revenue balance at March 31, 2025 compared to December 31, 2024 is primarily driven by cash payments received in advance of satisfying our performance obligations, offset by $ 1.5 billion of revenues recognized that were included in the unearned revenue balance at the beginning of the period.

The increase in the unearned revenue balance at June 30, 2025 compared to December 31, 2024 is primarily driven by cash payments received in advance of satisfying our performance obligations, offset by $ 2.5 billion of revenues recognized that were included in the unearned revenue balance at the beginning of the period.

Remaining Performance Obligations

Remaining performance obligations represent the transaction price of contracts for work that has not yet been performed.

As of March 31, 2025, the aggregate amount of the transaction price allocated to remaining performance obligations was $ 4.9 billion.

As of June 30, 2025, the aggregate amount of the transaction price allocated to remaining performance obligations was $ 4.9 billion.

We expect to recognize revenue on approximately sixty percent and eighty-five percent of the remaining performance obligations over the next 12 and 24 months, respectively, with the remainder recognized thereafter.

3 unchanged sentences

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 $ 296 million and $ 291 million as of March 31, 2025 and December 31, 2024, 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 5 years.

Total capitalized costs to obtain contracts were $ 324 million and $ 291 million as of June 30, 2025 and December 31, 2024, respectively, and are included in prepaid and other current assets and other non-current assets on our consolidated balance sheets.

The expense is recorded within selling and general expenses.

10 unchanged sentences

We currently anticipate the sale to result in a pre-tax gain of $ 220 million ($ 140 million after-tax) for the Company, including the impact of accumulated other comprehensive income related to our investment.

The transaction is expected to close in the second half of 2025, subject to customary closing conditions and receipt of required regulatory approvals.

Other Expense (Income), net

The components of other expense (income), net for the three months ended March 31 are as follows:

(in millions) 2025 2024

The transaction is expected to close in 2025, subject to customary closing conditions and receipt of required regulatory approvals.

Other Income, net

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

(in millions) Three Months Six Months

2025 2024 2025 2024

Other components of net periodic benefit cost $ ( 5 ) $ ( 6 ) $ ( 11 ) $ ( 12 )

Net loss (gain) from investments 10 ( 3 )

Other expense (income), net $ 4 $ ( 9 )

Net (gain) loss from investments ( 23 ) 3 ( 12 ) ( 1 )

Other income, net $ ( 28 ) $ ( 3 ) $ ( 23 ) $ ( 13 )

Acquisitions and Divestitures

On July 21, 2025, we entered into a definitive agreement to acquire ARC Research, a subsidiary of ARC Group, the leading independent provider of investment performance data, benchmarking capabilities and insights in the private wealth market.

The acquisition will be part of our Indices segment and will expand our capabilities to deliver innovative, high-quality benchmarks and data solutions tailored to the evolving needs of wealth managers, private banks, and financial advisers.

The transaction is expected to close in the third quarter of 2025, subject to customary closing conditions and regulatory approvals.

The proposed acquisition of ARC Research is not expected to be material to our consolidated financial statements.

On April 24, 2025, we entered into an agreement to acquire the Automatic Identification System (AIS) data services business of ORBCOMM Inc.

5 unchanged sentences

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

During the three months ended March 31, 2025 and 2024, we did not complete any material acquisitions.

During the three months ended March 31, 2025 and 2024, we did not complete any material dispositions.

The effective income tax rate was 21.7 % and 18.8 % for the three months ended March 31, 2025 and March 31, 2024, respectively.

The higher rate for the three months ended March 31, 2025 was primarily due to change in mix of income by jurisdiction.

The lower rate for the three months ended March 31, 2024 was primarily due to a combination of discrete adjustments.

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.

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 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.

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

During the six months ended June 30, 2025 and 2024, we did not complete any material dispositions.

The operating profit (loss) of our businesses that were held for sale or disposed of for the periods ended June 30 is as follows:

Three Months Six Months

(in millions) 2025 2024 2025 2024

Operating profit (loss) 1

$ — $ — $ — $ ( 2 )

1 The operating profit (loss) presented includes the revenue and recurring direct expenses associated with businesses disposed of or held for sale.

The effective income tax rate was 22.8 % and 22.2 % for the three and six months ended June 30, 2025, respectively, and 21.3 % and 20.1 % for the three and six months ended June 30, 2024, respectively.

The higher 2025 rates are due to both a change in mix of income by jurisdiction and benefits from discrete adjustments in 2024.

At the end of each interim period, we estimate the annual effective tax rate and apply that rate to our ordinary quarterly earnings.

2 unchanged sentences

The Company is subject to tax examinations in various jurisdictions.

As of March 31, 2025 and December 31, 2024, the total amount of federal, state and local, and foreign unrecognized tax benefits was $ 341 million and $ 325 million, respectively, exclusive of interest and penalties.

As of June 30, 2025 and December 31, 2024, the total amount of federal, state and local, and foreign unrecognized tax benefits was $ 348 million and $ 325 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 March 31, 2025 and December 31, 2024, we had $ 78 million and $ 65 million, respectively, of accrued interest and penalties associated with unrecognized tax benefits.

As of June 30, 2025 and December 31, 2024, we had $ 85 million and $ 65 million, respectively, of accrued interest and penalties associated with unrecognized tax benefits.

Based on the current status of income tax audits, we believe that the total amount of unrecognized tax benefits may decrease by approximately $ 12 million in the next twelve months as a result of the resolution of local tax examinations.

On July 4, 2025, President Trump signed into law the One Big Beautiful Bill Act (“OBBBA”).

The OBBBA makes permanent key elements of the Tax Cuts and Jobs Act, as well as modifying certain international tax provisions.

Accounting Standards Codification (“ASC”) 740, Income Taxes, requires the effects of changes in tax rates and laws on deferred tax balances to be recognized in the period in which the legislation is enacted.

Consequently, as of the date of enactment, and during the three months ended September 30, 2025, the Company will evaluate all deferred tax balances under the newly enacted tax law and identify any other changes required to its financial statements as a result.

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%.

1 unchanged sentence

The effect of enacted Pillar Two taxes has been included in the results disclosed and did not have a significant impact on our consolidated financial statements.

The Company continues to monitor jurisdictions that are expected to implement Pillar Two in the future, and it is in the process of evaluating the potential impact of the enactment of Pillar Two by such jurisdictions on its consolidated financial statements.

In June 2025, G7 reached an agreement with the U.S.

regarding the application of the OECD global minimum tax rules to U.S.

companies, which would exempt U.S.

companies from OECD’s global minimum tax rules, and in return the U.S.

withdrew proposed section 899 from OBBBA, which would have imposed retaliatory taxes on non-U.S.

We are continuing to monitor implementation dates of this agreement and will be evaluating the impact on our financial statements once more details are available.

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

(in millions) March 31,

(in millions) June 30,

2025 December 31,

21 unchanged sentences

2 Interest payments are due semiannually on March 1 and September 1.

3 Interest payments are due semiannually on January 22 and July 22, and as of March 31, 2025, the unamortized debt discount and issuance costs total $ 2 million.

4 Interest payments are due semiannually on March 1 and September 1 and as of March 31, 2025, the unamortized debt discount and issuance costs total $ 6 million.

3 Interest payments are due semiannually on January 22 and July 22, and as of June 30, 2025, the unamortized debt discount and issuance costs total $ 2 million.

4 Interest payments are due semiannually on March 1 and September 1 and as of June 30, 2025, the unamortized debt discount and issuance costs total $ 6 million.

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

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

7 Interest payments are due semiannually on June 1 and December 1, and as of March 31, 2025, the unamortized debt discount and issuance costs total $ 3 million.

8 Interest payments are due semiannually on March 1 and September 1 and as of March 31, 2025, the unamortized debt discount and issuance costs total $ 11 million.

9 Interest payments are due semiannually on February 15 and August 15, and as of March 31, 2025, 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 March 31, 2025, the unamortized debt discount and issuance costs total $ 22 million.

11 Interest payments are due semiannually on March 15 and September 15, and as of March 31, 2025, the unamortized debt discount and issuance costs total $ 6 million.

12 Interest payments are due semiannually on May 15 and November 15, and as of March 31, 2025, the unamortized debt discount and issuance costs total $ 2 million.

13 Interest payments are due semiannually on May 15 and November 15, and as of March 31, 2025, the unamortized debt discount and issuance costs total $ 10 million.

14 Interest payments are due semiannually on June 1 and December 1, and as of March 31, 2025, the unamortized debt discount and issuance costs total $ 10 million.

15 Interest payments are d ue semiannually on March 1 and September 1 and as of March 31, 2025, the unamortized debt discount and issuance costs total $ 25 million.

16 Interest payments are due semiannually on February 15 and August 1 5, and as of March 31, 2025, the unamortized debt discount and issuance costs total $ 17 million.

17 Interest payments are due semiannually on March 1 and September 1 and as of March 31, 2025, the unamortized debt discount and issuance costs total $ 14 million.

The fair value of our total debt borrowings was $ 10.1 billion an d $ 10.0 billion as of March 31, 2025 and December 31, 2024, respectively, and was estimated based on quoted market prices.

7 Interest payments are due semiannually on June 1 and December 1, and as of June 30, 2025, the unamortized debt discount and issuance costs total $ 2 million.

8 Interest payments are due semiannually on March 1 and September 1 and as of June 30, 2025, the unamortized debt discount and issuance costs total $ 11 million.

9 Interest payments are due semiannually on February 15 and August 15, and as of June 30, 2025, 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 June 30, 2025, the unamortized debt discount and issuance costs total $ 22 million.

11 Interest payments are due semiannually on March 15 and September 15, and as of June 30, 2025, the unamortized debt discount and issuance costs total $ 6 million.

12 Interest payments are due semiannually on May 15 and November 15, and as of June 30, 2025, the unamortized debt discount and issuance costs total $ 2 million.

13 Interest payments are due semiannually on May 15 and November 15, and as of June 30, 2025, the unamortized debt discount and issuance costs total $ 10 million.

14 Interest payments are due semiannually on June 1 and December 1, and as of June 30, 2025, the unamortized debt discount and issuance costs total $ 10 million.

15 Interest payments are d ue semiannually on March 1 and September 1 and as of June 30, 2025, the unamortized debt discount and issuance costs total $ 25 million.

16 Interest payments are due semiannually on February 15 and August 1 5, and as of June 30, 2025, the unamortized debt discount and issuance costs total $ 17 million.

17 Interest payments are due semiannually on March 1 and September 1 and as of June 30, 2025, the unamortized debt discount and issuance costs total $ 14 million.

The fair value of our total debt borrowings was $ 10.2 billion an d $ 10.0 billion as of June 30, 2025 and December 31, 2024, respectively, and was estimated based on quoted market prices.

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 March 31, 2025, and December 31, 2024, we had no outstanding commercial paper.

As of June 30, 2025, and December 31, 2024, we had no outstanding commercial paper.

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.

For the three months ended March 31, 2025, we paid a commitment fee of 7 basis points.

We currently pay a commitment fee of 8 basis points.

There will be no sustainability pricing adjustment to our commitment fees or our margins under the credit facility for the approximately year-long period beginning April 7, 2025 as a result of our emissions performance for the year ended December 31, 2024.

8 unchanged sentences

We typically have naturally hedged positions in most countries from a local currency perspective with offsetting assets and liabilities.

As of March 31, 2025 and December 31, 2024, we have entered into foreign exchange forward contracts to mitigate or hedge the effect of adverse fluctuations in foreign exchange rates.

As of March 31, 2025 and December 31, 2024, we held cross currency swap contracts to hedge a portion of our net investment in foreign subsidiaries against volatility in foreign exchange rates.

As of June 30, 2025 and December 31, 2024, we have entered into foreign exchange forward contracts to mitigate or hedge the effect of adverse fluctuations in foreign exchange rates.

As of June 30, 2025 and December 31, 2024, 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;

2 unchanged sentences

Undesignated Derivative Instruments

During the three months ended March 31, 2025 and twelve months ended December 31, 2024, 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.

During the six months ended June 30, 2025 and twelve months ended December 31, 2024, 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 March 31, 2025 and December 31, 2024, the aggregate notional value of these outstanding forward contracts was $ 2.5 billion and $ 2.3 billion, respectively.

As of June 30, 2025 and December 31, 2024, the aggregate notional value of these outstanding forward contracts was $ 1.2 billion and 2.3 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 $ 60 million as of March 31, 2025.

The amount recorded in other current liabilities was $ 2 million and $ 42 million as of March 31, 2025 and December 31, 2024, respectively.

The amount recorded in selling and general expense related to these contracts was a net gain of $ 49 million for the three months ended March 31, 2025 and a net loss of $ 37 million for the three months ended March 31, 2024, respectively.

The amount recorded in prepaid and other current assets was $ 50 million as of June 30, 2025.

The amount recorded in other current liabilities was $ 1 million and $ 42 million as of June 30, 2025 and December 31, 2024, respectively.

The amount recorded in selling and general expense related to these contracts was a net gain of $ 111 million and $ 160 million for the three and six months ended June 30, 2025, respectively, and a net loss of $ 9 million and $ 46 million for the three and six months ended June 30, 2024, respectively.

Net Investment Hedges

As of March 31, 2025 and December 31, 2024, 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 March 31, 2025 and December 31, 2024.

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.

As of June 30, 2025 and December 31, 2024, 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 June 30, 2025 and

December 31, 2024.

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.

1 unchanged sentence

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 $ 14 million and $ 8 million for the three months ended March 31, 2025 and 2024, respectively.

We recognized net interest income of $ 11 million and $ 25 million for the three and six months ended June 30, 2025, respectively, and net interest income of $ 8 million and $ 15 million for the three and six months ended June 30, 2024, respectively.

Cash Flow Hedges

Foreign Exchange Forward Contracts

During the three months ended March 31, 2025 and the twelve months ended December 31, 2024, 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 first quarter of 2027 and the fourth quarter of 2026, respectively.

During the six months ended June 30, 2025 and the twelve months ended December 31, 2024, 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 second quarter of 2027 and the fourth quarter of 2026, 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 March 31, 2025, we estimate that $ 2 million of pre-tax gain 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 March 31, 2025 and December 31, 2024, the aggregate notional value of our outstanding foreign exchange forward contracts designated as cash flow hedges was $ 565 million and $ 539 million, respectively.

As of June 30, 2025, we estimate that $ 3 million of pre-tax gain 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 June 30, 2025 and December 31, 2024, the aggregate notional value of our outstanding foreign exchange forward contracts designated as cash flow hedges was $ 589 million and $ 539 million, respectively.

Interest Rate Swaps

3 unchanged sentences

The gain will be recognized into interest expense, net over the term which related interest payments will be made when we enter into anticipated future debt refinancing.

The following table provides information on the location and fair value amounts of our cash flow hedges and net investment hedges as of March 31, 2025 and December 31, 2024:

(in millions) March 31, December 31,

The following table provides information on the location and fair value amounts of our cash flow hedges and net investment hedges as of June 30, 2025 and December 31, 2024:

(in millions) June 30, December 31,

Balance Sheet Location 2025 2024

5 unchanged sentences

Other non-current liabilities Cross currency swaps $ 361 $ 2

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 three months ended March 31:

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 June 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)

5 unchanged sentences

Cross currency swaps $ ( 342 ) $ 16 Interest expense, net $ ( 1 ) $ ( 1 )

The activity related to the change in unrealized gains (losses) in accumulated other comprehensive loss was as follows for the three months ended March 31:

(in millions) 2025 2024

2025 2024 2025 2024

Cash flow hedges - designated as hedging instruments

Foreign exchange forward contracts $ 4 $ ( 1 ) Revenue, Selling and general expenses $ 4 $ 4

Interest rate swap contracts $ — $ 21 Interest expense, net $ — $ —

Net investment hedges - designated as hedging instruments

Cross currency swaps $ ( 419 ) $ 46 Interest expense, net $ ( 2 ) $ ( 2 )

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

(in millions) Three Months Six Months

2025 2024 2025 2024

Cash Flow Hedges

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Net Investment Hedges

Net unrealized gains (losses) on net investment hedges, net of taxes, beginning of period $ 33 $ ( 21 )

Net unrealized (losses) gains on net investment hedges, net of taxes, beginning of period $ ( 25 ) $ 2 $ 33 $ ( 21 )

Change in fair value, net of tax ( 259 ) 11 ( 318 ) 33

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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 expense (income), net in our consolidated statements of income.

The components of net periodic benefit cost for our retirement plans and postretirement plans for the three months ended March 31 are as follows:

(in millions) 2025 2024

Net periodic benefit cost for our retirement and postretirement plans other than the service cost component are included in other income, 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 June 30 are as follows:

(in millions) Three Months Six Months

2025 2024 2025 2024

Service cost $ — $ 1 $ 1 $ 1

Interest cost 18 17 35 35

2 unchanged sentences

Net periodic benefit cost $ ( 5 ) $ ( 5 ) $ ( 10 ) $ ( 11 )

Net periodic benefit cost related to our postretirement plans reflected in the table above was not material for the three months ended March 31, 2025 and 2024.

Net periodic benefit cost related to our postretirement plans reflected in the table above was not material for the three and six months ended June 30, 2025 and 2024.

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, 2025.

The effect of the assumption changes on retirement and postretirement expense for the three months ended March 31, 2025 did not have a material impact to our financial position, results of operations or cash flows.

In the first three months of 2025, we contributed $ 3 million to our retirement plans and expect to make additional required contributions of approximately $ 8 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 remaining nine months of 2025.

The effect of the assumption changes on retirement and postretirement expense for the three and six months ended June 30, 2025 did not have a material impact to our financial position, results of operations or cash flows.

In the first six months of 2025, we contributed $ 5 million to our retirement plans and expect to make additional required contributions of approximately $ 6 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 second half of 2025.

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 three months ended March 31, 2025 and 2024, total stock-based compensation expense related to restricted stock and other stock-based awards was $ 47 million and $ 33 million, respectively.

During the three months ended March 31, 2025, the Company granted 0.3 million shares of restricted stock and other stock-based awards, which had a weighted average grant date fair value of $ 527.77 per share.

Total unrecognized compensation expense related to unvested equity awards as of March 31, 2025 was $ 307 million, which is expected to be recognized over a weighted average period of 1.7 years.

For the six months ended June 30, 2025 and 2024, total stock-based compensation expense related to restricted stock and other stock-based awards was $ 92 million and $ 82 million, respectively.

During the six months ended June 30, 2025, the Company granted 0.3 million shares of restricted stock and other stock-based awards, which had a weighted average grant date fair value of $ 526.53 per share.

Total unrecognized compensation expense related to unvested equity awards as of June 30, 2025 was $ 253 million, which is expected to be recognized over a weighted average period of 1.5 years.

On January 28, 2025, the Board of Directors approved an increase in the dividends for 2025 to a quarterly common stock dividend of $ 0.96 per share.

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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 March 31, 2025, 10.7 million shares remained available under the 2022 Repurchase Program.

As of June 30, 2025, 9.3 million shares remained available under the 2022 Repurchase Program.

Our 2022 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.

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Under an ASR agreement, we pay a specified amount to the financial institution and receive an initial delivery of shares.

This initial delivery of shares represents the minimum number of shares that we may receive under the agreement.

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.

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 as two transactions:

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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 $ 36 million and $ 30 million as of March 31, 2025 and December 31, 2024, respectively.

The terms of each ASR agreement entered into during the three months ended March 31, 2025 and 2024, structured as outlined above, are as follows:

The amount recorded in other current liabilities was $ 13 million and $ 30 million as of June 30, 2025 and December 31, 2024, respectively.

During the six months ended June 30, 2025, the Company made an excise tax payment of $ 30 million, which is included in financing activities in the Consolidated Statement of Cash Flows.

The terms of each ASR agreement entered into during the six months ended June 30, 2025 and 2024, structured as outlined above, are as follows:

(in millions, except average price paid per share)

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Purchased Average Price Paid Per Share Total Cash Utilized

February 19, 2025 1

May 6, 2025 1

1.0 — 1.0 $ — $ 650

February 19, 2025 2

May 6, 2025 1.0 0.3 1.3 $ 491.12 $ 650

February 12, 2024 3

April 12, 2024 1.0 0.2 1.2 $ 421.05 $ 500

1 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.

The final settlement of the transaction under the ASR is expected to be completed no later than the end of the third quarter of 2025.

The ASR agreement was executed under our 2022 Repurchase Program.

2 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.

The final settlement of the transaction under the ASR is expected to be completed no later than the end of the second quarter of 2025.

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.

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The ASR agreement was executed under our 2022 Repurchase Program.

During the three months ended March 31, 2025, we received 1.3 million shares, including 0.3 million shares received in February of 2025 related to our October 28, 2024 ASR agreement.

During the three months ended March 31, 2025, we purchased a total of 1.0 million shares for $ 650 million of cash.

During the three months ended March 31, 2024, we received 1.2 million shares, including 0.2 million shares received in February of 2024 related to our November 13, 2023 ASR agreement.

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

During the six months ended June 30, 2025, we received 2.7 million shares, including 0.3 million shares received in February of 2025 related to our October 28, 2024 ASR agreement.

During the six months ended June 30, 2025, we purchased a total of 2.4 million shares for $ 1.3 billion of cash.

During the six months ended June 30, 2024, we received 1.4 million shares, including 0.2 million shares received in February of 2024 related to our November 13, 2023 ASR agreement.

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

Redeemable Noncontrolling Interests

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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.

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 incorporate Level 3 fair value measures for instances when observable inputs are not available.

Our income and market valuation approaches 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.

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

Changes to redeemable noncontrolling interests during the three months ended March 31, 2025 were as follows:

Changes to redeemable noncontrolling interests during the six months ended June 30, 2025 were as follows:

(in millions)

3 unchanged sentences

Redemption value adjustment 147

Balance as of March 31, 2025 2

Balance as of June 30, 2025 2

1 Includes foreign currency translation adjustments.

2 As of March 31, 2025, $ 4,239 million relates to our redeemable noncontrolling interest in the Indices business.

2 As of June 30, 2025, $ 4,455 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 three months ended March 31:

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

(in millions) Foreign Currency Translation Adjustments Pension and Postretirement Benefit Plans Unrealized Gain (Loss) on Cash Flow Hedges Accumulated Other Comprehensive Loss

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Net other comprehensive income 84 — 4 88

Balance as of March 31, 2025

Balance as of June 30, 2025

$ ( 525 ) $ ( 372 ) $ 102 $ ( 795 )

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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 benefit of less than $ 1 million for the three months ended March 31, 2025.

2 Reflects amortization of net actuarial losses and is net of a tax benefit of less than $ 1 million for the six months ended June 30, 2025.

See Note 6 — Employee Benefits for additional details of items reclassed from accumulated other comprehensive loss to net earnings.

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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 three months ended March 31 is as follows:

(in millions, except per share amounts) 2025 2024

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

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

2025 2024 2025 2024

Amounts attributable to S&P Global Inc.

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Basic weighted-average number of common shares outstanding

305.9 313.0 306.6 313.3

Effect of dilutive securities 0.2 0.2 0.3 0.3

Diluted weighted-average number of common shares outstanding

306.1 313.2 306.9 313.6

Earnings per share attributable to S&P Global Inc.

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Additionally, restricted performance shares are excluded because the necessary vesting conditions had not been met or when a net loss exists.

For the three months ended March 31, 2025 and 2024, there were no stock options excluded.

Restricted performance shares outstanding of 0.7 million and 0.9 million as of March 31, 2025 and 2024, respectively, were excluded.

For the three and six months ended June 30, 2025 and 2024, there were no stock options excluded.

Restricted performance shares outstanding of 0.7 million and 0.9 million as of June 30, 2025 and 2024, respectively, were excluded.

Restructuring

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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 March 31, 2025 by segment is as follows:

The initial restructuring charge recorded and the ending reserve balance as of June 30, 2025 by segment is as follows:

2025 Restructuring Plan 2024 Restructuring Plan

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Total $ 82 $ 59 $ 125 $ 38

We recorded a pre-tax restructuring charge of $ 33 million primarily related to employee severance charges for the 2025 restructuring plan during the three months ended March 31, 2025.

We recorded a pre-tax restructuring charge of $ 82 million primarily related to employee severance charges for the 2025 restructuring plan during the six months ended June 30, 2025 and have reduced the reserve by $ 23 million.

The ending reserve balance for the 2024 restructuring plan was $ 88 million as of December 31, 2024.

For the three months ended March 31, 2025, we have reduced the reserve for the 2024 restructuring plan by $ 33 million.

For the six months ended June 30, 2025, we have reduced the reserve for the 2024 restructuring plan by $ 50 million.

The reductions primarily related to cash payments for employee severance charges.

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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 expense (income), net, or interest expense, net, as these are amounts that do not affect the operating results of our reportable segments.

Operating results for the three months ended March 31 is as follows:

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 for the periods ended June 30 is as follows:

(in millions) Market Intelligence Ratings Commodity Insights Mobility Indices Total

Three Months Ended June 30, 2025

Revenue from external customers $ 1,214 $ 1,105 $ 555 $ 438 $ 443 $ 3,755

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Operating profit 1,551

Other expense, net 4

Other income, net ( 28 )

Interest expense, net 77

1 unchanged sentence

(in millions) Market Intelligence Ratings Commodity Insights Mobility Indices Total

Six Months Ended June 30, 2025

Revenue from external customers $ 2,410 $ 2,212 $ 1,167 $ 858 $ 885 $ 7,532

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Income before taxes on income $ 2,998

(in millions) Market Intelligence Ratings Commodity Insights Mobility Indices Total

Three Months Ended June 30, 2024

Revenue from external customers $ 1,152 $ 1,095 $ 516 $ 400 $ 386 $ 3,549

Intersegment revenue 1

3 40 — — 3 46

Revenue 1,155 1,135 516 400 389 3,595

Intersegment elimination ( 46 )

Total revenue 3,549

segment expenses 2

775 388 272 236 114 1,785

other segment items 3

150 22 38 84 12 306

Intersegment elimination ( 46 )

Segment operating profit $ 230 $ 725 $ 206 $ 80 $ 263 $ 1,504

Corporate Unallocated expense 4

Equity in income on unconsolidated subsidiaries ( 13 )

Operating profit 1,452

Other income, net ( 3 )

Interest expense, net 77

Income before taxes on income $ 1,378

(in millions) Market Intelligence Ratings Commodity Insights Mobility Indices Total

Six Months Ended June 30, 2024

Revenue from external customers $ 2,291 $ 2,117 $ 1,075 $ 786 $ 771 $ 7,040

Intersegment revenue 1

6 80 — — 5 91

Revenue 2,297 2,197 1,075 786 776 7,131

Intersegment elimination ( 91 )

Total revenue 7,040

segment expenses 2

1,543 762 567 475 219 3,566

other segment items 3

335 31 76 160 23 625

Intersegment elimination ( 91 )

Segment operating profit $ 419 $ 1,404 $ 432 $ 151 $ 534 $ 2,940

Corporate Unallocated expense 4

Equity in income on unconsolidated subsidiaries ( 19 )

Operating profit 2,837

Other income, net ( 13 )

Interest expense, net 156

Income before taxes on income $ 2,694

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 Market Intelligence, Ratings, Commodity Insights, Mobility and Indices for 2025 and 2024 primarily include an aggregation of compensation costs, technology costs and strategic investments.

2 The segment expense category for Market Intelligence, Ratings, Commodity Insights, Mobility and Indices for the three and six months ended June 30, 2025 and 2024 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;

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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 In 2025, other segment items for each reportable segment primarily include amortization of intangibles from acquisitions and certain items primarily including employee severance charges, Executive Leadership Team transition costs and acquisition and disposition-related costs.

In 2024, other segment items for each reportable segment primarily include amortization of intangibles from acquisitions and certain items primarily including IHS Markit merger costs, employee severance charges and acquisition and disposition-related costs.

3 Other segment items for the three and six months ended June 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.

Other segment items for the three and six months ended June 30, 2024 for each reportable segment primarily include amortization of intangibles from acquisitions and certain items primarily including IHS Markit merger costs, employee severance charges and acquisition and disposition-related 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 three months ended March 31:

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

(in millions) Market Intelligence Ratings Commodity Insights Mobility Indices Intersegment Elimination 1

Three Months Ended June 30, 2025

Subscription $ 1,017 $ — $ 500 $ 357 $ 80 $ — $ 1,954

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(in millions) Market Intelligence Ratings Commodity Insights Mobility Indices Intersegment Elimination 1

Six Months Ended June 30, 2025

Subscription $ 2,010 $ — $ 986 $ 700 $ 155 $ — $ 3,851

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Services transferred over time

2,318 1,080 1,045 700 891 ( 97 ) 5,937

Total revenue $ 2,416 $ 2,297 $ 1,167 $ 858 $ 891 $ ( 97 ) $ 7,532

(in millions) Market Intelligence Ratings Commodity Insights Mobility Indices Intersegment Elimination 1

Three Months Ended June 30, 2024

Subscription $ 965 $ — $ 459 $ 323 $ 74 $ — $ 1,821

Non-subscription / Transaction 43 626 31 77 — — 777

Non-transaction — 509 — — — ( 46 ) 463

Asset-linked fees — — — — 245 — 245

Sales usage-based royalties — — 26 — 70 — 96

Recurring variable revenue 147 — — — — — 147

Total revenue $ 1,155 $ 1,135 $ 516 $ 400 $ 389 $ ( 46 ) $ 3,549

Timing of revenue recognition

Services transferred at a point in time $ 43 $ 626 $ 31 $ 77 $ — $ — $ 777

Services transferred over time 1,112 509 485 323 389 ( 46 ) 2,772

Total revenue $ 1,155 $ 1,135 $ 516 $ 400 $ 389 $ ( 46 ) $ 3,549

(in millions) Market Intelligence Ratings Commodity Insights Mobility Indices Intersegment Elimination 1

Six Months Ended June 30, 2024

Subscription $ 1,912 $ — $ 909 $ 635 $ 144 $ — $ 3,600

Non-subscription / Transaction 97 1,207 115 151 — — 1,570

Non-transaction — 990 — — — ( 91 ) 899

Asset-linked fees — — — — 489 — 489

Sales usage-based royalties — — 51 — 143 — 194

Recurring variable revenue 288 — — — — — 288

Total revenue $ 2,297 $ 2,197 $ 1,075 $ 786 $ 776 $ ( 91 ) $ 7,040

Timing of revenue recognition

Services transferred at a point in time $ 97 $ 1,207 $ 115 $ 151 $ — $ — $ 1,570

Services transferred over time 2,200 990 960 635 776 ( 91 ) 5,470

Total revenue $ 2,297 $ 2,197 $ 1,075 $ 786 $ 776 $ ( 91 ) $ 7,040

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 March 31, 2025 and December 31, 2024 is as follows:

Segment information as of June 30, 2025 and December 31, 2024 is as follows:

(in millions) Total Assets

March 31, December 31,

June 30, December 31,

Market Intelligence $ 28,741 $ 29,478

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

The following provides revenue by geographic region for the three months ended March 31:

(in millions) 2025 2024

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

(in millions) Three Months Six Months

2025 2024 2025 2024

$ 2,269 $ 2,151 $ 4,611 $ 4,301

European region 863 830 1,711 1,605

Asia 408 368 791 724

Rest of the world 215 200 419 410

Total $ 3,755 $ 3,549 $ 7,532 $ 7,040

See Note 10 — Restructuring for additional actions that impacted the segment operating results.

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

Commitments and Contingencies

8 unchanged sentences

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 March 31, 2025 and December 31, 2024:

(in millions) March 31, December 31,

The following table provides information on the location and amounts of our leases on our consolidated balance sheets as of June 30, 2025 and December 31, 2024:

(in millions) June 30, December 31,

Balance Sheet Location 2025 2024

2 unchanged sentences

Lease liabilities — non-current Non-current lease liabilities 512 535

The components of lease expense for the three months ended March 31 are as follows:

(in millions) 2025 2024

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

(in millions) Three Months Six Months

2025 2024 2025 2024

Operating lease cost $ 31 $ 32 $ 62 $ 66

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Total lease cost $ 28 $ 28 $ 55 $ 58

Supplemental information related to leases for the three months ended March 31 are as follows:

(in millions) 2025 2024

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

(in millions) Three Months Six Months

2025 2024 2025 2024

Cash paid for amounts included in the measurement for operating lease liabilities

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

March 31, December 31,

June 30, December 31,

Weighted-average remaining lease term (years) 5.2 5.6

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(in millions)

2025 (Excluding the three months ended March 31, 2025)

2025 (Excluding the six months ended June 30, 2025)

2030 and beyond 194

2 unchanged sentences

Present value of lease liabilities $ 627

As of March 31, 2025, the Company has certain lease agreements that have not yet commenced with total estimated future lease payments of $ 86 million which have been excluded from the table above.

These leases are expected to begin in the second quarter of 2025 and continue through the third quarter of 2038, with lease terms ranging from 6 years to 12 years.

As of June 30, 2025, the Company has certain lease agreements that have not yet commenced with total estimated future lease payments of $ 64 million which have been excluded from the table above.

These leases are expected to begin in 2026 and continue through 2037, with lease terms ranging from 11 years to 12 years.

Related Party Agreements

1 unchanged sentence

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 months ended March 31, 2025 and 2024, S&P Dow Jones Indices LLC earned $ 52 million and $ 48 million of revenue under the terms of the License Agreement.

During the three and six months ended June 30, 2025 and 2024, S&P Dow Jones Indices LLC earned $ 51 million and $ 103 million of revenue under the terms of the License Agreement.

During the three and six months ended June 30, 2024, S&P Dow Jones Indices LLC earned $ 48 million and $ 96 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.

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A separate lawsuit was filed against the Company and a subsidiary of the Company in Australia on February 2, 2021 by two entities within the Basis Capital investment group.

The lawsuits both relate to alleged investment losses in collateralized debt obligations rated by Ratings prior to the financial crisis.

We can provide no assurance that we will not be obligated to pay significant amounts in order to resolve these matters on terms deemed acceptable.

The lawsuits both relate to alleged investment losses in collateralized debt

obligations rated by Ratings prior to the financial crisis between 2005 and 2007.

In the third quarter of 2025, the Company entered into an agreement to settle the lawsuit brought by the Basis Capital entities.

S&P Global has accrued the amount of the settlement in its consolidated financial statements.

We can provide no assurance that we will not be obligated to pay significant amounts in order to resolve the class action lawsuit on terms deemed acceptable.

From time to time, the Company receives customer complaints.

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Recently Issued or Adopted Accounting Standards

In November of 2024, the Financial Accounting Standards Board (“FASB”) issued accounting guidance which requires that an entity disclose, in the notes to financial statements, additional information about specific expense categories.

In May of 2025, the Financial Accounting Standards Board (“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, 2016, 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.

5 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 1. Financial Statements