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Item 2. Management’s Discussion and Analysis

2025-08-01 compared with 2025-04-29 · 327 added, 128 removed, 512 unchanged (47% 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, 2025.

(together with its consolidated subsidiaries, “S&P Global,” the “Company,” “we,” “us” or “our”) for the three and six months ended June 30, 2025.

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, 2024 (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, 2025 and 2024

• Results of Operations — Comparing the Three and Six Months Ended June 30, 2025 and 2024

• Liquidity and Capital Resources

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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.

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

(in millions, except per share amounts) 2025 2024 % Change 1

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

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

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

2025 2024 % Change 1

Revenue $ 3,755 $ 3,549 6% $ 7,532 $ 7,040 7%

4 unchanged sentences

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

2 2025 includes employee severance charges of $33 million, Executive Leadership Team transition costs of $12 million, acquisition-related costs of $9 million, a lease impairment of $6 million and disposition-related costs of $1 million.

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.

2025 and 2024 also include amortization of intangibles from acquisitions of $281 million and $278 million, respectively.

2 Operating profit for the three and six months ended June 30, 2025 includes legal costs of $29 million, employee severance charges of $49 million and $82 million, respectively, disposition-related costs of $11 million and $13 million, respectively, Executive Leadership Team transition costs of $5 million and $17 million, acquisition-related costs of $5 million and $13 million, respectively, respectively, lease-related costs of $2 million and $7 million, respectively, a gain on disposition of $3 million and asset write-offs of $1 million.

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 also includes amortization of intangibles from acquisitions of $283 million and $281 million for the three months ended June 30, 2025 and 2024, respectively, and $564 million and $560 million for the six months ended June 30, 2025 and 2024, respectively.

Revenue increased 6% driven by increases at all of our reportable segments.

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

Non-transaction revenue increased primarily due to an increase in volume related to surveillance, commercial paper, and medium-term notes.

Transaction revenue increased primarily due to structured finance revenue driven by increased collateralized loan obligations, bank loan ratings revenue due to higher M&A activity, and U.S.

Public Finance revenue due to an increase in issuance volumes.

The increase at Market Intelligence was primarily due to subscription revenue growth in Data, Analytics & Insights driven by the favorable impact of the acquisition of Visible Alpha in May of 2024, growth in RatingsXpress®, RatingsDirect® and Credit Analytics within Credit & Risk Solutions and growth for work flow solutions in Enterprise Solutions, partially offset by the unfavorable impact of the sale of Fincentric in August of 2024.

The increase at Market Intelligence was primarily due to subscription revenue growth in Data, Analytics & Insights which was favorably impacted by the acquisition of Visible Alpha in May of 2024, growth in RatingsXpress® and RatingsDirect®, and growth for work flow solutions in Enterprise Solutions, partially offset by the unfavorable impact of the sale of Fincentric in August of 2024.

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 Commodity Insights was primarily due to continued demand for market data and market insights products driven by expanded product offerings to our existing customers under enterprise use contracts and an increase in conference revenue driven by increased attendance at CERAWeek in 2025.

The increase at Mobility was primarily due to growth within the Dealer and Financial businesses driven by continued new business growth within the Dealer business and strong underwriting volumes and market share growth within the Financial business.

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

The increase at Mobility was primarily due to growth within the Dealer and Financial businesses driven by continued new business growth within the Dealer business, strong underwriting volumes and market share growth within the Financial business and the favorable impact of price increases.

The increase at Ratings was driven by growth in non-transaction revenue due to an increase in surveillance revenue, partially offset by a decrease in transaction revenue driven by lower bank loan ratings revenue due to market volatility.

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

Operating profit increased 7%.

Excluding the impact of IHS Markit merger costs in 2024 of 11 percentage points, partially offset by Executive Leadership Team transition costs in 2025 of 4 percentage points, a lease impairment in 2025 of 2 percentage points and higher acquisition-related costs in 2025 of 1 percentage point, operating profit increased 10%.

Excluding the impact of IHS Markit merger costs in 2024 of 1 percentage point, offset by higher employee severance charges in 2025 of 1 percentage point, operating profit increased 7%.

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

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

Revenue increased 7% driven by increases at all of our reportable segments.

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 Ratings was primarily driven by growth in non-transaction revenue.

Non-transaction revenue increased primarily due to an increase in surveillance revenue and an increase in revenue at our Crisil subsidiary.

Transaction revenue increased slightly due to higher corporate bond ratings revenue offset by lower bank loan ratings revenue.

The increase at Commodity Insights was primarily due to continued demand for market data and market insights products driven by expanded product offerings to our existing customers under enterprise use contracts, an increase in conference revenue driven by increased attendance at CERAWeek in 2025 and an increase in sales usage-based royalties revenue.

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

Operating profit increased 10%.

Excluding the impact of higher employee severance charges in 2025 of 2 percentage points, Executive Leadership Team transition costs in 2025 of 1 percentage point, higher disposition-related costs in 2025 of 1 percentage point, legal costs in 2025 of 1 percentage point, a lease impairment charge in 2025 of 1 percentage point, partially offset by IHS Markit merger costs in 2024 of 5 percentage points, operating profit increased 9%.

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

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

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

RESULTS OF OPERATIONS — COMPARING THE THREE MONTHS ENDED MARCH 31, 2025 AND 2024

RESULTS OF OPERATIONS — COMPARING THE THREE AND SIX MONTHS ENDED JUNE 30, 2025 AND 2024

Consolidated Review

(in millions) 2025 2024 % Change

(in millions) Three Months Six Months

2025 2024 % Change 2025 2024 % Change

Revenue $ 3,755 $ 3,549 6% $ 7,532 $ 7,040 7%

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Total expenses 2,218 2,110 5% 4,428 4,222 5%

Gain on dispositions, net (3) — N/M (3) — N/M

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

Operating profit 1,551 1,452 7% 3,129 2,837 10%

Other expense (income), net 4 (9) N/M

Other income, net (28) (3) N/M (23) (13) (81)%

Interest expense, net 77 77 (1)% 154 156 (1)%

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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) 2025 2024 % Change

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

(in millions) Three Months Six Months

2025 2024 % Change 2025 2024 % Change

Revenue $ 3,755 $ 3,549 6% $ 7,532 $ 7,040 7%

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International revenue 40 % 39 % 39 % 39 %

Revenue increased 8% as compared to the three months ended March 31, 2024.

Subscription revenue increased in the three month period primarily due to growth in Data, Analytics & Insights driven by the favorable impact of the acquisition of Visible Alpha in May of 2024, growth in RatingsXpress®, RatingsDirect® and Credit Analytics within Credit & Risk Solutions and growth for work flow solutions in Enterprise Solutions, partially offset by the unfavorable impact of the sale of Fincentric in August of 2024 at Market Intelligence, continued demand for Commodity Insights market data and market insights products, new business growth within the Dealer business and strong underwriting volumes and market share growth within the Financial business at Mobility, and higher data subscription revenue at Indices.

Non-subscription / transaction revenue increased primarily due to structured finance revenue driven by increased collateralized loan obligations, bank loan ratings revenue due to higher M&A activity, and U.S.

Public Finance revenue due to an increase in issuance volumes at Ratings, and an increase in conference revenue at Commodity Insights.

Non-transaction revenue increased primarily due to an increase in volume related to surveillance, commercial paper, and medium-term notes at Ratings.

Revenue increased 6% as compared to the three months ended June 30, 2024.

Subscription revenue increased in the three month period primarily due to growth in Data, Analytics & Insights which was favorably impacted by the acquisition of Visible Alpha in May of 2024, growth in RatingsXpress®, RatingsDirect® and growth for work flow solutions in Enterprise Solutions, partially offset by the unfavorable impact of the sale of Fincentric in August of 2024 at Market Intelligence;

continued demand for Commodity Insights market data and market insights products;

new business growth within the Dealer business, strong underwriting volumes and market share growth within the Financial business, and the favorable impact of price increases at Mobility;

and higher data subscription revenue at Indices.

Non-subscription / transaction revenue decreased driven by lower bank loan ratings revenue due to market volatility at Ratings.

Non-transaction revenue increased primarily due to an increase in surveillance revenue at Ratings.

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

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See “Segment Review” below for further information.

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

The favorable impact of foreign exchange rates increased 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 7% as compared to the six months ended June 30, 2024.

Subscription revenue increased in the six month period primarily due to growth in Data, Analytics & Insights which was favorably impacted by the acquisition of Visible Alpha in May of 2024, growth in RatingsXpress®, RatingsDirect® and growth for work flow solutions in Enterprise Solutions, partially offset by the unfavorable impact of the sale of Fincentric in August of 2024 at Market Intelligence;

continued demand for Commodity Insights market data and market insights products;

new business growth within the Dealer business, strong underwriting volumes and market share growth within the Financial business and the favorable impact of price increases at Mobility;

and higher data subscription revenue at Indices.

Non-subscription / transaction revenue increased primarily due to higher corporate bond ratings revenue offset by lower bank loan ratings revenue at Ratings, and an increase in conference revenue at Commodity Insights.

Non-transaction revenue increased primarily due to an increase in surveillance revenue and an increase in revenue at our Crisil subsidiary at Ratings.

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

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

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.

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) 2025 2024 % Change

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

1 In 2025, selling and general expenses include employee severance charges of $14 million, acquisition-related costs of $7 million, Executive Leadership Team transition costs of $4 million and disposition-related costs of $1 million.

In 2024, selling and general expenses include employee severance charges of $31 million, IHS Markit merger costs of $11 million and acquisition-related costs of $3 million.

2 In 2025 and 2024, selling and general expenses include employee severance charges of $2 million.

1 In 2025, selling and general expenses include employee severance charges of $19 million, acquisition-related costs of $4 million and disposition-related costs of $2 million.

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.

2 In 2025 selling and general expenses include legal costs of $27 million and employee severance charges of $8 million.

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

3 In 2025, selling and general expenses include employee severance charges of $4 million.

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

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.

4 In 2025, selling and general expenses include employee severance charges of $5 million.

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.

5 In 2024, selling and general expenses include 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 2025, selling and general expenses include employee severance charges of $12 million, disposition-related costs of $9 million, Executive Leadership Team transition costs of $5 million, legal costs of $2 million, a lease impairment of $2 million, acquisition-related costs of $1 million and an asset write-off of $1 million.

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.

Operating-Related Expenses

Operating-related expenses increased 4% primarily driven by higher compensation costs driven by annual merit increases and additional headcount, partially offset by lower outside services expenses.

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 increased 8%.

Selling and general expenses increased 4% excluding the impact in 2025 of higher employee severance charges of 5 percentage points, disposition-related costs of 1 percentage point, legal costs of 1 percentage point, higher net acquisition-related costs of 1 percentage point and Executive Leadership Team transition costs of 1 percentage point, partially offset by IHS Markit merger costs in 2024 of 5 percentage points.

The increase was primarily driven by higher compensation costs driven by annual merit increases and additional headcount, and an increase in strategic initiatives, partially offset by lower outside services expenses.

Depreciation and Amortization

Depreciation and amortization increased 1% to $296 million primarily due to higher intangible asset amortization driven by the acquisition of Visible Alpha in May of 2024.

(in millions) 2025 2024 % Change

related expenses Selling and

general expenses Operating-

related expenses Selling and

general expenses Operating-

related expenses Selling and

general expenses

Market Intelligence 1

$ 1,036 $ 587 $ 1,018 $ 555 2% 6%

522 287 506 266 3% 8%

Commodity Insights 3

384 226 361 214 6% 5%

266 243 244 233 9% 4%

129 116 116 103 12% 12%

Intersegment eliminations 6

(97) — (91) — (7)% N/M

Total segments 2,240 1,459 2,154 1,371 4% 6%

Corporate Unallocated expense 7

32 109 34 84 (7)% 29%

Total $ 2,272 $ 1,568 $ 2,188 $ 1,455 4% 8%

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

1 In 2025, selling and general expenses include employee severance charges of $33 million, acquisition-related costs of $10 million, Executive Leadership Team transition costs of $4 million and disposition-related costs of $3 million.

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.

2 In 2025, selling and general expenses include legal costs of $27 million and employee severance charges of $10 million.

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

3 In 2025, selling and general expenses include employee severance charges of $10 million.

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.

4 In 2025, selling and general expenses include employee severance charges of $5 million.

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.

5 In 2024, selling and general expenses include IHS Markit merger costs of $3 million and employee severance charges 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 2025, selling and general expenses include employee severance charges of $10 million, Executive Leadership Team transition costs of $8 million, a lease impairment of $6 million and acquisition-related costs of $2 million.

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.

7 In 2025, selling and general expenses include employee severance charges of $23 million, Executive Leadership Team transition costs of $13 million, disposition-related costs of $10 million, a lease impairment of $7 million, acquisition-related costs of $2 million, legal costs of $2 million and an asset write-off of $1 million.

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.

Operating-Related Expenses

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Selling and general expenses increased 8%.

Excluding the impact of IHS Markit merger costs in 2024 of 8 percentage points, partially offset by Executive Leadership Team transition costs in 2025 of 3 percentage points, a lease impairment in 2025 of 1 percentage point and higher acquisition-related costs in 2025 of 1 percentage point, selling and general expenses increased 10%.

Selling and general expenses increased 7% excluding the impact in 2025 of higher employee severance charges of 2 percentage points and Executive Leadership Team transition costs of 1 percentage point, partially offset by IHS Markit merger costs in 2024 of 2 percentage points.

1 unchanged sentence

Depreciation and amortization increased 1% to $296 million primarily due to higher intangible asset amortization driven by the acquisition of Visible Alpha in May of 2024.

Gain on Dispositions, net

During the three and six months ended, 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.

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) 2025 2024 % Change

7 unchanged sentences

Total operating profit $ 1,551 $ 1,452 7%

1 2025 includes employee severance charges of $14 million, acquisition-related costs of $7 million, Executive Leadership Team transition costs of $4 million and disposition-related costs of $1 million.

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

1 2025 includes employee severance charges of $19 million, acquisition-related costs of $4 million, a gain on disposition of $3 million, disposition-related costs of $2 million.

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

2025 and 2024 include amortization of intangibles from acquisitions of $150 million and $147 million, respectively.

2 2025 and 2024 include employee severance charges of $2 million and amortization of intangibles from acquisitions of $2 million and $7 million, respectively.

2 2025 includes legal costs of $27 million and employee severance charges of $8 million.

2024 includes legal costs of $20 million.

2025 and 2024 include amortization of intangibles from acquisitions of $2 million.

3 2025 includes employee severance charges of $4 million.

2024 includes IHS Markit merger costs of $5 million.

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

2025 and 2024 include amortization of intangibles from acquisitions of $33 million and $32 million, respectively.

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

4 2025 includes employee severance charges of $5 million.

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

2025 and 2024 include amortization of intangibles from acquisitions of $76 million.

5 2024 includes IHS Markit merger costs of $1 million and employee severance charges of $1 million.

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

2025 and 2024 include amortization of intangibles from acquisitions of $9 million.

6 2025 includes employee severance charges of $10 million, Executive Leadership Team transition costs of $8 million, a lease impairment of $6 million and acquisition-related costs of $2 million.

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.

6 2025 includes employee severance charges of $12 million, disposition-related costs of $9 million, Executive Leadership Team transition costs of $5 million, legal costs of $2 million, a lease impairment of $2 million, acquisition-related costs of $1 million and an asset write-off of $1 million.

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.

2025 and 2024 include amortization of intangibles from acquisitions of $1 million.

7 2025 and 2024 include amortization of intangibles from acquisitions of $13 million and $14 million, respectively.

Segment Operating Profit — Segment operating profit increased 8% as compared to 2024 primarily due to revenue growth, partially offset by higher compensation costs driven by annual merit increases and additional headcount, and investments in strategic initiatives.

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 increased 21% compared to 2024.

Excluding the impact of higher employee severance charges in 2025 of 2 percentage points, Executive Leadership Team transition costs in 2025 of 1 percentage point and disposition-related costs of 1 percentage point, partially offset by IHS merger costs in 2024 of 2 percentage points and acquisition-related costs of 1 percentage point, Corporate Unallocated expense increased 22% primarily due to higher incentives in 2025.

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 $11 million for the three months ended June 30, 2025 compared to $13 million for the three months ended June 30, 2024.

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

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

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) 2025 2024 % Change

Market Intelligence 1

$ 479 $ 419 14%

1,471 1,404 5%

Commodity Insights 3

Total segment operating profit 3,252 2,940 11%

Corporate Unallocated expense 6

(145) (122) (19)%

Equity in income on unconsolidated subsidiaries 7

Total operating profit $ 3,129 $ 2,837 10%

1 2025 includes employee severance charges of $33 million, acquisition-related costs of $10 million, Executive Leadership Team transition costs of $4 million a gain on disposition of $3 million and disposition-related costs of $3 million.

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

2025 and 2024 include amortization of intangibles from acquisitions of $297 million and $288 million, respectively.

2 2025 includes legal costs of $27 million and employee severance charges of $10 million.

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

2025 and 2024 include amortization of intangibles from acquisitions of $4 million and $9 million, respectively.

3 2025 includes employee severance charges of $10 million.

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

2025 and 2024 include amortization of intangibles from acquisitions of $65 million.

4 2024 includes employee severance charges of $5 million.

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

2025 and 2024 include amortization of intangibles from acquisitions of $152 million and $151 million.

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

2025 and 2024 include amortization of intangibles from acquisitions of $18 million.

6 2025 includes employee severance charges of $23 million, Executive Leadership Team transition costs of $13 million, disposition-related costs of $10 million, a lease impairment of $7 million, acquisition-related costs of $2 million, legal costs of $2 million and an

asset write-off of $1 million.

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.

2025 and 2024 include amortization of intangibles from acquisitions of $1 million.

7 2025 and 2024 include amortization of intangibles from acquisitions of $26 million and $28 million, respectively.

Segment Operating Profit — Segment operating profit increased 11% as compared to 2024.

Excluding the impact of IHS merger costs in 2024 of 10 percentage points, partially offset by Executive Leadership Team transition costs in 2025 of 4 percentage points and a lease impairment in 2025 of 2 percentage points, segment operating profit increased 10%.

Excluding the impact of higher net acquisition-related costs in 2025 of 3 percentage points, higher employee severance charges in 2025 of 2 percentage points, higher legal costs in 2025 of 1 percentage point and higher amortization of intangibles in 2025 of 1 percentage point, partially offset by IHS merger costs in 2024 of 7 percentage points and a higher gain on disposition in 2025 of 1 percentage point, segment operating profit increased 9%.

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

2 unchanged sentences

Corporate Unallocated expense increased 19% compared to 2024.

Excluding the impact of IHS merger costs in 2024 of 24 percentage points, partially offset by higher employee severance charges in 2025 of 11 percentage points, Executive Leadership Team transition costs in 2025 of 11 percentage points, a lease impairment in 2025 of 8 percentage points and recovery of lease-related costs in 2024 of 1 percentage point, Corporate Unallocated expense increased 7% primarily due to disposition-related income in 2024 and higher incentives in 2025.

Excluding the impact of higher employee severance charges in 2025 of 7 percentage points, Executive Leadership Team transition costs in 2025 of 4 percentage points, a lease impairment in 2025 of 3 percentage points, higher disposition-related costs in 2025 of 2 percentage points and higher legal costs in 2025 of 1 percentage point, partially offset by the impact of IHS merger costs in 2024 of 12 percentage points and higher acquisition-related costs in 2024 of 1 percentage point, Corporate Unallocated expense increased 15% primarily due to higher incentives in 2025 and disposition-related income in 2024.

2 unchanged sentences

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

Equity in Income on Unconsolidated Subsidiaries was $11 million for the three months ended March 31, 2025 compared to $6 million for the three months ended March 31, 2024.

Equity in Income on Unconsolidated Subsidiaries was $22 million for the six months ended June 30, 2025 compared to $19 million for the six months ended June 30, 2024.

On April 14, 2025, the Company and CME Group entered into an agreement to sell OSTTRA to investment funds managed by Kohlberg Kravis Roberts & Co.

2 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.

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

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

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Other Expense (Income), net

Other expense (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 expense, net was $4 million for the three months ended March 31, 2025 compared to other income, net of $9 million for the three months ended March 31, 2024 primarily due to losses on our mark-to-market investments in 2025 compared to gains in 2024.

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 $28 million for the three months ended June 30, 2025 compared to other income, net of $3 million for the three months ended June 30, 2024 and $23 million for the six months ended June 30, 2025 compared to $13 million for the six months ended June 30, 2024 primarily due to gains on our mark-to-market investments in 2025 compared to losses in 2024.

Interest Expense, net

Interest expense, net remained unchanged compared to the three months ended March 31, 2024 primarily due to an increase in interest expense related to uncertain tax liabilities offset by 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 slightly compared to the three months ended June 30, 2024 primarily due to a benefit from our net investment hedge program and decreased slightly compared to the six months ended June 30, 2024 primarily due to an increase in interest expense related to uncertain tax liabilities offset by 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 21.7% and 18.8% for the three months ended March 31, 2025 and 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.

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.

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%.

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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.

Segment Review

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

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• Data, Analytics & Insights — a desktop product suite that provides data, analytics and third-party research for global finance and corporate professionals, which includes the Capital IQ platforms (which are inclusive of S&P Capital IQ Pro, Capital IQ, Office and Mobile products) and a broad range of research, reference data, market data, derived analytics and valuation services covering both the public and private capital markets, delivered through flexible feed-based or API delivery mechanisms.

This also includes issuer solutions for public companies, a range of products for the maritime & trade market, data and insight into Financial Institutions, the telecoms, technology and media space as well as ESG and supply chain data analytics;

well as ESG and supply chain data analytics;

• Enterprise Solutions — software and workflow solutions that help our customers manage and analyze data;

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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) 2025 2024 % Change

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

(in millions) Three Months Six Months

2025 2024 % Change 2025 2024 % Change

Revenue $ 1,217 $ 1,155 5% $ 2,416 $ 2,297 5%

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Operating margin % 21 % 20 % 20 % 18 %

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

2025 and 2024 also include amortization of intangibles from acquisitions of $148 million and $140 million, respectively.

Revenue increased 5% primarily due to subscription revenue growth in Data, Analytics & Insights driven by the favorable impact of the acquisition of Visible Alpha in May of 2024, growth in RatingsXpress®, RatingsDirect® and Credit Analytics within Credit & Risk Solutions and growth for work flow solutions in Enterprise Solutions, partially offset by the unfavorable impact of the sale of Fincentric in August of 2024.

1 Operating profit for the three and six months ended June 30, 2025 includes employee severance charges of $19 million and $33 million, respectively, acquisition-related costs of $4 million and $10 million, respectively, a gain on disposition of $3 million and disposition-related costs of $2 million and $3 million, respectively.

Operating profit for the six months ended June 30, 2025 includes Executive Leadership Team transition costs of $4 million.

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.

Additionally, operating profit includes amortization of intangibles from acquisitions of $150 million and $147 million for the three months ended June 30, 2025 and 2024, respectively, and $297 million and $288 million for the six months ended June 30, 2025 and 2024, respectively.

Revenue increased 5% primarily due to subscription revenue growth in Data, Analytics & Insights which was favorably impacted by the acquisition of Visible Alpha in May of 2024, growth in RatingsXpress® and RatingsDirect®, and growth for work flow solutions in Enterprise Solutions, partially offset by the unfavorable impact of the sale of Fincentric in August of 2024.

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

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

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

Operating profit increased 12%.

Excluding the impact of higher employee severance charges in 2024 of 17 percentage points and IHS merger costs in 2024 of 11 percentage points, partially offset by higher amortization of intangibles from acquisitions in 2025 of 8 percentage points, Executive Leadership Team transition costs in 2025 of 5 percentage points, higher acquisition-related costs in 2025 of 3 percentage points and disposition-related costs in 2025 of 1 percentage point, operating profit increased 5% primarily due to revenue growth and lower outside services expenses, partially offset by higher compensation costs driven by annual merit increases and additional headcount and expenses associated with the acquisition of Visible Alpha.

Excluding the impact of higher employee severance charges in 2025 of 1 percentage point, operating profit increased 13% primarily due to revenue growth and lower outside services expenses, partially offset by higher compensation costs driven by annual merit increases and additional headcount and expenses associated with the acquisition of Visible Alpha.

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

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

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

Operating profit increased 14%.

Excluding the impact of higher net acquisition-related costs in 2025 of 9 percentages points, higher amortization of intangibles from acquisitions in 2025 of 5 percentage points, Executive Leadership Team transition costs in 2025 of 2 percentage points and disposition-related costs in 2025 of 2 percentage point, partially offset by IHS merger costs in 2024 of 10 percentage points, a gain on disposition of 2 percentage points and higher employee severance charges in 2024 of 1 percentage point, operating profit increased 9% primarily due to revenue growth and lower outside services expenses, partially offset by higher compensation costs driven by annual merit increases and additional headcount and expenses associated with the acquisition of Visible Alpha.

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

For a further discussion of competitive and other risks inherent in our Market Intelligence business, see Item 1A, Risk Factors in this Form 10-Q and 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 $42 million and $40 million for the three months ended March 31, 2025 and 2024, respectively.

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

(in millions) 2025 2024 % Change

Royalty revenue was $42 million and $84 million for the three and six months ended June 30, 2025, respectively and $40 million and $79 million for the three and six months ended June 30, 2024, respectively.

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

(in millions) Three Months Six Months

2025 2024 % Change 2025 2024 % Change

Revenue $ 1,148 $ 1,135 1% $ 2,297 $ 2,197 5%

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Transaction revenue

52 % 55 % 53 % 55 %

Non-transaction revenue

48 % 45 % 47 % 45 %

revenue $ 639 $ 646 (1)% $ 1,322 $ 1,255 5%

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Operating margin % 62 % 64 % 64 % 64 %

1 2025 and 2024 include employee severance charges of $2 million and amortization of intangibles from acquisitions of $2 million and $7 million, respectively.

Revenue increased 8%, with an unfavorable impact from foreign exchange rates of 1 percentage point.

Non-transaction revenue increased primarily due to an increase in volume related to surveillance, commercial paper, and medium-term notes.

Transaction revenue increased primarily due to structured finance revenue driven by increased collateralized loan obligations (“CLOs”), bank loan ratings revenue due to higher M&A activity, and U.S.

Public Finance revenue due to an increase in issuance volumes.

Operating profit increased 11% primarily due to revenue growth, partially offset by higher compensation costs driven by annual merit increases and additional headcount, and an increase in strategic investments.

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

1 Operating profit for the three and six months ended June 30, 2025 includes legal costs of $27 million, and employee severance charges of $8 million and $10 million, respectively.

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.

Additionally, operating profit includes amortization of intangibles from acquisitions of $2 million for the three months ended June 30, 2025 and 2024, and $4 million and $9 million for the six months ended June 30, 2025 and 2024, respectively.

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

Non-transaction revenue increased primarily due to an increase in surveillance revenue.

The increase in non-transaction revenue was partially offset by a decrease in transaction revenue driven by lower bank loan ratings revenue due to market volatility.

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

Operating profit decreased 1%.

Excluding the impact of higher legal costs in 2025 of 1 percentage point and higher employee severance charges in 2025 of 1 percentage point, operating profit increased 1% due to revenue growth and decreased incentive costs, partially offset by higher compensation costs driven by annual merit increases and additional headcount, and an increase in strategic investments.

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

Revenue increased 5%, with a favorable impact from foreign exchange rates of 1 percentage point.

Non-transaction revenue increased primarily due to an increase in surveillance revenue and an increase in revenue at our Crisil subsidiary.

Transaction revenue increased slightly due to higher corporate bond ratings revenue offset by lower bank loan ratings revenue.

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

Operating profit increased 5% primarily due to revenue growth and decreased incentive costs, partially offset by higher compensation costs driven by annual merit increases and additional headcount, and an increase in strategic investments.

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

Billed Issuance Volumes

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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) 2025 2024 % 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) 2025 2024 % Change 2025 2024 % Change

Investment-grade billed issuance *

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** Includes Bank Loans, Structured Finance and Government.

First quarter billed issuance was up due to increases in bank loans and structured finance.

Structured finance billed issuance increases were driven primarily by new CLO issuance.

Second quarter billed issuance was down due to decreases in bank loans and structured finance.

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

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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) 2025 2024 % Change

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

(in millions) Three Months Six Months

2025 2024 % Change 2025 2024 % Change

Revenue $ 555 $ 516 8% $ 1,167 $ 1,075 9%

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Operating margin % 42 % 40 % 42 % 40 %

1 2025 includes employee severance charges of $6 million.

2024 includes IHS Markit merger costs of $5 million.

2025 and 2024 also include amortization of intangibles from acquisitions of $33 million and $32 million, respectively.

1 Operating profit for the three and six months ended June 30, 2025 includes employee severance charges of $4 million and $10 million, respectively.

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.

Additionally, operating profit includes amortization of intangibles from acquisitions of $33 million and $32 million for the three months ended June 30, 2025 and 2024, respectively, and $65 million for the six months ended June 30, 2025 and 2024.

Revenue increased 8% 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 to commodity exchanges due to increased trading volumes for Platts based contracts across all commodity sectors also contributed to revenue growth.

All four business lines contributed to revenue growth in the second quarter of 2025 with the Energy & Resources Data & Insights and Price Assessments businesses being the most significant drivers, followed by the Advisory & Transactional Services and Upstream Data & Insights businesses.

The Advisory & Transaction Services business was unfavorably impacted by lower consulting revenue and the Upstream Data & Insights business was unfavorably impacted by increased cancellations.

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

Operating profit increased 13%.

Excluding the impact of IHS Markit merger costs in 2024 of 7 percentage points, an asset write-off in 2024 of 2 percentage points and disposition-related costs in 2024 of 1 percentage point, partially offset by higher employee severance charges in 2025 of 7 percentage points, operating profit increased 10%.

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

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

Revenue increased 9% 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 and an increase in conference revenue driven by increased attendance at CERAWeek in 2025.

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 most commodity sectors also contributed to revenue growth.

Revenue was favorably impacted by the acquisition of World Hydrogen Leaders in May of 2024.

All four business lines contributed to revenue growth in the first quarter of 2025 with the Advisory & Transactional Services and Energy & Resources Data & Insights businesses being the most significant drivers, followed by the Price Assessments and Upstream Data & Insights businesses.

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

All four business lines contributed to revenue growth in the first six months of 2025 with the Energy & Resources Data & Insights and Price Assessments businesses being the most significant drivers, followed by the Advisory & Transactional

Services and Upstream Data & Insights businesses.

The Advisory & Transaction Services business was unfavorably impacted by lower consulting revenue and the Upstream Data & Insights business was unfavorably impacted by increased cancellations.

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

Operating profit increased 13%.

Excluding the impact of higher employee severance charges in 2025 of 9 percentage points, partially offset by IHS Markit merger costs in 2024 of 7 percentage points, operating profit increased 11%.

Excluding the impact of IHS Markit merger costs in 2024 of 35 percentage points, an asset write-off in 2024 of 4 percentage points and disposition-related costs in 2024 of 2 percentage points, partially offset by higher employee severance charges in 2025 of 37 percentage points, higher amortization of intangibles from acquisitions in 2025 of 1 percentage point and acquisition-related costs in 2025 of 1 percentage point, operating profit increased 11%.

The increase was primarily due to revenue growth, partially offset by higher compensation costs driven by annual merit increases and additional headcount, investment in strategic initiatives and expenses associated with the acquisition of World Hydrogen Leaders.

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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) 2025 2024 % Change

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

(in millions) Three Months Six Months

2025 2024 % Change 2025 2024 % Change

Revenue $ 438 $ 400 10% $ 858 $ 786 9%

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Operating margin % 24 % 20 % 22 % 19 %

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

2025 and 2024 also include amortization of intangibles from acquisitions of $76 million.

Revenue increased 9% primarily due to growth within the Dealer and Financial businesses driven by continued new business growth within the Dealer business and strong underwriting volumes and market share growth within the Financial business.

1 Operating profit for the three and six months ended June 30, 2025 includes employee severance charges of $5 million.

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.

Additionally, operating profit includes amortization of intangibles from acquisitions of $76 million for the three months ended June 30, 2025 and 2024, and $152 million and $151 million for the six months ended June 30, 2025 and 2024, respectively.

Revenue increased 10% primarily due to growth within the Dealer and Financial businesses driven by continued new business growth within the Dealer business, strong underwriting volumes and market share growth within the Financial business.

Additionally, the Dealer and Financial businesses were favorably impacted by price increases.

Non-subscription revenue was unfavorably impacted by lower recall activity in the Manufacturing business.

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

Operating profit increased 30%.

Excluding the impact of higher employee severance costs in 2024 of 9 percentage points, IHS merger related costs in 2024 of 5 percentage points and acquisition-related costs in 2024 of 3 percentage points, operating profit increased 13%.

The increase was primarily driven by revenue growth, partially offset by higher compensation costs driven by annual merit increases and additional headcount and an increase in advertising and promotion costs.

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

Revenue increased 9% primarily due to growth within the Dealer and Financial businesses driven by continued new business growth within the Dealer business, strong underwriting volumes and market share growth within the Financial business.

Additionally, the Dealer and Financial businesses were favorably impacted by price increases.

Non-subscription revenue was unfavorably impacted by lower recall activity in the Manufacturing business.

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

Operating profit increased 26%.

Excluding the impact of IHS merger related costs in 2024 of 18 percentage points and employee severance costs in 2024 of 2 percentage points, partially offset by higher amortization of intangibles in 2025 of 8 percentage points, operating profit increased 10%.

The increase was primarily driven by revenue growth, partially offset by an increase in strategic investments and higher compensation costs driven by annual merit increases and additional headcount.

Foreign exchange rates had an unfavorable impact of 3 percentage points.

Excluding the impact of IHS merger related costs in 2024 of 7 percentage points, higher employee severance costs in 2024 of 6 percentage points and higher acquisition-related costs in 2024 of 3 percentage points, partially offset by higher amortization of intangibles in 2025 of 2 percentage points, operating profit increased 12%.

The increase was primarily driven by revenue growth, partially offset by higher compensation costs driven by annual merit increases and additional headcount, an increase in strategic investments and an increase in advertising and promotion costs.

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

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

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Indices’ mission is to provide transparent benchmarks to help with decision making, collaborate with the financial community to create innovative products, and provide investors with tools to monitor world markets.

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 is not expected to be material to our consolidated financial statements.

Indices derives revenue from asset-linked fees when investors direct funds into its proprietary designed or owned indexes, sales usage-based royalties of its indices, as well as data subscription arrangements.

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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) 2025 2024 % Change

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

(in millions) Three Months Six Months

2025 2024 % Change 2025 2024 % Change

Revenue $ 446 $ 389 15% $ 891 $ 776 15%

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Net operating margin % 52 % 50 % 53 % 51 %

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

2025 and 2024 also include amortization of intangibles from acquisitions of $9 million.

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.

Additionally, operating profit includes amortization of intangibles from acquisitions of $9 million for the three months ended June 30, 2025 and 2024 and $18 million for the six months ended June 30, 2025 and 2024.

Revenue at Indices increased 15% primarily due to an increase in asset linked fees revenue driven by higher levels of assets under management (“AUM”) for ETFs and mutual funds, higher exchange-traded derivative revenue driven by continued strength in trading volume and higher data subscription revenue.

Ending AUM for ETFs increased 18% to $4.304 trillion compared to March 31, 2024 and average levels of AUM for ETFs increased 30% to $4.462 trillion compared to the three months ended March 31, 2024.

Ending AUM for ETFs increased 25% to $4.735 trillion compared to June 30, 2024 and average levels of AUM for ETFs increased 20% to $4.378 trillion compared to the three months ended June 30, 2024.

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

Operating profit increased 18%.

Excluding the impact of IHS Markit merger costs in 2024 of 1 percentage point and a loss on disposition in 2024 of 1 percentage point, operating profit increased 16% due to revenue growth and decreased incentive costs, partially offset by a normalization of bad debt expense, higher compensation costs driven by annual merit increases, and an increase in strategic investments.

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

Revenue at Indices increased 15% 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 25% to $4.735 trillion compared to June 30, 2024 and average levels of AUM for ETFs increased 25% to $4.420 trillion compared to the six months ended June 30, 2024.

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

Operating profit increased 17%.

Excluding the impact of IHS Markit merger costs in 2024 of 1 percentage point, operating profit increased 15% due to revenue growth partially offset by higher compensation costs driven by annual merit increases, an increase in bad debt expense and an increase in strategic investments.

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

Excluding the impact of IHS Markit merger costs in 2024 of 1 percentage point and a loss on disposition in 2024 of 1 percentage point, operating profit increased 15% due to revenue growth partially offset by a normalization of bad debt expense, higher compensation costs driven by annual merit increases, and an increase in strategic investments.

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

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

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Cash Flow Overview

Cash, cash equivalents, and restricted cash were $1,469 million as of March 31, 2025, a decrease of $197 million from December 31, 2024.

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

Cash, cash equivalents, and restricted cash were $1,847 million as of June 30, 2025, an increase of $181 million from December 31, 2024.

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

(in millions) 2025 2024 % Change

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Operating activities $ 2,398 $ 2,504 (4)%

Investing activities $ (79) $ (20) N/M

Investing activities $ (131) $ (319) (59)%

Financing activities $ (2,162) $ (1,405) 54%

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

In the first three months of 2025, free cash flow decreased $35 million to $816 million compared to $851 million in the first three months of 2024.

The decrease is primarily due to an increase in cash used for capital expenditures and distributions to noncontrolling interest holders.

In the first six months of 2025, free cash flow decreased $189 million to $2,126 million compared to $2,315 million in the first six months of 2024.

The decrease is primarily due to a decrease in operating activities as discussed below and an increase in cash used for 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.

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Operating activities

Cash provided by operating activities remained relatively unchanged for the first three months of 2025 compared to 2024.

This is primarily attributable to higher operating results and higher billings in 2025, partially offset by higher compensation payments in 2025 and proceeds received from the termination of interest rate swaps in 2024.

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%.

Cash provided by operating activities decreased $106 million to $2,398 million for the first six months of 2025 compared to 2024.

This is primarily attributable to higher compensation payments in 2025 and proceeds received from the termination of interest rate swaps in 2024.

The OECD introduced an international tax framework under Pillar Two which includes a global minimum tax of 15%.

This framework has been implemented by several jurisdictions, including jurisdictions in which we operate, with effect from January 1, 2024, and many other jurisdictions, including jurisdictions in which we operate, are in the process of implementing it.

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.

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.

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 increased to $79 million for the first three months of 2025 compared to $20 million in the first three months of 2024, primarily due to higher cash paid for short-term investments and capital expenditures in 2025.

Cash used for investing activities decreased to $131 million for the first six months of 2025 compared to $319 million in the first six months of 2024, primarily due to higher cash paid for acquisitions in 2024.

Financing activities

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.

Cash used for financing activities increased $446 million to $1,103 million for the first three months of 2025.

The increase is primarily attributable to proceeds received from commercial paper borrowings in 2024 and an increase in cash used for share repurchases in 2025.

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 purchased a total of 1.0 million shares for $500 million of cash.

Cash used for financing activities increased $757 million to $2,162 million for the first six months of 2025.

The increase is primarily attributable to an increase in cash used for share repurchases in 2025.

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 purchased a total of 1.2 million shares for $500 million 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 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.

33 unchanged sentences

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, 2025 are as follows:

(in millions) 2025

Summarized results of operations for the periods ended June 30, 2025 are as follows:

(in millions) Three Months Six Months

Revenue $ 1,072 $ 2,160

2 unchanged sentences

Net income attributable to S&P Global Inc.

Summarized balance sheet information as of March 31, 2025 and December 31, 2024 is as follows:

(in millions) March 31, December 31,

Summarized balance sheet information as of June 30, 2025 and December 31, 2024 is as follows:

(in millions) June 30, December 31,

Current assets (excluding intercompany from Non-Obligor Group) $ 1,400 $ 1,400

9 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 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) 2025 2024 % Change

4 unchanged sentences

(in millions) 2025 2024 % Change

Cash used for investing activities (79) (20) N/M

Cash used for investing activities (131) (319) (59)%

Cash used for financing activities (2,162) (1,405) 54%

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

CRITICAL ACCOUNTING ESTIMATES

59 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