Moody's Corporation (MCO) — Agentic Tribune

ITEM 1. BUSINESS

Background

As used in this report, except where the context indicates otherwise, the terms “Moody’s” or the “Company” refer to Moody’s Corporation, a Delaware corporation, and its subsidiaries. The Company’s executive offices are located at 7 World Trade Center at 250 Greenwich Street, New York, NY 10007 and its telephone number is (212) 553-0300.

THE COMPANY

Company Overview

In a world shaped by increasingly interconnected risks, Moody's data, insights, and innovative technologies help customers develop a holistic view of their world and unlock opportunities. Moody’s offerings are distinguished by our vast proprietary and curated data and validated analytical models, which provide the trusted foundation that enable our customers to navigate an increasingly complex risk landscape. Moody’s solutions enable the transformation of information into decision-grade intelligence, which is deeply interconnected across risk domains. Moody's also offers valuable insights into financial stability and creditworthiness for organizations, debt instruments, and securities, serving a key role in bringing transparency to the global debt markets. With a rich history of experience in global markets and a diverse workforce of approximately 16,000 across more than 40 countries, Moody's gives customers the comprehensive perspective needed to act with confidence and thrive in a dynamic global environment.

Moody's is helping customers accelerate value creation in an era of exponential risk by embedding our decision-grade intelligence directly into customer workflows

Moody's

Ratings

Research & Insights

Data & Information

Decision Solutions

Banking

Insurance

KYC

Agency of Choice

Premier fixed income research business

Unparalleled, decision-grade intelligence

Serving mission critical workflows across lending, underwriting, and KYC

Enabling Banks, Insurers, Investors, Corporations and Governments to...

What do
we do?

Issue, Originate, Select, Underwrite

Identify, Measure,
Monitor & Manage Risk

Verify, Comply, Plan

& Report

Leveraging AI, decision-grade data, analytics & domain expertise across...

How do we
do this?

Credit

Companies

Properties

Securities

People

Economies

Climate

ESG

Moody’s has two reportable segments: MA and MIS.

Moody's Analytics

Moody's Investors Service

MA provides curated data, intelligence and analytical tools to help business and financial leaders make confident decisions.

For more than 115 years, MIS has been a leading provider of credit ratings, research, and risk analysis helping businesses, governments, and other entities around the globe.

Financial information and operating results of these segments, including revenue, expenses and Adjusted Operating Income, are included in Part II, Item 8. Financial Statements of this annual report and are herein incorporated by reference.

10 MOODY'S 2025 10-K

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Moody's Analytics Overview

MA empowers financial services, corporate and public sector customers to anticipate risks, adapt and thrive in a new era of exponential risk. MA's curated data and analytics transform information into decision-grade intelligence and power its AI-enabled cloud-based workflow tools, helping customers start business relationships, monitor and manage risk, and comply and report based on global laws, rules and regulations.

MA is comprised of: i) a premier fixed income and economic research business (Research & Insights); ii) a data business powered by the world’s largest database on companies and credit (Data & Information); and iii) three cloud-based subscription businesses serving banking, insurance and KYC workflows (Decision Solutions), enabling customers to integrate Moody's proprietary data and analytics through a number of delivery channels.

Moody's Investors Service Overview

MIS is a leading global provider of credit ratings, research, and risk analysis. A rating from Moody’s enables issuers to create timely, go-to-market debt strategies with the ability to capture wider investor focus and provides investors with a comprehensive view of global debt markets through our credit ratings and research. Moody’s trusted insights can help decision-makers navigate the safest path through market turmoil and volatility.

MIS publishes credit ratings and provides assessment services on a wide range of debt obligations, programs and facilities, and the entities that issue such obligations in markets worldwide, including various corporate, financial institution and governmental obligations, and structured finance securities.

MIS also generates revenue from certain non-ratings-related operations, which primarily consist of financial instruments pricing services in the Asia-Pacific region, revenue from Second Party Opinions and Net Zero Assessments and revenue from ICRA's non-ratings operations. The revenue from these operations is included in the MIS Other LOB and is not material to the results of the MIS segment.

Sustainability

Moody's manages its business with the goal of delivering value to all of its stakeholders, including its customers, employees, business partners, local communities, and stockholders. Moody's considers sustainability-related factors throughout our operations, value chain, products, and services. We use our expertise, technology tools, and research and analytical services to help other organizations evaluate sustainability-related risk and make better risk mitigation and planning decisions.

The Company provides updated information on its sustainability strategy and progress via its sustainability website, and discloses information frequently requested by investors via its sustainability-related disclosures website.

The Board oversees sustainability matters via the Audit, Governance & Nominating, and Compensation & Human Resources Committees, as part of its oversight of management and the Company’s overall strategy. The Audit Committee oversees financial, risk and other disclosures made in the Company’s annual and quarterly reports related to sustainability. The Governance & Nominating Committee oversees sustainability matters, including significant issues of corporate social and environmental responsibility, as they pertain to the Company’s business and to long-term value creation for the Company and its stockholders, and makes recommendations to the Board regarding these issues. Finally, the Compensation & Human Resources Committee oversees inclusion of sustainability-related performance goals for determining compensation of certain senior executives. Together, these committee functions support the development of a robust sustainability-related strategy and disclosure framework for the Company. The Board also oversees Moody’s policies for assessing and managing the Company's exposure to risk, including climate-related risks such as business continuity disruption and reputational or credibility concerns stemming from incorporation of climate-related risks into our credit rating methodologies and credit ratings of Moody's Ratings.

HUMAN CAPITAL

Our employees are vital to Moody’s continued success, and we seek to create an environment that attracts, develops and sustains a highly skilled, performance-oriented and engaged workforce. Our approach is oriented around the following pillars:

–providing market-competitive compensation, benefits and wellness programs as part of our Total Rewards program;

–implementing a robust talent management, employee engagement and retention strategy; and

–fostering an inclusive environment where all employees have a sense of belonging and are given the opportunity to perform their best.

Total Rewards

Moody's Total Rewards programs are designed to attract and maintain a high-performing, engaged and motivated global workforce. The Company's compensation packages include market-competitive salaries, performance-based annual bonuses, and equity grants aligned to our long-term performance for certain employees.

The Company's industry leading benefits programs offer comprehensive resources to support physical, mental and financial well-being. We invest in AI powered technologies in order to provide our employees with a world-class experience accessing and managing their benefits. We continuously evaluate our market benchmarks and employee feedback so that our benefits are competitive and support the attraction of the best talent. For example, in recent years we implemented a global paid parental leave policy to give parents time off to care for and bond with a new child and updated our tuition reimbursement program.

MOODY'S

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Financial statements

data from SEC XBRL filings. Values are as-reported; restatements supersede originals. Values reported in .

From 10-Q filed 2026-10-21 (period ending 2026-09-30).

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Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

This discussion and analysis of financial condition and results of operations should be read in conjunction with the Moody’s Corporation consolidated financial statements and notes thereto included elsewhere in this quarterly report on Form 10–Q.

This Management’s Discussion and Analysis of Financial Condition and Results of Operations contains Forward-Looking Statements. See “Forward-Looking Statements” commencing on page 87 for a discussion of uncertainties, risks and other factors associated with these statements.

THE COMPANY

In a world shaped by increasingly interconnected risks, Moody's data, insights, and innovative technologies help customers develop a holistic view of their world and unlock opportunities. Moody’s offerings are distinguished by our vast proprietary and curated data and validated analytical models, which provide the trusted foundation that enables our customers to navigate an increasingly complex risk landscape. Moody’s solutions enable the transformation of information into decision-grade intelligence, which is deeply interconnected across risk domains. Moody's also offers valuable insights into financial stability and creditworthiness for organizations, debt instruments, and securities, serving a key role in bringing transparency to the global debt markets. With a rich history of experience in global markets and a diverse workforce of approximately 16,000 across more than 40 countries, Moody's gives customers the comprehensive perspective needed to act with confidence and thrive in a dynamic global environment. Moody’s has two reportable segments: MA and MIS.

Moody's Analytics			Moody's Investors Service
MA provides curated data, intelligence and analytical tools to help business and financial leaders make confident decisions.			For more than 115 years, MIS has been a leading provider of credit ratings, research, and risk analysis helping businesses, governments, and other entities around the globe.

MA comprises three interconnected businesses: i) Research & Insights, which provides credit research, economic analysis and scenario modeling used in investment, risk, and regulatory decisions; ii) Data & Information, which is powered by the world's largest database on companies and credit and serves as a critical input to financial analysis and AI model development/risk assessment; and iii) Decision Solutions, a set of cloud-based platforms embedding Moody's data and analytics directly into regulated banking, insurance, and KYC workflows. Together, these businesses benefit from deep customer integration, long-term subscription structures, and data assets that are proprietary in sourcing, breadth, and historical depth.

Critical Accounting Estimates

Moody’s discussion and analysis of its financial condition and results of operations are based on the Company’s consolidated financial statements, which have been prepared in accordance with GAAP. The preparation of these financial statements requires Moody’s to make estimates and judgments that affect reported amounts of assets and liabilities and related disclosures of contingent assets and liabilities at the dates of the financial statements and revenue and expenses during the reporting periods. These estimates are based on historical experience and on other assumptions that are believed to be reasonable under the circumstances. On an ongoing basis, Moody’s evaluates its estimates, including those related to goodwill and other acquired intangible assets, impairment of long-lived assets, pension and other retirement benefits, investments in non-consolidated affiliates, income taxes, and contingencies. Actual results may differ from these estimates under different assumptions or conditions. Item 7, MD&A, in the Company’s annual report on Form 10-K for the year ended December 31, 2025, includes descriptions of some of the judgments that Moody’s makes in applying its accounting estimates in these areas. Since the date of the annual report on Form 10-K, there have been no material changes to the Company’s critical accounting estimates disclosures.

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Goodwill

At July 31 of each year, Moody’s evaluates its goodwill for impairment at the reporting unit level, defined as an operating segment (i.e., MA and MIS), or one level below an operating segment (i.e., a component of an operating segment).

The Company has three reporting units: two within the Company’s ratings business (one for the ICRA business and one that encompasses all of Moody’s other ratings operations) and one reporting unit within MA.

At July 31, 2026, the Company performed qualitative assessments for each of the three reporting units. These qualitative assessments resulted in the Company determining that it was not more likely than not that the fair value of any reporting unit was less than its carrying amount.

Reportable Segments

The Company is organized into two reportable segments as of September 30, 2026: MA and MIS, which are more fully described in the section entitled “The Company” above and in Note 16 to the consolidated financial statements.

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RESULTS OF OPERATIONS

The following footnotes are applicable throughout the discussion of the Company's results of operations:

(1) Refer to the section entitled "Non-GAAP Financial Measures" of this MD&A for the definition and methodology that the Company utilizes to calculate this metric.

(2) Refer to the section entitled "Key Performance Metrics" of this MD&A for the definition and methodology that the Company utilizes to calculate this metric.

Three months ended September 30, 2026 compared with three months ended September 30, 2025

Executive Summary

The following table provides an executive summary of key operating results for the quarter ended September 30, 2026. Following this executive summary is a more detailed discussion of the Company’s operating results as well as a discussion of the operating results of the Company’s reportable segments.

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	Three Months Ended September 30,
Financial measure:	2026			2025			% Change Favorable (Unfavorable)		Insight and Key Drivers of Change Compared to Prior Year
Moody's total revenue	$	2,023		$	2,007		1	%	— reflects growth in MA partially offset by modestly lower MIS revenue
MA external revenue	$	936		$	909		3	%	— sustained demand for insurance offerings and cloud-based banking and KYC solutions within Decision Solutions; partially offset by — the impacts of the MA Learning Solutions and MA Regulatory Solutions divestitures — continued demand for ratings data feeds, credit research product offerings and company data applications — Organic constant currency revenue(1) and ARR(2) both increased 8%
MIS external revenue	$	1,087		$	1,098		(1	%)	— lower issuance activity in leveraged finance within CFG driven by a challenging prior-year quarter comparative and increased market volatility; partially offset by — increased investment-grade issuance supported by continued AI-related financing, including activity from hyperscalers in the technology sector; and — increased PPIF issuance driven by higher U.S. Public Finance and Sovereign activity, as well as strong Project Finance issuance attributable to data center-related financing needs
Total operating and SG&A expenses	$	966		$	945		(2	%)	— increases in costs to support operating growth, including technology infrastructure and AI usage costs; and — higher incentive compensation which aligns with actual/projected financial and operational performance relative to targets; partially offset by — the impact of recent business divestitures
Depreciation and amortization	$	124		$	123		(1	%)	— in line with the prior year
Restructuring	$	27		$	21		(29	%)	— relates to the Company's restructuring program, more fully discussed in Note 9 to the consolidated financial statements
Total non-operating income (expense), net	$	62		$	(50)		224	%	— a gain in 2026 on the divestiture of the MA Regulatory Solutions business as more fully discussed in Note 11 to the consolidated financial statements
Operating margin	44.8		%	45.7		%	(90	BPS)	— Operating margin and Adjusted Operating Margin(1) contraction reflects modest operating expense growth outpacing overall revenue growth
Adjusted Operating Margin(1)	52.6		%	52.9		%	(30	BPS)
ETR	24.0		%	25.4		%	(140	BPS)	— primarily reflects tax benefits recognized pursuant to the lapse of a statute of limitations related to tax exposures assumed in a prior-year M&A transaction, coupled with non-U.S.-related tax benefits
Diluted EPS	$	4.24		$	3.60		18	%	— increase in Diluted EPS primarily reflects the gain on the divestiture of the MA Regulatory Solutions business, coupled with a decrease in the diluted weighted average shares outstanding as a result of share repurchases
Adjusted Diluted EPS(1)	$	4.14		$	3.92		6	%	— increase in Adjusted Diluted EPS(1) primarily reflects a decrease in the diluted weighted average shares outstanding as a result of share repurchases

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Moody's Corporation

	Three Months Ended September 30,						% Change Favorable (Unfavorable)
	2026			2025
Revenue:
United States	$	1,134		$	1,118		1	%
Non-U.S.:
EMEA	596			594			—	%
Asia-Pacific	178			180			(1	%)
Americas	115			115			—	%
Total Non-U.S.	889			889			—	%
Total	2,023			2,007			1	%
Expenses:
Operating	524			492			(7	%)
SG&A	442			453			2	%
Depreciation and amortization	124			123			(1	%)
Restructuring	27			21			(29	%)
Charges related to asset abandonment	—			1			100	%
Total	1,117			1,090			(2	%)
Operating income	$	906		$	917		(1	%)
Adjusted Operating Income(1)	$	1,064		$	1,062		—	%
Interest expense, net	$	(54)		$	(58)		7	%
Other non-operating income, net	1			8			(88	%)
Gain on business divestitures	115			—			NM
Non-operating income (expense), net	$	62		$	(50)		224	%
Net income attributable to Moody's	$	734		$	646		14	%
Diluted weighted average shares outstanding	173.3			179.6			4	%
Diluted EPS attributable to Moody's common shareholders	$	4.24		$	3.60		18	%
Adjusted Diluted EPS(1)	$	4.14		$	3.92		6	%
Operating margin	44.8		%	45.7		%
Adjusted Operating Margin(1)	52.6		%	52.9		%
ETR	24.0		%	25.4		%

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The table below shows Moody’s global staffing by geographic area:

		September 30,		Change
		2026	2025	%
MA	U.S.	2,688	2,853	(6	%)
	Non-U.S.	4,626	5,106	(9	%)
	Total(3)	7,314	7,959	(8	%)
MIS	U.S.	1,548	1,572	(2	%)
	Non-U.S.	4,659	4,257	9	%
	Total(4)	6,207	5,829	6	%
MSS	U.S.	655	680	(4	%)
	Non-U.S.	1,460	1,484	(2	%)
	Total	2,115	2,164	(2	%)
Total MCO	U.S.	4,891	5,105	(4	%)
	Non-U.S.	10,745	10,847	(1	%)
	Total	15,636	15,952	(2	%)

(3) Headcount decrease year over year is primarily due to business divestitures.

(4) Headcount increase year over year is primarily due to business acquisitions.

GLOBAL REVENUE

2026-----------------------------------------------------------------------------------2025

_______________________________________________________________________________________________________

Global revenue ⇑ $16 million

U.S. Revenue ⇑ $16 million

Non-U.S. Revenue was in line with prior year

The 1% increase in global revenue reflects growth of 3% in MA, partially offset by a decline of 1% in MIS. On an organic constant currency basis, revenue(1) grew 3%. Refer to the section entitled “Segment Results” of this MD&A for a more comprehensive discussion of the Company’s segment revenue.

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Compensation expenses of $372 million increased $8 million, reflecting:					Non-compensation expenses of $152 million increased $24 million, reflecting:
— higher incentive compensation which aligns with actual/projected financial and operational performance relative to targets					— increases in costs to support operating growth, including technology infrastructure and AI usage costs

Compensation expenses of $278 million were generally in line with the prior year period			Non-compensation expenses of $164 million decreased $18 million, primarily reflecting:
			— lower charitable contributions compared to the prior year

Depreciation and amortization was generally in line with the prior year.

The amounts reflect charges and adjustments related to the Company's restructuring program, more fully discussed in Note 9 to the consolidated financial statements.

Operating margin 44.8%, ⇓ 90 BPS

Adjusted Operating Margin(1) 52.6%, ⇓ 30 BPS

Operating margin and Adjusted Operating Margin(1) contraction was driven by operating expense growth outpacing modest overall revenue growth.

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Interest Expense, net ⇓ $4 million

Other non-operating income ⇓ $7 million

Interest expense decrease is primarily due to:

Decrease in income is primarily due to:

— lower interest expense on borrowings of $4 million, reflecting favorable impacts from fixed-to-floating interest rate swaps due to a lower interest rate environment compared with the prior year, as well as the maturity of certain swaps in prior periods; and

— the release of an indemnification asset of $8 million associated with the lapse of a statute of limitations related to tax exposures assumed in a prior-year M&A transaction(5)

— a $2 million reduction in tax-related interest expense primarily reflecting the lapse in the statute of limitations related to tax exposures assumed in a prior-year M&A transaction(5); partially offset by

— a decrease in interest income of $5 million reflecting lower cash balances and lower interest rates

(5) These amounts offset the tax benefit described in the ETR section below, and accordingly, have no impact to Net Income.

Primarily reflects the gain on divestiture of the MA Regulatory Solutions business.

The decrease in ETR primarily reflects tax benefits recognized pursuant to the lapse of a statute of limitations related to tax exposures assumed in a prior-year M&A transaction, for which the sellers had indemnified Moody's(5), coupled with non-U.S.-related tax benefits. The benefit related to the indemnified tax exposures including the associated reduction to Interest expense, net, was offset by the release of the related indemnification asset within Other non-operating income, net, resulting in no impact to Net Income.

Diluted EPS ⇑ $0.64

Adjusted Diluted EPS(1) ⇑ $0.22

The increase in Diluted EPS primarily reflects the gain on the divestiture of the MA Regulatory Solutions business, coupled with a decrease in the diluted weighted average shares outstanding as a result of share repurchases.

The increase in Adjusted Diluted EPS(1) primarily reflects a decrease in the diluted weighted average shares outstanding as a result of share repurchases.

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Segment Results

Moody’s Analytics

The table below provides a summary of revenue and operating results, followed by further insight and commentary:

	Three Months Ended September 30,						% Change Favorable (Unfavorable)
	2026			2025
Revenue:
Decision Solutions (DS)	$	426		$	424		—	%
Research and Insights (R&I)	260			252			3	%
Data and Information (D&I)	250			233			7	%
Total external revenue	936			909			3	%
Intersegment revenue	3			3			—	%
Total MA revenue	939			912			3	%
Expenses:
Compensation expense	352			353			—	%
Non-compensation expense	205			196			(5	%)
Total compensation and non-compensation expense	557			549			(1	%)
Intersegment expense	51			50			(2	%)
Total	608			599			(2	%)
Adjusted Operating Income	$	331		$	313		6	%
Adjusted Operating Margin	35.3		%	34.3		%
Depreciation and amortization	102			101			(1	%)
Restructuring	22			15			(47	%)
Charges related to asset abandonment	—			1			100	%
Reserve for international non-income tax obligation	—

Loading holders...

Held by

holders ( registered funds via N-PORT, institutional investors via 13F). Showing top by dollar value.

Holder	Type	ETF	MF	Position ($)	% of holder	Δ % of holder	Holder AUM

Recent insider activity

Last 90 days. Open-market trades (purchases & sales) by directors, officers, and 10%+ owners. 3 transactions across 1 insider. Net: -3,857 shares, -$1,866,706.

Date	Insider	Role	Action	Shares	Price	Value
2026-10-01	Fauber Robert	President and CEO	Sell	-923 ×2	$455.00	-$419,965
2026-09-01	Fauber Robert	President and CEO	Sell	-1,467 ×2	$501.89	-$736,273
2026-08-03	Fauber Robert	President and CEO	Sell	-1,467 ×2	$484.30	-$710,468

Source: SEC Form 4 filings.

Next expected filings

~2027-02-17 10-K expected by 2027-02-26 (in 116 days)
~2027-04-22 10-Q expected by 2027-05-09 (in 180 days)
~2027-07-22 10-Q expected by 2027-08-08 (in 271 days)
~2027-10-20 10-Q expected by 2027-11-06 (in 361 days)

Predicted from historical filing cadence; not an SEC commitment.

Recent SEC filings

2026-10-21 8-K Earnings Release; Regulation FD Disclosure; Financial Statements and Exhibits
2026-10-21 10-Q Quarterly Report
2026-10-15 8-K/A Officer/Director Change
2026-08-12 8-K Officer/Director Change; Regulation FD Disclosure; Financial Statements and Exhibits
2026-07-24 S-8 Employee Benefit Plan Registration
2026-07-23 10-Q Quarterly Report
2026-07-22 8-K Earnings Release; Regulation FD Disclosure; Financial Statements and Exhibits
2026-04-23 10-Q Quarterly Report
2026-04-22 8-K Earnings Release; Regulation FD Disclosure; Financial Statements and Exhibits
2026-02-18 10-K Annual Report
2026-02-18 8-K Earnings Release; Regulation FD Disclosure; Financial Statements and Exhibits
2026-01-12 8-K Officer/Director Change; Regulation FD Disclosure; Financial Statements and Exhibits
2025-12-19 8-K Officer/Director Change; Financial Statements and Exhibits
2025-10-23 10-Q Quarterly Report
2025-10-22 8-K Earnings Release; Regulation FD Disclosure; Financial Statements and Exhibits

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