MSCI 10-Q Quarterly Report June 30, 2025

MSCI INC.

10-Ks and 10-Qs

10-Q	Quarter ended Sept. 30, 2025
10-Q	Quarter ended June 30, 2025
10-Q	Quarter ended March 31, 2025
10-K	Fiscal year ended Dec. 31, 2024
10-Q	Quarter ended Sept. 30, 2024
10-Q	Quarter ended June 30, 2024
10-Q	Quarter ended March 31, 2024
10-K	Fiscal year ended Dec. 31, 2023
10-Q	Quarter ended Sept. 30, 2023
10-Q	Quarter ended June 30, 2023
10-Q	Quarter ended March 31, 2023
10-K	Fiscal year ended Dec. 31, 2022
10-Q	Quarter ended Sept. 30, 2022
10-Q	Quarter ended June 30, 2022
10-Q	Quarter ended March 31, 2022
10-K	Fiscal year ended Dec. 31, 2021
10-Q	Quarter ended Sept. 30, 2021
10-Q	Quarter ended June 30, 2021
10-Q	Quarter ended March 31, 2021
10-K	Fiscal year ended Dec. 31, 2020
10-Q	Quarter ended Sept. 30, 2020
10-Q	Quarter ended June 30, 2020
10-Q	Quarter ended March 31, 2020
10-K	Fiscal year ended Dec. 31, 2019
10-Q	Quarter ended Sept. 30, 2019
10-Q	Quarter ended June 30, 2019
10-Q	Quarter ended March 31, 2019
10-K	Fiscal year ended Dec. 31, 2018
10-Q	Quarter ended Sept. 30, 2018
10-Q	Quarter ended June 30, 2018
10-Q	Quarter ended March 31, 2018
10-K	Fiscal year ended Dec. 31, 2017
10-Q	Quarter ended Sept. 30, 2017
10-Q	Quarter ended June 30, 2017
10-Q	Quarter ended March 31, 2017
10-K	Fiscal year ended Dec. 31, 2016
10-Q	Quarter ended Sept. 30, 2016
10-Q	Quarter ended June 30, 2016
10-Q	Quarter ended March 31, 2016
10-K	Fiscal year ended Dec. 31, 2015
10-Q	Quarter ended Sept. 30, 2015
10-Q	Quarter ended June 30, 2015
10-Q	Quarter ended March 31, 2015
10-K	Fiscal year ended Dec. 31, 2014
10-Q	Quarter ended Sept. 30, 2014
10-Q	Quarter ended June 30, 2014
10-Q	Quarter ended March 31, 2014
10-K	Fiscal year ended Dec. 31, 2013
10-Q	Quarter ended Sept. 30, 2013
10-Q	Quarter ended June 30, 2013
10-Q	Quarter ended March 31, 2013
10-K	Fiscal year ended Dec. 31, 2012
10-Q	Quarter ended Sept. 30, 2012
10-Q	Quarter ended June 30, 2012
10-Q	Quarter ended March 31, 2012
10-K	Fiscal year ended Dec. 31, 2011
10-Q	Quarter ended Sept. 30, 2011
10-Q	Quarter ended June 30, 2011
10-Q	Quarter ended March 31, 2011
10-K	Fiscal year ended Nov. 30, 2010
10-Q	Quarter ended Aug. 31, 2010
10-Q	Quarter ended May 31, 2010
10-Q	Quarter ended Feb. 28, 2010
10-K	Fiscal year ended Nov. 30, 2009

PROXIES

DEF 14A	Filed on April 22, 2025
DEF 14A	Filed on March 12, 2025
DEF 14A	Filed on April 23, 2024
DEF 14A	Filed on March 13, 2024
DEF 14A	Filed on March 15, 2023
DEF 14A	Filed on April 26, 2022
DEF 14A	Filed on March 16, 2022
DEF 14A	Filed on March 17, 2021
DEF 14A	Filed on March 18, 2020
DEF 14A	Filed on March 11, 2019
DEF 14A	Filed on March 23, 2018
DEF 14A	Filed on March 24, 2017
DEF 14A	Filed on March 14, 2016
DEF 14A	Filed on March 13, 2015
DEF 14A	Filed on March 17, 2014
DEF 14A	Filed on March 19, 2013
DEF 14A	Filed on March 19, 2012
DEF 14A	Filed on March 22, 2011
DEF 14A	Filed on Feb. 23, 2010

msci-20250630

Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

___________________________________

FORM 10-Q

___________________________________


x			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2025


o			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from____________to____________

Commission file number 001-33812

________________________________________

MSCI INC.

(Exact Name of Registrant as Specified in its Charter)

________________________________________


Delaware						13-4038723
(State or other jurisdiction of Incorporation or Organization)						(I.R.S. Employer Identification Number)

7 World Trade Center 250 Greenwich Street, 49 th Floor New York , New York						10007
(Address of Principal Executive Offices)						(Zip Code)

Registrant’s telephone number, including area code: ( 212 ) 804-3900

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common stock, par value $0.01 per share

MSCI

New York Stock Exchange

________________________________________

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer	x	Accelerated filer	o
Non-accelerated filer	o	Smaller reporting company	o
		Emerging growth company	o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No x

As of July 15, 2025, there were 77,365,235 shares of the registrant’s Common Stock, par value $0.01, outstanding.

Table of Contents

FOR THE QUARTER ENDED JUNE 30, 2025

TABLE OF CONTENTS


		Page
	Part I – Financial Information
Item 1.	Financial Statements	4
	Condensed Consolidated Statements of Financial Condition as of June 30, 2025 and December 31, 20 24	4
	Condensed Consolidated Statements of Income for the three and s ix months ended June 30 , 202 5 and 20 24	5
	Condensed Consolidated Statements of Comprehensive Income for the three and six months ended June 30 , 202 5 and 202 4	6
	Condensed Consolidated Statements of Shareholders' Equity (Deficit) for the three and six months ended June 30, 202 5 and 202 4	7
	Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2025 and 20 24	8
	Notes to Condensed Consolidated Financial Statements	9
	1. Introduction and Basis of Presentation	9
	2. Recent Accounting Pronouncements	10
	3. Revenue Recognition	10
	4. Earnings Per Common Share	12
	5. Acquisitions	12
	6. Goodwill and Intangible Assets, Net	13
	7. Debt	14
	8. Leases	15
	9 . Shareholders’ Equity (Deficit)	16
	1 0 . Income Taxes	17
	1 1 . Segment Information	18
	1 2 . Subsequent Events	21
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	22
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	39
Item 4.	Controls and Procedures	40

	Part II – Other Information
Item 1.	Legal Proceedings	41
Item 1A.	Risk Factors	41
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	41
Item 5.	Other Information	41
Item 6.	Exhibits	42

Table of Contents

AVAILABLE INFORMATION

Our corporate headquarters is located at 7 World Trade Center, 250 Greenwich Street, 49th Floor, New York, New York, 10007, and our telephone number is (212) 804-3900. We maintain a website on the internet at www.msci.com. The contents of our website are not a part of or incorporated by reference in this Quarterly Report on Form 10-Q.

We file annual, quarterly and current reports, proxy statements and other information with the Securities and Exchange Commission (“SEC”). The SEC maintains a website that contains reports, proxy and information statements and other information that we file electronically with the SEC at www.sec.gov. We also make available free of charge, on or through our website, these reports, proxy statements and other information as soon as reasonably practicable following the time they are electronically filed with or furnished to the SEC. To access these, click on the “SEC Filings” link under the “Financial Information” tab found on our investor relations homepage (http://ir.msci.com).

We also use our investor relations website ir.msci.com and our social media outlets, such as LinkedIn or X (@MSCI_Inc), as channels of distribution of Company information. The information we post through these channels may be deemed material.

Accordingly, investors should monitor these channels, in addition to following our press releases, SEC filings and public conference calls and webcasts. In addition, you may automatically receive email alerts and other information about us when you enroll your email address by visiting the “Email Alerts” on our investor relations homepage at https://ir.msci.com/email-alerts. The contents of our website, including our investor relations website, and our social media channels are not, however, a part of or incorporated by reference in this Quarterly Report on Form 10-Q.

FORWARD-LOOKING STATEMENTS

We have included in this Quarterly Report on Form 10-Q, and from time to time may make in our public filings, press releases or other public statements, certain statements that constitute forward-looking statements. In addition, our management may make forward-looking statements to analysts, investors, representatives of the media and others. These forward-looking statements are not historical facts and represent only MSCI’s beliefs regarding future events, many of which, by their nature, are inherently uncertain and beyond our control. These forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these statements.

In some cases, you can identify forward-looking statements by the use of words such as “may,” “could,” “expect,” “intend,” “plan,” “seek,” “anticipate,” “believe,” “estimate,” “predict,” “potential” or “continue,” or the negative of these terms or other comparable terminology. Statements concerning our financial position, business strategy and plans or objectives for future operations are forward-looking statements. You should not place undue reliance on forward-looking statements because they involve known and unknown risks, uncertainties and other factors that are, in some cases, beyond our control and that could materially affect our actual results, levels of activity, performance or achievements. Such risks and uncertainties include those set forth under “Risk Factors” in Part I, Item 1A of the 2024 Annual Report on Form 10-K filed with the SEC on February 7, 2025. If any of these risks or uncertainties materialize, or if MSCI’s underlying assumptions prove to be incorrect, actual results may vary significantly from what MSCI projected. Any forward-looking statement reflects our current views with respect to future events, levels of activity, performance or achievements and is subject to these and other risks, uncertainties and assumptions relating to our operations, results of operations, growth strategy and liquidity. The forward-looking statements in this report speak only as of the time they are made and do not necessarily reflect our outlook at any other point in time. MSCI assumes no obligation to publicly update or revise these forward-looking statements for any reason, whether as a result of new information, future events, or otherwise, except as required by law. Therefore, readers should carefully review the risk factors set forth in our Annual Report on Form 10-K and in other reports or documents we file from time to time with the SEC.

Table of Contents

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

MSCI INC.

CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

(in thousands, except per share and share data)


	As of
	June 30,		December 31,
(unaudited)	2025		2024
ASSETS
Current assets:
Cash and cash equivalents (includes restricted cash of $ 3,635 and $ 3,497 at June 30, 2025 and December 31, 2024, respectively)	$	347,318	$	409,351
Accounts receivable (net of allowances of $ 5,707 and $ 5,284 at June 30, 2025 and December 31, 2024, respectively)	790,576		820,709
Prepaid income taxes	68,331		48,162
Prepaid and other assets	64,983		65,799
Total current assets	1,271,208		1,344,021

Property, equipment and leasehold improvements, net	85,626		70,885
Right of use assets	117,161		119,435
Goodwill	2,925,600		2,915,167
Intangible assets, net	869,190		907,613
Deferred tax assets	42,486		40,626
Other non-current assets	62,405		47,692
Total assets	$	5,373,676	$	5,445,439


LIABILITIES AND SHAREHOLDERS’ EQUITY (DEFICIT)
Current liabilities:
Accounts payable	$	11,761	$	14,517
Income taxes payable	65,141		37,989
Accrued compensation and related benefits	144,802		217,492

Other accrued liabilities	188,144		192,233
Deferred revenue	1,060,335		1,123,423
Total current liabilities	1,470,183		1,585,654

Long-term debt	4,513,028		4,510,816
Long-term operating lease liabilities	115,401		121,153
Deferred tax liabilities	52,387		47,623
Other non-current liabilities	108,885		120,190
Total liabilities	6,259,884		6,385,436


Commitments and Contingencies (see Note 7)

Shareholders’ equity (deficit):
Preferred stock (par value $ 0.01 ; 100,000,000 shares authorized; no shares issued)	—		—
Common stock (par value $ 0.01 ; 750,000,000 common shares authorized; 134,312,034 and 134,079,855 common shares issued and 77,365,235 and 77,744,588 common shares outstanding at June 30, 2025 and December 31, 2024, respectively)	1,343		1,341
Treasury shares, at cost ( 56,946,799 and 56,335,267 common shares held at June 30, 2025 and December 31, 2024, respectively)	( 7,680,426 )		( 7,334,291 )
Additional paid in capital	1,751,826		1,683,693
Retained earnings	5,091,154		4,780,300
Accumulated other comprehensive loss	( 50,105 )		( 71,040 )
Total shareholders’ equity (deficit)	( 886,208 )		( 939,997 )

Total liabilities and shareholders’ equity (deficit)	$	5,373,676	$	5,445,439

See Notes to Condensed Consolidated Financial Statements (Unaudited)

Table of Contents

MSCI INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(in thousands, except per share data)


	Three Months Ended June 30,				Six Months Ended June 30,
(unaudited)	2025		2024		2025		2024
Operating revenues	$	772,679	$	707,949	$	1,518,505	$	1,387,914

Operating expenses:
Cost of revenues (exclusive of depreciation and amortization)	137,667		128,109		274,457		256,623
Selling and marketing	78,210		71,454		156,917		143,622
Research and development	44,074		41,073		91,665		81,598
General and administrative	38,349		39,706		95,446		96,397
Amortization of intangible assets	43,760		40,773		87,632		79,377
Depreciation and amortization of property, equipment and leasehold improvements	5,385		4,226		10,131		8,307
Total operating expenses	347,445		325,341		716,248		665,924


Operating income	425,234		382,608		802,257		721,990

Interest income	( 2,929 )		( 6,110 )		( 6,805 )		( 12,158 )
Interest expense	46,184		46,633		92,676		93,307
Other expense (income)	4,139		2,091		7,476		4,954

Other expense (income), net	47,394		42,614		93,347		86,103


Income before provision for income taxes	377,840		339,994		708,910		635,887
Provision for income taxes	74,190		73,236		116,660		113,175
Net income	$	303,650	$	266,758	$	592,250	$	522,712


Earnings per share:
Basic	$	3.92	$	3.37	$	7.64	$	6.60
Diluted	$	3.92	$	3.37	$	7.63	$	6.59

Weighted average shares outstanding:
Basic	77,400		79,085		77,514		79,140
Diluted	77,496		79,245		77,651		79,377

See Notes to Condensed Consolidated Financial Statements (Unaudited)

Table of Contents

MSCI INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in thousands)


	Three Months Ended June 30,				Six Months Ended June 30,
(unaudited)	2025		2024		2025		2024
Net income	$	303,650	$	266,758	$	592,250	$	522,712
Other comprehensive income (loss):
Foreign currency translation adjustments	15,473		( 1,255 )		22,968		( 3,797 )
Income tax effect	( 1,948 )		( 117 )		( 2,635 )		212
Foreign currency translation adjustments, net	13,525		( 1,372 )		20,333		( 3,585 )


Pension and other post-retirement adjustments	35		85		602		106
Income tax effect	3		9		—		( 4 )
Pension and other post-retirement adjustments, net	38		94		602		102

Other comprehensive income (loss), net of tax	13,563		( 1,278 )		20,935		( 3,483 )

Comprehensive income	$	317,213	$	265,480	$	613,185	$	519,229

See Notes to Condensed Consolidated Financial Statements (Unaudited)

Table of Contents

MSCI INC.

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (DEFICIT)

(in thousands)


(unaudited)	Common Stock		Treasury Stock		Additional Paid in Capital		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Total
Balance at December 31, 2024	$	1,341	$	( 7,334,291 )	$	1,683,693	$	4,780,300	$	( 71,040 )	$	( 939,997 )
Net income							288,600				288,600
Dividends declared ($ 1.80 per common share)							( 141,392 )				( 141,392 )
Dividends paid in shares					35						35
Other comprehensive income (loss), net of tax									7,372		7,372
Common stock issued	2										2
Shares withheld for tax withholding			( 57,735 )								( 57,735 )
Exercise of stock options					394						394
Compensation payable in common stock					40,366						40,366
Common stock repurchased and held in treasury			( 156,207 )								( 156,207 )
Common stock issued to Directors and (held in)/released from treasury			( 8 )								( 8 )
Balance at March 31, 2025	1,343		( 7,548,241 )		1,724,488		4,927,508		( 63,668 )		( 958,570 )

Net income							303,650				303,650
Dividends declared ($ 1.80 per common share)							( 140,004 )				( 140,004 )
Dividends paid in shares					11						11
Other comprehensive income (loss), net of tax									13,563		13,563
Common stock issued											—
Shares withheld for tax withholding			( 74 )								( 74 )
Exercise of stock options					3,915						3,915
Compensation payable in common stock					23,412						23,412
Common stock repurchased and held in treasury			( 132,460 )								( 132,460 )
Common stock issued to Directors and (held in)/released from treasury			349								349
Balance at June 30, 2025	$	1,343	$	( 7,680,426 )	$	1,751,826	$	5,091,154	$	( 50,105 )	$	( 886,208 )













Balance at December 31, 2023	$	1,338	$	( 6,447,101 )	$	1,587,670	$	4,179,681	$	( 61,352 )	$	( 739,764 )
Net income							255,954				255,954
Dividends declared ($ 1.60 per common share)							( 129,444 )				( 129,444 )
Dividends paid in shares					74						74
Other comprehensive income (loss), net of tax									( 2,205 )		( 2,205 )
Common stock issued	3										3
Shares withheld for tax withholding			( 69,991 )								( 69,991 )

Compensation payable in common stock					34,894						34,894
Common stock repurchased and held in treasury											—
Common stock issued to Directors and (held in)/released from treasury			( 38 )								( 38 )
Balance at March 31, 2024	1,341		( 6,517,130 )		1,622,638		4,306,191		( 63,557 )		( 650,517 )

Net income							266,758				266,758
Dividends declared ($ 1.60 per common share)							( 127,304 )				( 127,304 )
Dividends paid in shares					40						40
Other comprehensive income (loss), net of tax									( 1,278 )		( 1,278 )
Common stock issued											—
Shares withheld for tax withholding			( 200 )								( 200 )
Compensation payable in common stock					19,707						19,707
Common stock repurchased and held in treasury			( 243,035 )								( 243,035 )
Common stock issued to Directors and (held in)/released from treasury			1,346								1,346
Balance at June 30, 2024	$	1,341	$	( 6,759,019 )	$	1,642,385	$	4,445,645	$	( 64,835 )	$	( 734,483 )

See Notes to Condensed Consolidated Financial Statements (Unaudited)

Table of Contents

MSCI INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)


	Six Months Ended June 30,
(unaudited)	2025		2024
Cash flows from operating activities
Net income	$	592,250	$	522,712
Adjustments to reconcile net income to net cash provided by operating activities:
Amortization of intangible assets	87,632		79,377
Stock-based compensation expense	63,185		53,732
Depreciation and amortization of property, equipment and leasehold improvements	10,131		8,307
Amortization of right of use assets	12,114		11,837
Amortization of debt origination fees	2,575		2,567
Loss on extinguishment of debt	—		1,510
Deferred taxes	1,645		42,555
Other adjustments	20,191		( 3,085 )
Changes in assets and liabilities:
Accounts receivable	36,647		125,264
Prepaid income taxes	( 19,888 )		( 39,595 )
Prepaid and other assets	2,128		1,676
Other non-current assets	( 13,322 )		( 1,961 )
Accounts payable	( 3,821 )		2,646
Income taxes payable	20,030		2,134
Accrued compensation and related benefits	( 77,830 )		( 84,865 )
Other accrued liabilities	6,373		3,162
Deferred revenue	( 79,712 )		( 60,128 )
Long-term operating lease liabilities	( 13,761 )		( 12,387 )
Other non-current liabilities	( 8,234 )		( 6,019 )
Other	( 458 )		( 54 )
Net cash provided by operating activities	637,875		649,385


Cash flows from investing activities
Capitalized software development costs	( 44,476 )		( 38,673 )
Capital expenditures	( 22,948 )		( 12,889 )
Cash paid for acquisitions, net of cash acquired	—		( 27,467 )
Other	( 43 )		( 429 )
Net cash used in investing activities	( 67,467 )		( 79,458 )


Cash flows from financing activities
Repurchase of common stock held in treasury	( 351,584 )		( 311,709 )
Payment of dividends	( 283,528 )		( 258,223 )
Repayment of borrowings	( 214,875 )		( 339,063 )
Proceeds from borrowings	215,000		336,875
Payment of debt issuance costs	—		( 3,739 )
Payment of contingent consideration and deferred purchase price from acquisitions	( 12,145 )		—
Proceeds from exercise of stock options	4,308		—
Net cash used in financing activities	( 642,824 )		( 575,859 )


Effect of exchange rate changes	10,383		( 4,360 )

Net increase (decrease) in cash, cash equivalents and restricted cash	( 62,033 )		( 10,292 )

Cash, cash equivalents and restricted cash, beginning of period	409,351		461,693
Cash, cash equivalents and restricted cash, end of period	$	347,318	$	451,401


Supplemental disclosure of cash flow information:
Cash paid for interest	$	89,683	$	90,732
Cash paid for income taxes, net of refunds received	$	112,288	$	113,232

Supplemental disclosure of non-cash investing activities
Property, equipment and leasehold improvements in other accrued liabilities	$	4,935	$	6,809

See Notes to Condensed Consolidated Financial Statements (Unaudited)

Table of Contents

MSCI INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

1. INTRODUCTION AND BASIS OF PRESENTATION

MSCI Inc., together with its wholly owned subsidiaries (the “Company” or “MSCI”) is a leading provider of critical decision support tools and solutions for the global investment community. Our mission-critical offerings help investors navigate the complexities of a dynamic and evolving investment landscape . Leveraging our deep knowledge of the global investment process and our expertise in research, data and technology, we enable our clients to understand and analyze key drivers of risk and return and build portfolios more effectively. Our products and services include indexes; portfolio construction and risk management tools; sustainability and climate solutions; and private asset data and analytics.

Basis of Presentation and Use of Estimates

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they should be read in conjunction with the audited consolidated financial statements and notes included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024. If not materially different, certain note disclosures included therein have been omitted from these interim condensed consolidated financial statements.

In the opinion of management, all adjustments, which consist of normal recurring adjustments necessary for a fair statement of the interim consolidated financial statements, have been included. The results of operations for interim periods are not necessarily indicative of results for the entire year.

The Company’s unaudited condensed consolidated financial statements are prepared in accordance with GAAP. The Company makes certain estimates and judgments that can affect the reported amounts of assets and liabilities as of the date of the unaudited condensed consolidated financial statements, as well as the reported amounts of operating revenues and expenses during the periods presented. Significant estimates and judgments made by management include such examples as assessment of impairment of goodwill and intangible assets and income taxes. The Company believes that estimates used in the preparation of these unaudited condensed consolidated financial statements are reasonable; however, actual results could differ materially from these estimates. Inter-company balances and transactions are eliminated in consolidation.

In the first quarter of 2025, we renamed our “ESG and Climate” operating and reportable segment to “Sustainability and Climate” to reflect the breadth of our product offerings. There were no changes to the composition of our operating or reportable segments, the financial information reviewed by our chief operating decision maker (“CODM”), or our historical segment operating results.

Concentrations

For the six months ended June 30, 2025 and 2024, BlackRock, Inc. (“BlackRock”) accounted for 10.3 % and 10.1 % of the Company’s consolidated operating revenues, respectively. For the six months ended June 30, 2025 and 2024, BlackRock accounted for 18.0 % and 17.8 % of the Index segment’s operating revenues, respectively. No single customer represented 10.0% or more of operating revenues within Analytics, Sustainability and Climate or All Other – Private Assets for the six months ended June 30, 2025 and 2024.

Table of Contents

Allowance for Credit Losses

Changes in the allowance for credit losses from December 31, 2023 to June 30, 2025 were as follows:


(in thousands)	Amount
Balance as of December 31, 2023	$	3,968
Addition to credit loss expense	3,990
Write-offs, net of recoveries	( 2,674 )
Balance as of December 31, 2024	$	5,284

Addition to credit loss expense	1,307
Write-offs, net of recoveries	( 884 )
Balance as of June 30, 2025	$	5,707

2. RECENT ACCOUNTING PRONOUNCEMENTS

In November 2023, the FASB issued Accounting Standards Update No. 2023-07 “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures,” or ASU 2023-07. The amendments in ASU 2023-07 aim to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. ASU 2023-07 was adopted by the Company and was effective for the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, and subsequent interim periods. The adoption of ASU 2023-07 expanded certain disclosures but did not have a material impact on our consolidated financial statements.

In December 2023, the FASB issued Accounting Standards Update No. 2023-09 “Income Taxes (Topic 740): Improvements to Income Tax Disclosures,” or ASU 2023-09. The amendments in ASU 2023-09 aim to enhance the transparency and decision usefulness of income tax disclosures. ASU 2023-09 is effective for the Company’s Annual Report on Form 10-K for the year ended December 31, 2025. The adoption of ASU 2023-09 will expand our disclosures, but we do not expect the adoption of ASU 2023-09 to have a material impact on our consolidated financial statements.

In November 2024, the FASB issued Accounting Standards Update No. 2024-03 “Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40)” or ASU 2024-03. The amendments in ASU 2024-03 require additional disclosure of the nature of expenses included in the income statement as well as disclosures about specific types of expenses included in the expense captions presented in the income statement. ASU 2024-03 is effective for the Company’s Annual Report on Form 10-K for the year ended December 31, 2027 and interim period reporting beginning in 2028 on a prospective basis. The Company is currently evaluating the impact that the adoption of this standard will have on its consolidated financial statements.

3. REVENUE RECOGNITION

MSCI’s operating revenues are reported by product type and each product type may have different timing for recognizing revenue. The Company’s operating revenue types are recurring subscriptions, asset-based fees and non-recurring revenues. The Company also disaggregates operating revenues by segment.

The tables that follow present the disaggregated operating revenues for the periods indicated:


	For the Three Months Ended June 30, 2025
	Segments
(in thousands)	Index		Analytics		Sustainability and Climate		All Other - Private Assets		Total
Operating Revenue Types
Recurring subscriptions	$	235,647	$	169,781	$	87,027	$	70,313	$	562,768
Asset-based fees	184,072		—		—		—		184,072
Non-recurring	15,114		7,922		1,884		919		25,839
Total	$	434,833	$	177,703	$	88,911	$	71,232	$	772,679

Table of Contents


	For the Six Months Ended June 30, 2025
	Segments
(in thousands)	Index		Analytics		Sustainability and Climate		All Other - Private Assets		Total
Operating Revenue Types
Recurring subscriptions	$	468,977	$	339,536	$	169,764	$	137,132	$	1,115,409
Asset-based fees	361,487		—		—		—		361,487
Non-recurring	26,112		10,352		3,766		1,379		41,609
Total	$	856,576	$	349,888	$	173,530	$	138,511	$	1,518,505


	For the Three Months Ended June 30, 2024
	Segments
(in thousands)	Index		Analytics		Sustainability and Climate		All Other - Private Assets		Total
Operating Revenue Types
Recurring subscriptions	$	217,032	$	162,128	$	78,000	$	64,309	$	521,469
Asset-based fees	163,281		—		—		—		163,281
Non-recurring	16,879		3,867		1,855		598		23,199
Total	$	397,192	$	165,995	$	79,855	$	64,907	$	707,949


	For the Six Months Ended June 30, 2024
	Segments
(in thousands)	Index		Analytics		Sustainability and Climate		All Other - Private Assets		Total
Operating Revenue Types
Recurring subscriptions	$	429,984	$	322,679	$	154,418	$	127,443	$	1,034,524
Asset-based fees	313,540		—		—		—		313,540
Non-recurring	27,540		7,282		3,321		1,707		39,850
Total	$	771,064	$	329,961	$	157,739	$	129,150	$	1,387,914

The tables that follow present the change in accounts receivable, net of allowances, and current deferred revenue between the dates indicated:


(in thousands)	Accounts receivable, net of allowances		Deferred revenue
Opening (December 31, 2024)	$	820,709	$	1,123,423
Closing (June 30, 2025)	790,576		1,060,335
Increase/(decrease)	$	( 30,133 )	$	( 63,088 )


(in thousands)	Accounts receivable, net of allowances		Deferred revenue
Opening (December 31, 2023)	$	839,555	$	1,083,864
Closing (June 30, 2024)	709,487		1,017,997
Increase/(decrease)	$	( 130,068 )	$	( 65,867 )

The amounts of revenues recognized in the periods that were included in the opening current deferred revenue, which reflects contract liability amounts, were $ 343.4 million and $ 790.7 million for the three and six months ended June 30, 2025, respectively, and $ 285.3 million and $ 705.6 million for the three and six months ended June 30, 2024, respectively. The difference between the opening and closing balances of the Company’s deferred revenue was primarily driven by an increase in the amortization of deferred revenue to operating revenues, partially offset by an increase in billings. As of June 30, 2025 and December 31, 2024, the Company carried a

Table of Contents

long-term deferred revenue balance of $ 31.4 million and $ 32.2 million, respectively, in “Other non-current liabilities” on the Unaudited Condensed Consolidated Statement of Financial Condition.

For contracts that have a duration of one year or less, the Company has not disclosed either the remaining performance obligation as of the end of the reporting period or when the Company expects to recognize the revenue. The remaining performance obligations for contracts that have a duration of greater than one year and the periods in which they are expected to be recognized are as follows:


	As of
	June 30,
(in thousands)	2025
First 12 -month period	$	983,371
Second 12 -month period	620,148
Third 12 -month period	285,661
Periods thereafter	195,780
Total	$	2,084,960

4. EARNINGS PER COMMON SHARE

Basic earnings per share (“EPS”) is computed by dividing net income by the weighted average number of common shares outstanding during the period. Diluted EPS reflects the assumed conversion of all dilutive securities, including, when applicable, stock options, restricted stock units, performance stock units, and performance stock options.

The following table presents the computation of basic and diluted EPS:


	Three Months Ended June 30,				Six Months Ended June 30,
(in thousands, except per share data)	2025		2024		2025		2024
Net income	$	303,650	$	266,758	$	592,250	$	522,712

Basic weighted average common shares outstanding	77,400		79,085		77,514		79,140
Effect of dilutive securities	96		160		137		237
Diluted weighted average common shares outstanding	77,496		79,245		77,651		79,377


Earnings per common share:
Basic	$	3.92	$	3.37	$	7.64	$	6.60
Diluted	$	3.92	$	3.37	$	7.63	$	6.59

5. ACQUISITIONS

On January 2, 2024, MSCI completed the acquisition of Fabric RQ, Inc. (“Fabric”), a wealth technology platform specializing in portfolio design, customization and analytics for wealth managers and advisors. Fabric is a part of the Analytics operating segment. The aggregate purchase price for Fabric was $ 16.1 million and resulted in the recognition of $ 5.9 million of goodwill.

On April 16, 2024, MSCI completed the acquisition of Foxberry Ltd. (“Foxberry”), a front-office index technology platform. Foxberry is a part of the Index operating segment. The aggregate purchase price for Foxberry was $ 42.6 million and resulted in the

recognition of $ 23.9 million of goodwill.

The Fabric and Foxberry acquisitions each included contingent consideration as a component of the aggregate purchase price. The fair values of the contingent consideration were determined based on management estimates and assumptions which primarily included forecasted product sales, probability of achievement of certain integration targets and discount rates. The Company classifies these liabilities as Level 3 within the fair value hierarchy, as the measurement is based on inputs that are not observable in the market. As of June 30, 2025, the fair value of the contingent consideration was $ 15.7 million, of which $ 9.4 million is included in “Other

Table of Contents

accrued liabilities” and $ 6.3 million is included in “Other non-current liabilities” on the Unaudited Condensed Consolidated Statement of Financial Condition.

Changes in the Company’s Level 3 financial liabilities for the three and six months ended June 30, 2025 and 2024, respectively, were as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
(in thousands)	2025		2024		2025		2024
Beginning balance	$	29,116	$	8,269	$	28,647	$	—
Additions of contingent consideration (1)	—		19,094		—		27,240
Change in fair value	( 3,775 )		383		( 3,306 )		506
Payments	( 9,634 )		—		( 9,634 )		—
Ending Balance	$	15,707	$	27,746	$	15,707	$	27,746

___________________________

(1) Reflects balance of contingent consideration at acquisition date fair value.

6. GOODWILL AND INTANGIBLE ASSETS, NET

Goodwill

The following table shows the changes in our goodwill balances from December 31, 2024 to June 30, 2025:


(in thousands)	Index		Analytics		Sustainability and Climate		All Other - Private Assets		Total
Goodwill at December 31, 2024	$	1,226,956	$	296,880	$	83,703	$	1,307,628	$	2,915,167
Foreign exchange translation adjustment	5,242		—		3,358		1,833		10,433
Goodwill at June 30, 2025	$	1,232,198	$	296,880	$	87,061	$	1,309,461	$	2,925,600

Intangible Assets, Net

The following table presents the amount of amortization expense related to intangible assets by category for the periods indicated:


	Three Months Ended June 30,				Six Months Ended June 30,
(in thousands)	2025		2024		2025		2024
Amortization expense of acquired intangible assets	$	24,200	$	25,893	$	50,017	$	51,160
Amortization expense of internally developed capitalized software	19,560		14,880		37,615		28,217
Total amortization of intangible assets expense	$	43,760	$	40,773	$	87,632	$	79,377

The gross carrying and accumulated amortization amounts related to the Company’s intangible assets were as follows:


	June 30, 2025						December 31, 2024
(in thousands)	Gross intangible assets		Accumulated amortization		Net intangible assets		Gross intangible assets		Accumulated amortization		Net intangible assets
Customer relationships	$	716,480	$	( 397,610 )	$	318,870	$	715,020	$	( 379,087 )	$	335,933
Proprietary data	456,328		( 127,695 )		328,633		452,813		( 104,980 )		347,833
Acquired technology and software	258,537		( 206,532 )		52,005		256,794		( 199,090 )		57,704
Trademarks	209,090		( 186,086 )		23,004		209,090		( 181,521 )		27,569
Internally developed capitalized software	362,201		( 215,523 )		146,678		316,795		( 178,221 )		138,574
Total	$	2,002,636	$	( 1,133,446 )	$	869,190	$	1,950,512	$	( 1,042,899 )	$	907,613

Table of Contents

The following table presents the estimated amortization expense for the remainder of the year ending December 31, 2025 and succeeding years:


Years Ending December 31, (in thousands)	Amortization Expense
Remainder of 2025	$	79,803
2026	137,898
2027	106,138
2028	77,034
2029	70,615
Thereafter	397,702
Total	$	869,190

7. DEBT

As of June 30, 2025, the Company had outstanding an aggregate of $ 4,200.0 million in senior unsecured notes (collectively, the “Senior Notes”) and $ 337.0 million of revolving loans under the Revolving Credit Facility (as defined below) as presented in the table below:


		Principal Amount Outstanding at		Carrying Value at		Carrying Value at		Fair Value at		Fair Value at
(in thousands)	Maturity Date	June 30, 2025		June 30, 2025		December 31, 2024		June 30, 2025		December 31, 2024
Debt
4.000 % senior unsecured notes due 2029	November 15, 2029	$	1,000,000	$	995,273	$	994,727	$	967,750	$	944,070
3.625 % senior unsecured notes due 2030	September 1, 2030	900,000		896,580		896,249		845,253		820,845
3.875 % senior unsecured notes due 2031	February 15, 2031	1,000,000		993,802		993,255		943,330		918,400
3.625 % senior unsecured notes due 2031	November 1, 2031	600,000		595,838		595,509		553,428		538,350
3.250 % senior unsecured notes due 2033	August 15, 2033	700,000		694,535		694,201		614,509		592,046
Variable rate revolving loans (1)	January 26, 2029	337,000		337,000		336,875		333,630		333,506
Total debt		$	4,537,000	$	4,513,028	$	4,510,816	$	4,257,900	$	4,147,217

___________________________

(1) As of June 30, 2025, there were $ 3.5 million in unamortized deferred financing fees associated with the variable rate revolving loan commitments under the Revolving Credit Facility of which $ 1.0 million is included in “Prepaid and other assets,” and $ 2.5 million is included in “Other non-current assets” on the Unaudited Condensed Consolidated Statement of Financial Condition.

Maturities of the Company’s principal debt payments as of June 30, 2025 are as follows:


Maturity of Principal Debt Payments (in thousands)	Amounts
Remainder of 2025	$	—
2026	—
2027	—
2028	—
2029	1,337,000
Thereafter	3,200,000
Total debt	$	4,537,000

Table of Contents

Interest payments attributable to the Company’s outstanding indebtedness are due as presented in the following table:

Interest payment frequency

First interest
payment date

Senior Notes and Revolving Loans

4.000 % senior unsecured notes due 2029

Semi-Annual

May 15

3.625 % senior unsecured notes due 2030

Semi-Annual

March 1

3.875 % senior unsecured notes due 2031

Semi-Annual

June 1

3.625 % senior unsecured notes due 2031

Semi-Annual

May 1

3.250 % senior unsecured notes due 2033

Semi-Annual

February 15

Variable rate revolving loans (1)

Variable

February 26

___________________________

(1) The first payment occurred on February 26, 2024.

The fair market value of the Company’s debt obligations represent Level 2 valuations. The Company utilized the market approach and obtained security pricing from a vendor who used broker quotes and third-party pricing services to determine fair values.

Credit Agreement. Since November 20, 2014, the Company has maintained a revolving credit agreement with a syndicate of banks. On January 26, 2024, the Company entered into a Second Amended and Restated Credit Agreement (the “Credit Agreement”), amending and restating in its entirety the Company’s prior Amended and Restated Credit Agreement (the “Prior Credit Agreement”). The Credit Agreement makes available to the Company an aggregate of $ 1,250.0 million of revolving loan commitments under a revolving credit facility (the “Revolving Credit Facility”), which may be drawn until January 26, 2029 . The obligations under the Credit Agreement are general unsecured obligations of the Company.

Interest on the revolving loans under the Credit Agreement accrues, at a variable rate, based on the secured overnight funding rate (“SOFR”) or the alternate base rate (“Base Rate”), plus, in each case, an applicable margin to be determined based on the credit ratings of the Company’s senior, unsecured long-term debt and will be due on each Interest Payment Date (as defined in the Credit Agreement). So long as the credit rating for the Company’s senior, unsecured long-term debt is set at BBB-/BBB- by each of S&P and Fitch, respectively, the applicable margin is 0.50 % for Base Rate loans, and 1.50 % for SOFR loans. At June 30, 2025, the interest rate on the revolving loans under the Revolving Credit Facility was 5.9 %.

In connection with the closings of the Senior Notes offerings, entry into the Prior Credit Agreement and the subsequent amendments thereto and entry into the Credit Agreement, the Company paid certain financing fees which, together with the existing fees related to prior credit facilities, are being amortized over their related lives. At June 30, 2025, $ 27.4 million of the deferred financing fees and premium remain unamortized, $ 1.0 million of which is included in “Prepaid and other assets”, $ 2.5 million of which is included in “Other non-current assets” and $ 23.9 million of which is included in “Long-term debt” on the Unaudited Condensed Consolidated Statement of Financial Condition.

8. LEASES

The components of lease expense (income) of the Company’s operating leases are as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
(in thousands)	2025		2024		2025		2024
Operating lease expenses	$	7,737	$	7,655	$	15,202	$	14,794
Variable lease costs	279		550		515		1,619
Short-term lease costs	127		224		226		439
Sublease income	( 658 )		( 918 )		( 1,317 )		( 1,746 )
Total lease costs	$	7,485	$	7,511	$	14,626	$	15,106

Table of Contents

Maturities of the Company’s operating lease liabilities as of June 30, 2025 are as follows:


Maturity of Lease Liabilities	Operating
(in thousands)	Leases
Remainder of 2025	$	15,597
2026	33,065
2027	26,900
2028	26,018
2029	17,372
Thereafter	41,406
Total lease payments	$	160,358

Less: Interest	( 17,877 )
Present value of lease liabilities	$	142,481


Other accrued liabilities	$	27,080
Long-term operating lease liabilities	$	115,401

Weighted-average remaining lease term and discount rate for the Company’s operating leases are as follows:


	As of
	June 30,		December 31,
Lease Term and Discount Rate	2025		2024
Weighted-average remaining lease term (years)	5.85		6.27
Weighted-average discount rate	4.11	%	4.06	%

Other information related to the Company’s operating leases are as follows:


Other Information	Six Months Ended June 30,
(in thousands)	2025		2024
Operating cash flows used for operating leases	$	16,702	$	15,514
Right of use assets obtained in exchange for new operating lease liabilities	$	7,059	$	27,245

9. SHAREHOLDERS’ EQUITY (DEFICIT)

Return of capital

On October 28, 2024 , the Board of Directors authorized a stock repurchase program (the “2024 Repurchase Program”) for the purchase of up to $ 1,500.0 million worth of shares of MSCI’s common stock in addition to the $ 405.4 million of authorization then remaining under a previously existing share repurchase program that was replaced by, and incorporated into, the 2024 Repurchase Program for a total of $ 1,905.4 million of stock repurchase authorization available under the 2024 Repurchase Program.

Share repurchases made pursuant to the 2024 Repurchase Program may take place in the open market or in privately negotiated transactions from time to time based on market and other conditions. This authorization may be modified, suspended or terminated by the Board of Directors at any time without prior notice.

As of June 30, 2025, there was $ 1,248.9 million of available authorization remaining under the 2024 Repurchase Program.

Table of Contents

The following table provides information with respect to repurchases of the Company’s common stock made on the open market:


Six months ended (in thousands, except per share data)	Average Price Paid Per Share		Total Number of Shares Repurchased	Dollar Value of Shares Repurchased (1)
June 30, 2025	$	557.70	514	$	286,585
June 30, 2024	$	483.79	499	$	241,518

___________________________

(1) The values in this column exclude the 1% excise tax incurred on share repurchases pursuant to the Inflation Reduction Act. Any excise tax incurred is recognized as part of the cost of the shares acquired in the Unaudited Condensed Consolidated Statement of Shareholders’ Equity (Deficit).

The following table presents dividends declared per common share as well as total amounts declared, distributed and deferred for the periods indicated:


	Dividends
(in thousands, except per share data)	Per Share		Declared		Distributed		(Released)/Deferred
2025
Three Months Ended March 31,	$	1.80	$	141,392	$	143,820	$	( 2,428 )
Three Months Ended June 30,	1.80		140,004		139,753		251


Total	$	3.60	$	281,396	$	283,573	$	( 2,177 )

2024
Three Months Ended March 31,	$	1.60	$	129,444	$	131,378	$	( 1,934 )
Three Months Ended June 30,	1.60		127,304		126,958		346


Total	$	3.20	$	256,748	$	258,336	$	( 1,588 )

Common Stock

The following table presents activity related to shares of common stock issued and repurchased during the six months ended June 30, 2025:


	Common Stock	Treasury	Common Stock
	Issued	Stock	Outstanding
Balance at December 31, 2024	134,079,855	( 56,335,267 )	77,744,588
Dividend payable/paid	45	—	45
Common stock issued and exercise of stock options	218,647	—	218,647
Shares withheld for tax withholding	—	( 98,463 )	( 98,463 )
Shares repurchased under stock repurchase programs	—	( 263,051 )	( 263,051 )
Shares issued to directors	14	( 14 )	—
Balance at March 31, 2025	134,298,561	( 56,696,795 )	77,601,766

Dividend payable/paid	—	—	—
Common stock issued and exercise of stock options	11,393	—	11,393
Shares withheld for tax withholding	—	( 134 )	( 134 )
Shares repurchased under stock repurchase programs	—	( 250,818 )	( 250,818 )
Shares issued to directors	2,080	948	3,028
Balance at June 30, 2025	134,312,034	( 56,946,799 )	77,365,235

10. INCOME TAXES

The effective tax rate for the three months ended June 30, 2025 and 2024 was 19.6 % and 21.5 % respectively.The rate is driven lower by non-taxable adjustments on contingent consideration related to prior acquisitions, compared to unfavorable discrete items in the prior year.

Table of Contents

The effective tax rate for the six months ended June 30, 2025 and 2024 was 16.5 % and 17.8 % respectively. The decrease is primarily driven by the benefit of prior year refund claims in the current year, and unfavorable discrete items in the prior year.

During the three and the six months ended June 30, 2025 , the Company’s unrecognized tax benefits increased by $ 0.8 million and $ 23.9 million, respectively, principally due to tax positions related to prior periods.

11. SEGMENT INFORMATION

ASC Subtopic 280-10, “Segment Reporting,” establishes standards for reporting information about operating segments. Operating segments are defined as components of an enterprise about which separate financial information is available. This information is regularly evaluated by the Chief Operating Decision Maker (“CODM”) to allocate resources and assess performance. MSCI’s Chief Executive Officer and its President and Chief Operating Officer, who together serve as the CODM, review financial information on an operating segment basis to make operational decisions and assess financial performance.

The CODM measures and evaluates operating segments based on segment operating revenues and Adjusted EBITDA. Adjusted EBITDA is used to assess segment performance and guide resource allocation, including decisions related to capital allocations and acquisitions. Additionally, Adjusted EBITDA is used to monitor actual performance against budget and to establish management’s compensation. The CODM also uses Adjusted EBITDA for competitive analysis, benchmarking MSCI’s performance against its competitors to evaluate segment performance. Adjusted EBITDA for each segment is calculated by subtracting segment Adjusted EBITDA expenses from segment operating revenues.

MSCI excludes the following items from segment Adjusted EBITDA and Adjusted EBITDA expenses: provision for income taxes; other expense (income), net; depreciation and amortization of property, equipment and leasehold improvements; amortization of intangible assets; and, at times, certain other transactions or adjustments. These may include impairments related to sublease of leased property and certain acquisition-related integration and transaction costs that the CODM does not consider when allocating resources among segments or assessing segment performance. While these amounts are excluded from segment Adjusted EBITDA, they are included in reported consolidated net income and are reflected in the reconciliation provided below.

Operating revenues and expenses directly associated with each segment are included in determining that segment’s operating results. Expenses not directly attributable to a specific segment are allocated using methodologies, such as time estimates, revenue, headcount, sales targets, data center consumption and other relevant usage measures. Given the integrated structure of MSCI’s business, certain costs incurred by one segment may benefit other segments. Additionally, a segment may utilize content and data produced by another segment without incurring an intersegment charge. Within Adjusted EBITDA expenses by operating segment, there are no categories of expenses regularly provided to the CODM.

The CODM does not receive information about total assets on an operating segment basis. Operating segments do not record intersegment revenues; therefore, none are reported. The accounting policies used for segment reporting are consistent with those applied to MSCI as a whole.

MSCI has five operating segments: Index, Analytics, Sustainability and Climate, Real Assets and Private Capital Solutions. These are presented as the following three reportable segments: Index, Analytics, and Sustainability and Climate. The operating segments Real Assets and Private Capital Solutions do not individually meet the segment reporting thresholds and have been combined into All Other – Private Assets.

The Index reportable segment provides equity and fixed income indexes. The indexes are used across the investment process, including the development of indexed financial products (e.g., ETFs, mutual funds, annuities, futures, options, structured products, and over-the-counter derivatives), performance benchmarking, portfolio construction and rebalancing, and asset allocation.

The Analytics reportable segment provides risk management, performance attribution, and portfolio management content, applications and services. These offerings give clients an integrated view of risk and return, along with tools for analyzing market, credit, liquidity, counterparty and climate risks across all major asset classes and time horizons – short, medium and long term. Clients can access Analytics tools and content through MSCI’s proprietary applications and application programming interfaces (APIs), third-party applications or directly via their own platforms. Additionally, the Analytics segment offers various managed services to enhance client efficiency. These services include consolidating portfolio data from multiple sources, reviewing and reconciling input data and results, and providing customized reporting.

The Sustainability and Climate reportable segment provides products and services designed to help institutional investors understand the impact of sustainability and climate considerations on the long-term risk and return of their portfolios and individual security-level investments. This segment also offers data, ratings, research and tools to assist investors in navigating regulatory changes, meeting evolving client demands and integrating sustainability and climate factors into their investment processes.

Table of Contents

The Real Assets operating segment delivers data, benchmarks, return-analytics, climate assessments and market insights for tangible assets such as real estate and infrastructure . Its performance and risk analytics services range from enterprise-wide assessments to property-specific analysis. Additionally, the operating segment offers business intelligence products for real estate owners, managers, developers and brokers worldwide.

The Private Capital Solutions operating segment provides a suite of tools to support private asset investors in mission-critical workflows. These include sourcing terms and conditions, evaluating operating performance of underlying portfolio companies, managing risk and other activities related to private capital investing .

The following table presents operating revenues, Adjusted EBITDA expenses and segment profitability and a reconciliation to net income for the periods indicated:


	Three Months Ended June 30,				Six Months Ended June 30,
(in thousands)	2025		2024		2025		2024
Operating revenues
Index	$	434,833	$	397,192	$	856,576	$	771,064
Analytics	177,703		165,995		349,888		329,961
Sustainability and Climate	88,911		79,855		173,530		157,739
Total reportable segment operating revenues	701,447		643,042		1,379,994		1,258,764

All Other - Private Assets	71,232		64,907		138,511		129,150
Total operating revenues	772,679		707,949		1,518,505		1,387,914


Adjusted EBITDA expenses
Index	104,675		90,202		214,847		186,314
Analytics	85,097		84,323		181,252		176,077
Sustainability and Climate	57,234		55,925		118,032		112,718
Total reportable segment Adjusted EBITDA expense	247,006		230,450		514,131		475,109


Adjusted EBITDA
Index Adjusted EBITDA	330,158		306,990		641,729		584,750
Analytics Adjusted EBITDA	92,606		81,672		168,636		153,884
Sustainability and Climate Adjusted EBITDA	31,677		23,930		55,498		45,021
Total reportable segment profitability	454,441		412,592		865,863		783,655


Plus:
All Other - Private Assets (1)	19,938		17,363		34,157		29,873
Less:
Amortization of intangible assets	43,760		40,773		87,632		79,377
Depreciation and amortization of property, equipment and leasehold improvements	5,385		4,226		10,131		8,307

Acquisition-related integration and transaction costs (2)	—		2,348		—		3,854
Operating income	425,234		382,608		802,257		721,990

Other expense (income), net	47,394		42,614		93,347		86,103
Income before provision for income taxes	377,840		339,994		708,910		635,887
Provision for income taxes	74,190		73,236		116,660		113,175
Net income	$	303,650	$	266,758	$	592,250	$	522,712

___________________________

(1) Revenue less segment expenses from segments below the segment reporting thresholds are attributable to Private Capital Solutions and Real Assets operating segments. Private Capital Solutions and Real Assets operating segments do not meet any of the segment reporting thresholds for determining reportable segments.

(2) Represents transaction expenses and other costs directly related to the acquisition and integration of acquired businesses, including professional fees, severance expenses, regulatory filing fees and other costs, in each case that are incurred no later than 12 months after the close of the relevant acquisition.

Table of Contents

Operating revenues by geography are primarily based on the shipping address of the ultimate customer utilizing the product. The following table presents operating revenues by geographic area for the periods indicated:


	Three Months Ended June 30,				Six Months Ended June 30,
(in thousands)	2025		2024		2025		2024
Operating revenues
Americas:
United States	$	309,948	$	290,443	$	612,322	$	571,118
Other	36,535		32,986		70,261		63,345
Total Americas	346,483		323,429		682,583		634,463


Europe, the Middle East and Africa (“EMEA”):
United Kingdom	134,281		116,245		257,995		229,538
Other	171,326		157,278		340,429		308,962
Total EMEA	305,607		273,523		598,424		538,500


Asia & Australia:
Japan	32,039		28,971		62,241		55,544
Other	88,550		82,026		175,257		159,407
Total Asia & Australia	120,589		110,997		237,498		214,951


Total	$	772,679	$	707,949	$	1,518,505	$	1,387,914

Long-lived assets consist of property, equipment and leasehold improvements, right of use assets and internally developed capitalized software, net of accumulated depreciation and amortization. The following table presents long-lived assets by geographic area on the dates indicated:


	As of
	June 30,		December 31,
(in thousands)	2025		2024
Long-lived assets
Americas:
United States	$	269,922	$	253,072
Other	7,438		7,558
Total Americas	277,360		260,630


EMEA:
United Kingdom	19,610		17,632
Other	24,099		22,157
Total EMEA	43,709		39,789


Asia & Australia:
Japan	776		874
Other	27,620		27,601
Total Asia & Australia	28,396		28,475


Total	$	349,465	$	328,894

Table of Contents

12. SUBSEQUENT EVENTS

On July 21, 2025, the Board of Directors declared a quarterly cash dividend of $ 1.80 per share for the three months ending September 30, 2025 (“third quarter 2025”). The third quarter 2025 dividend is payable on August 29, 2025 to shareholders of record as of the close of trading on August 15, 2025.

On July 4, President Donald J. Trump signed into law H.R. 1, the “One Big Beautiful Bill Act” (“The Act”). The Act includes many significant provisions, such as permanent extension of certain provisions of the Tax Cuts and Jobs Act, modifications to international tax provisions, and restoration of expensing for domestic research and development, among others. Certain provisions which impact the Company are effective starting in 2025, while others are not effective until 2026. The Company is currently evaluating the impact that The Act will have on its consolidated financial statements.

Table of Contents

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

INDEX TO MANAGEMENT’S DISCUSSION AND ANALYSIS


			Page
Overview			22
Critical Accounting Estimates			23
Results of Operations			23
Segment Results			29
Liquidity and Capital Resources			37
Cash Flows			38

The following discussion and analysis of the financial condition and results of operations should be read in conjunction with the condensed consolidated financial statements and related notes included elsewhere in this Form 10-Q and in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024 (the “Form 10-K”). This discussion contains forward-looking statements that involve risks and uncertainties. Our actual results could differ materially from those discussed below. Factors that could cause or contribute to such differences include, but are not limited to, those identified below and those discussed in “Item 1A.—Risk Factors,” in our Form 10-K.

Except as the context otherwise indicates, the terms “MSCI,” the “Company,” “we,” “our” and “us” refer to MSCI Inc., together with its subsidiaries.

Overview

We are a leading provider of critical decision support tools and solutions for the global investment community. Our mission-critical offerings help investors navigate the complexities of a dynamic and evolving investment landscape. Leveraging our deep knowledge of the global investment process and our expertise in research, data and technology, we enable our clients to understand and analyze key drivers of risk and return and build portfolios more effectively. The Company has five operating segments: Index, Analytics, Sustainability and Climate, Real Assets and Private Capital Solutions which are presented as the following three reportable segments: Index, Analytics, and Sustainability and Climate. For reporting purposes, the Real Assets and Private Capital Solutions operating segments are combined and presented as All Other – Private Assets, as they did not meet the required thresholds for separate reportable segment disclosure.

Our growth strategy includes: (a) extending leadership in research-enhanced content across asset classes, (b) leading the enablement of sustainability and climate investment integration, (c) enhancing distribution and content-enabling technology, (d) expanding solutions that empower client customization, (e) strengthening client relationships and expanding our presence in key geographic areas and (f) executing strategic partnerships and acquisitions with complementary data, content and technology companies. For more information about our Company’s operations, see “ Item 1: Business ” in our Form 10-K.

As of June 30, 2025, we served approximately 7,000 1 clients in more than 95 countries.

Our principal business model is generally to license annual, recurring subscriptions for the majority of our Index, Analytics and Sustainability and Climate products and services for a fee due in advance of the service period. Private Assets products are also licensed annually through subscriptions, which are generally recurring, for a fee which is paid in advance when products are generally delivered ratably over the subscription period or in arrears after the product is delivered. A portion of our fees comes from clients who use our indexes as the basis for index-linked investment products. Such fees are primarily based on a client’s assets under management (“AUM”), trading volumes and fee levels.

In evaluating our financial performance, we focus on revenue and profit growth, including results accounted for under generally accepted accounting principles in the United States (“GAAP”), as well as non-GAAP measures, for the Company as a whole and by operating segment.

We present revenues disaggregated by types and by segments, which represent our major product lines. We also review expenses by activity, which provides more transparency into how resources are being deployed. In addition, we utilize operating metrics including Run Rate, subscription sales and Retention Rate to manage and assess performance and to provide deeper insights into the recurring portion of our business.

1 Represents the aggregate of all related clients under their respective parent entity. At acquisition, we align an acquired company’s client count to our methodology.

Table of Contents

In the first quarter of 2025, we renamed our “ESG and Climate” operating and reportable segment to “Sustainability and Climate” to reflect the breadth of our product offerings. There were no changes to the composition of our reportable segments or information reviewed by the chief operating decision maker and no impact on our historical segment operating results.

In the discussion that follows, we provide certain variances excluding the impact of foreign currency exchange rate fluctuations and acquisitions. Foreign currency exchange rate fluctuations reflect the difference between the current period results as reported compared to the current period results recalculated using the foreign currency exchange rates in effect for the comparable prior period. While operating revenues adjusted for the impact of foreign currency fluctuations includes asset-based fees that have been adjusted for the impact of foreign currency fluctuations, the underlying AUM, which is the primary component of asset-based fees, is not adjusted for foreign currency fluctuations. Approximately three-fifths of the AUM is invested in securities denominated in currencies other than the U.S. dollar, and accordingly, any such impact is excluded from the disclosed foreign currency-adjusted variances.

For the six months ended June 30, 2025, our largest client organization by revenue, BlackRock, accounted for 10.3% of our consolidated operating revenues, with 96.3% of the operating revenues from BlackRock coming from fees based on the assets in BlackRock’s ETFs and non-ETF products that are based on our indexes.

The discussion of our results of operations for the three and six months ended June 30, 2025 and 2024 are presented below. The results of operations for interim periods may not be indicative of future results.

Critical Accounting Policies and Estimates

We describe our significant accounting policies in Note 1, “Introduction and Basis of Presentation,” of the Notes to Consolidated Financial Statements included in our Form 10-K. There have been no significant changes in our accounting policies or critical accounting estimates during the six months ended June 30, 2025.

Results of Operations

Operating Revenues

Our operating revenues are grouped by the following types: recurring subscriptions, asset-based fees and non-recurring. We also group operating revenues by major product as follows: Index, Analytics, Sustainability and Climate and All Other – Private Assets .

The following table presents operating revenues by type for the periods indicated:

Table of Contents


	Three Months Ended June 30,				% Change		Six Months Ended June 30,				% Change
(in thousands)	2025		2024				2025		2024
Operating revenues:
Index
Recurring subscriptions	$	235,647	$	217,032	8.6	%	$	468,977	$	429,984	9.1	%
Asset-based fees	184,072		163,281		12.7	%	361,487		313,540		15.3	%
Non-recurring	15,114		16,879		(10.5	%)	26,112		27,540		(5.2	%)
Index total	434,833		397,192		9.5	%	856,576		771,064		11.1	%


Analytics
Recurring subscriptions	169,781		162,128		4.7	%	339,536		322,679		5.2	%
Non-recurring	7,922		3,867		104.9	%	10,352		7,282		42.2	%
Analytics total	177,703		165,995		7.1	%	349,888		329,961		6.0	%


Sustainability and Climate
Recurring subscriptions	87,027		78,000		11.6	%	169,764		154,418		9.9	%
Non-recurring	1,884		1,855		1.6	%	3,766		3,321		13.4	%
Sustainability and Climate total	88,911		79,855		11.3	%	173,530		157,739		10.0	%


All Other - Private Assets
Recurring subscriptions	70,313		64,309		9.3	%	137,132		127,443		7.6	%
Non-recurring	919		598		53.7	%	1,379		1,707		(19.2	%)
All Other - Private Assets total	71,232		64,907		9.7	%	138,511		129,150		7.2	%


Recurring subscriptions total	562,768		521,469		7.9	%	1,115,409		1,034,524		7.8	%


Asset-based fees	184,072		163,281		12.7	%	361,487		313,540		15.3	%
Non-recurring	25,839		23,199		11.4	%	41,609		39,850		4.4	%


Total operating revenues	$	772,679	$	707,949	9.1	%	$	1,518,505	$	1,387,914	9.4	%

Total operating revenues increased 9.1% for the three months ended June 30, 2025. Adjusting for the impact of foreign currency exchange rate fluctuations, total operating revenues would have increased 8.3%.

Total operating revenues increased 9.4% for the six months ended June 30, 2025. Adjusting for the impact of foreign currency exchange rate fluctuations, total operating revenues would have increased 9.1%.

Refer to the section titled “Segment Results” that follows for further discussion of segment revenues.

Operating Expenses

We group our operating expenses into the following activity categories:

• Cost of revenues;

• Selling and marketing;

• Research and development (“R&D”);

• General and administrative (“G&A”);

• Amortization of intangible assets; and

• Depreciation and amortization of property, equipment and leasehold improvements.

Table of Contents

Costs are assigned to these activity categories based on the nature of the expense or, when not directly attributable, an estimated allocation based on the type of effort involved. Cost of revenues, selling and marketing, R&D and G&A all include both compensation as well as non-compensation related expenses.

The following table presents operating expenses by activity category for the periods indicated:


	Three Months Ended June 30,				% Change		Six Months Ended June 30,				% Change
(in thousands)	2025		2024				2025		2024
Operating expenses:
Cost of revenues	$	137,667	$	128,109	7.5	%	$	274,457	$	256,623	6.9	%
Selling and marketing	78,210		71,454		9.5	%	156,917		143,622		9.3	%
Research and development	44,074		41,073		7.3	%	91,665		81,598		12.3	%
General and administrative	38,349		39,706		(3.4	%)	95,446		96,397		(1.0	%)
Amortization of intangible assets	43,760		40,773		7.3	%	87,632		79,377		10.4	%
Depreciation and amortization of property, equipment and leasehold improvements	5,385		4,226		27.4	%	10,131		8,307		22.0	%
Total operating expenses	$	347,445	$	325,341	6.8	%	$	716,248	$	665,924	7.6	%

Total operating expenses increased 6.8% for the three months ended June 30, 2025. Adjusting for the impact of foreign currency exchange rate fluctuations, the increase would have been 6.1%.

Total operating expenses increased 7.6% for the six months ended June 30, 2025. Adjusting for the impact of foreign currency exchange rate fluctuations, the increase would have been 8.0%.

Descriptions of MSCI’s operating expense categories are provided in “Item 7 — Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Form 10-K. The discussion below focuses on year-over-year changes and key drivers.

Cost of Revenues

Cost of revenues increased 7.5% and 6.9% for the three and six months ended June 30, 2025, respectively, primarily driven by increases in compensation and benefits costs as a result of increased headcount costs and higher severance costs, as well as increases in non-compensation costs reflecting higher information technology costs.

Selling and Marketing

Selling and marketing expenses increased 9.5% and 9.3% for the three and six months ended June 30, 2025, respectively, primarily driven by increases in compensation and benefits costs as a result of increased headcount costs as well as higher severance costs.

Research and Development

R&D expenses increased 7.3% for the three months ended June 30, 2025, primarily driven by increases in non-compensation costs reflecting higher information technology costs and professional fees.

R&D expenses increased 12.3% for the six months ended June 30, 2025, primarily driven by increases in compensation and benefits costs as a result of increased headcount costs as well as higher severance costs, partially offset by increased capitalization of costs related to internally developed software projects. The increase is also driven by increases in non-compensation costs reflecting higher information technology costs.

General and Administrative

G&A expenses decreased 3.4% for the three months ended June 30, 2025, primarily driven by decreases in non-compensation costs reflecting an adjustment to the fair value of contingent consideration related to the Fabric acquisition (the “Contingent Consideration Adjustment”) as well as lower transaction costs, partially offset by increases in compensation and benefits costs as a result of increased headcount cost.

Table of Contents

G&A expenses decreased 1.0% for the six months ended June 30, 2025, primarily driven by decreases in non-compensation costs reflecting the Contingent Consideration Adjustment as well as lower transaction costs, partially offset by increases in compensation and benefits costs as a result of increased headcount cost.

The following table presents operating expenses using compensation and non-compensation categories, rather than using activity categories, for the periods indicated:


	Three Months Ended June 30,				% Change		Six Months Ended June 30,				% Change
(in thousands)	2025		2024				2025		2024
Compensation and benefits	$	216,927	$	200,618	8.1	%	$	457,173	$	423,612	7.9	%
Non-compensation expenses	81,373		79,724		2.1	%	161,312		154,628		4.3	%
Amortization of intangible assets	43,760		40,773		7.3	%	87,632		79,377		10.4	%
Depreciation and amortization of property, equipment and leasehold improvements	5,385		4,226		27.4	%	10,131		8,307		22.0	%
Total operating expenses	$	347,445	$	325,341	6.8	%	$	716,248	$	665,924	7.6	%

Compensation and Benefits

We had 6,208 employees as of June 30, 2025, compared to 6,059 employees as of June 30, 2024, reflecting a 2.5% increase in the number of employees. Continued growth of our emerging market centers around the world is an important factor in our ability to manage and control the growth of our compensation and benefits costs. As of June 30, 2025, 70.4% of our employees were located in emerging market centers compared to 68.5% as of June 30, 2024.

Compensation and benefits costs increased 8.1% and 7.9%, for the three and six months ended June 30, 2025, p rimarily driven by increases in compensation and benefits costs as a result of increased headcount costs as well as higher severance costs .

Adjusting for the impact of foreign currency exchange rate fluctuations, compensation and benefits costs would have increased by 7.2% and increased by 8.6%, respectively, for the three and six months ended June 30, 2025.

Non-Compensation Expenses

Non-compensation expenses increased 2.1% for the three months ended June 30, 2025, primarily driven by higher information technology costs and professional fees, partially offset by the Contingent Consideration Adjustment.

Non-compensation expenses increased 4.3% for the six months ended June 30, 2025, primarily driven by higher information technology costs and professional fees, partially offset by the Contingent Consideration Adjustment.

Adjusting for the impact of foreign currency exchange rate fluctuations, non-compensation expenses would have increased by 1.7% and increased by 4.5%, respectively, for the three and six months ended June 30, 2025.

Amortization of Intangible Assets

Amortization of intangible assets expense increased 7.3% and 10.4% for the three and six months ended June 30, 2025, respectively, primarily driven by higher amortization recognized on internal use software.

Depreciation and Amortization of Property, Equipment and Leasehold Improvements

Depreciation and amortization of property, equipment and leasehold improvements increased 27.4% and 22.0% for the three and six months ended June 30, 2025, respectively, primarily driven by higher depreciation on computer and related equipment.

Table of Contents

Total Other Expense (Income), Net

The following table shows our other expense (income), net for the periods indicated:


	Three Months Ended June 30,				% Change		Six Months Ended June 30,				% Change
(in thousands)	2025		2024				2025		2024
Interest income	$	(2,929)	$	(6,110)	(52.1	%)	$	(6,805)	$	(12,158)	(44.0	%)
Interest expense	46,184		46,633		(1.0	%)	92,676		93,307		(0.7	%)
Other expense (income)	4,139		2,091		97.9	%	7,476		4,954		50.9	%
Total other expense (income), net	$	47,394	$	42,614	11.2	%	$	93,347	$	86,103	8.4	%

Total other expense (income), net increased 11.2% and 8.4% for the three and six months ended June 30, 2025, respectively, primarily driven by lower interest income reflecting lower average cash balances as well as unfavorable foreign currency exchange rate fluctuations.

Income Taxes

The effective tax rate for the three months ended June 30, 2025 and 2024 was 19.6% and 21.5%, respectively. The rate is driven lower by the non-taxable adjustments on contingent consideration related to prior acquisitions, compared to unfavorable discrete items in the prior year.

The effective tax rate for the six months ended June 30, 2025 and 2024 was 16.5% and 17.8%, respectively. The decrease is primarily driven by the benefit of prior year refund claims in the current year, and unfavorable discrete items in the prior year.

Net Income

The following table shows our net income for the periods indicated:


	Three Months Ended June 30,				% Change		Six Months Ended June 30,				% Change
(in thousands)	2025		2024				2025		2024
Net income	$	303,650	$	266,758	13.8	%	$	592,250	$	522,712	13.3	%

As a result of the factors described above, net income increased 13.8% for the three months ended June 30, 2025, and increased 13.3% for the six months ended June 30, 2025.

Weighted Average Shares and Common Shares Outstanding

The following table shows our weighted average shares outstanding for the periods indicated:


	Three Months Ended June 30,		% Change		Six Months Ended June 30,		% Change
(in thousands)	2025	2024			2025	2024
Weighted average shares outstanding:
Basic	77,400	79,085	(2.1	%)	77,514	79,140	(2.1	%)
Diluted	77,496	79,245	(2.2	%)	77,651	79,377	(2.2	%)

The following table shows our common shares outstanding for the periods indicated:


	As of		% Change
(in thousands)	June 30, 2025	December 31, 2024
Common shares outstanding	77,365	77,745	(0.5	%)

Table of Contents

The decrease in weighted average shares and common shares outstanding for the three and six months ended June 30, 2025 primarily reflects the impact of share repurchases made pursuant to the Company’s stock repurchase program, partially offset by the vesting of certain stock-based awards.

Non-GAAP Financial Measures

Adjusted EBITDA

“Adjusted EBITDA,” a non-GAAP measure used by management to assess operating performance, is defined as net income before (1) provision for income taxes, (2) other expense (income), net, (3) depreciation and amortization of property, equipment and leasehold improvements, (4) amortization of intangible assets and, at times, (5) certain other transactions or adjustments, including, when applicable, certain acquisition-related integration and transaction costs.

“Adjusted EBITDA expenses,” a non-GAAP measure used by management to assess operating performance, is defined as operating expenses less depreciation and amortization of property, equipment and leasehold improvements and amortization of intangible assets and, at times, certain other transactions or adjustments, including, when applicable, certain acquisition-related integration and transaction costs.

“Adjusted EBITDA margin” is defined as Adjusted EBITDA divided by operating revenues.

Adjusted EBITDA, Adjusted EBITDA expenses and Adjusted EBITDA margin are believed to be meaningful measures for management to assess the operating performance of the Company because they adjust for significant one-time, unusual or non-recurring items as well as eliminate the accounting effects of certain capital spending and acquisitions that do not directly affect what management considers to be the Company’s ongoing operating performance in the period. All companies do not calculate adjusted EBITDA, adjusted EBITDA expenses and adjusted EBITDA margin in the same way. These measures can differ significantly from company to company depending on, among other things, long-term strategic decisions regarding capital structure, the tax jurisdictions in which companies operate and capital investments. Accordingly, the Company’s computation of the Adjusted EBITDA, Adjusted EBITDA expenses and Adjusted EBITDA margin measures may not be comparable to similarly titled measures computed by other companies.

The following table presents non-GAAP Adjusted EBITDA for the periods indicated:


	Three Months Ended June 30,						Six Months Ended June 30,
(in thousands)	2025			2024			2025			2024
Operating revenues	$	772,679		$	707,949		$	1,518,505		$	1,387,914
Adjusted EBITDA expenses	298,300			277,994			618,485			574,386
Adjusted EBITDA	$	474,379		$	429,955		$	900,020		$	813,528

Operating margin %	55.0		%	54.0		%	52.8		%	52.0		%
Adjusted EBITDA margin %	61.4		%	60.7		%	59.3		%	58.6		%

Table of Contents

Reconciliation of Net Income to Adjusted EBITDA and Operating Expenses to Adjusted EBITDA Expenses

The following table presents the reconciliation of net income to Adjusted EBITDA for the periods indicated:


	Three Months Ended June 30,				Six Months Ended June 30,
(in thousands)	2025		2024		2025		2024
Net income	$	303,650	$	266,758	$	592,250	$	522,712
Provision for income taxes	74,190		73,236		116,660		113,175
Other expense (income), net	47,394		42,614		93,347		86,103
Operating income	425,234		382,608		802,257		721,990

Amortization of intangible assets	43,760		40,773		87,632		79,377
Depreciation and amortization of property, equipment and leasehold improvements	5,385		4,226		10,131		8,307
Acquisition-related integration and transaction costs (1)	—		2,348		—		3,854
Consolidated Adjusted EBITDA	$	474,379	$	429,955	$	900,020	$	813,528


Index Adjusted EBITDA	330,158		306,990		641,729		584,750
Analytics Adjusted EBITDA	92,606		81,672		168,636		153,884
Sustainability and Climate Adjusted EBITDA	31,677		23,930		55,498		45,021
All Other - Private Assets Adjusted EBITDA	19,938		17,363		34,157		29,873
Consolidated Adjusted EBITDA	$	474,379	$	429,955	$	900,020	$	813,528

___________________________

(1) Represents transaction expenses and other costs directly related to the acquisition and integration of acquired businesses, including professional fees, severance expenses, regulatory filing fees and other costs, in each case that are incurred no later than 12 months after the close of the relevant acquisition.

The following table presents the reconciliation of operating expenses to Adjusted EBITDA expenses for the periods indicated:


	Three Months Ended June 30,				Six Months Ended June 30,
(in thousands)	2025		2024		2025		2024
Total operating expenses	$	347,445	$	325,341	$	716,248	$	665,924
Amortization of intangible assets	43,760		40,773		87,632		79,377
Depreciation and amortization of property, equipment and leasehold improvements	5,385		4,226		10,131		8,307
Acquisition-related integration and transaction costs (1)	—		2,348		—		3,854
Consolidated Adjusted EBITDA expenses	$	298,300	$	277,994	$	618,485	$	574,386


Index Adjusted EBITDA expenses	$	104,675	$	90,202	$	214,847	$	186,314
Analytics Adjusted EBITDA expenses	85,097		84,323		181,252		176,077
Sustainability and Climate Adjusted EBITDA expenses	57,234		55,925		118,032		112,718
All Other - Private Assets Adjusted EBITDA expenses	51,294		47,544		104,354		99,277
Consolidated Adjusted EBITDA expenses	$	298,300	$	277,994	$	618,485	$	574,386

___________________________

Table of Contents

Segment Results

Index Segment

The following table presents the results for the Index segment for the periods indicated:


	Three Months Ended June 30,						% Change		Six Months Ended June 30,						% Change
(in thousands)	2025			2024					2025			2024
Operating revenues:
Recurring subscriptions	$	235,647		$	217,032		8.6	%	$	468,977		$	429,984		9.1	%
Asset-based fees	184,072			163,281			12.7	%	361,487			313,540			15.3	%
Non-recurring	15,114			16,879			(10.5	%)	26,112			27,540			(5.2	%)
Operating revenues total	434,833			397,192			9.5	%	856,576			771,064			11.1	%

Adjusted EBITDA expenses	104,675			90,202			16.0	%	214,847			186,314			15.3	%
Adjusted EBITDA	$	330,158		$	306,990		7.5	%	$	641,729		$	584,750		9.7	%

Adjusted EBITDA margin %	75.9		%	77.3		%			74.9		%	75.8		%

Index operating revenues increased 9.5% for the three months ended June 30, 2025, driven by growth from asset-based fees as well as recurring subscriptions. Adjusting for the impact of foreign currency exchange rate fluctuations, Index operating revenues would have increased 9.3%.

Operating revenues from recurring subscriptions increased 8.6% for the three months ended June 30, 2025, primarily driven by growth from market cap-weighted Index products.

Operating revenues from asset-based fees increased 12.7% for the three months ended June 30, 2025, primarily driven by growth in revenues from ETFs linked to MSCI equity indexes and non-ETF indexed funds linked to MSCI indexes. Operating revenues from ETFs linked to MSCI equity indexes increased by 16.1%, primarily driven by an increase in average AUM. Operating revenues from non-ETF indexed funds linked to MSCI indexes increased by 7.4%, primarily driven by an increase in average AUM.

Index operating revenues increased 11.1% for the six months ended June 30, 2025, primarily driven by growth from asset-based fees as well as recurring subscriptions. Adjusting for the impact of foreign currency exchange rate fluctuations, Index operating revenues would have increased 11.0%.

Operating revenues from recurring subscriptions increased 9.1% for the six months ended June 30, 2025, primarily driven by growth from market cap-weighted Index products.

Operating revenues from asset-based fees increased 15.3% for the six months ended June 30, 2025, primarily driven by growth in revenues from ETFs linked to MSCI equity indexes and non-ETF indexed funds linked to MSCI indexes. Operating revenues from ETFs linked to MSCI equity indexes increased by 16.1%, primarily driven by an increase in average AUM. Operating revenues from non-ETF indexed funds linked to MSCI indexes increased 16.8%, primarily driven by an increase in average AUM and average basis point fees.

The following table presents the value of AUM in ETFs linked to MSCI equity indexes and the sequential change of such assets as of the end of each of the periods indicated:


	Period Ended
	2024								2025
(in billions)	March 31,		June 30,		September 30,		December 31,		March 31,		June 30,
AUM in ETFs linked to MSCI equity indexes (1) (2)	$	1,582.6	$	1,631.9	$	1,761.8	$	1,724.7	$	1,783.1	$	2,024.6
Sequential Change in Value
Market Appreciation/(Depreciation)	$	92.8	$	21.2	$	111.3	$	(85.3)	$	16.4	$	193.0
Cash Inflows	20.9		28.1		18.6		48.2		42.0		48.5
Total Change	$	113.7	$	49.3	$	129.9	$	(37.1)	$	58.4	$	241.5

Table of Contents

The following table presents the average value of AUM in ETFs linked to MSCI equity indexes for the periods indicated:


	2024								2025
(in billions)	March		June		September		December		March		June
AUM in ETFs linked to MSCI equity indexes (1) (2)
Quarterly average	$	1,508.8	$	1,590.6	$	1,677.0	$	1,755.4	$	1,793.7	$	1,868.7
Year-to-date average	$	1,508.8	$	1,549.7	$	1,592.1	$	1,632.9	$	1,793.7	$	1,831.2

___________________________

(1) The historical values of the AUM in ETFs linked to our equity indexes as of the last day of the month and the monthly average balance can be found under the link “AUM in ETFs Linked to MSCI Equity Indexes” on our Investor Relations homepage at http://ir.msci.com . This information is updated mid-month each month. Information contained on our website is not deemed part of or incorporated by reference into this Quarterly Report on Form 10-Q or any other report filed with the SEC. The AUM in ETFs also includes AUM in Exchange Traded Notes, the value of which is less than 1.0% of the AUM amounts presented.

(2) The value of AUM in ETFs linked to MSCI equity indexes is calculated by multiplying the equity ETF net asset value by the number of shares outstanding.

The average value of AUM in ETFs linked to MSCI equity indexes for the three months ended June 30, 2025, was up $278.1 billion, or 17.5%. For the six months ended June 30, 2025, the average value of AUM in ETFs linked to MSCI equity indexes was up $281.5 billion, or 18.2%.

Index segment Adjusted EBITDA expenses increased 16.0% for the three months ended June 30, 2025, primarily driven by increases in compensation and benefits costs as a result of increased headcount costs as well as higher severance costs. The increase was also driven by non-compensation expenses reflecting higher information technology costs. Adjusting for the impact of foreign currency exchange rate fluctuations, Index segment Adjusted EBITDA expenses would have increased by 15.3%.

Index segment Adjusted EBITDA expenses increased 15.3% for the six months ended June 30, 2025, primarily driven by increases in compensation and benefits costs as a result of increased headcount costs as well as higher severance costs. The increase was also driven by non-compensation expenses reflecting higher information technology costs. Adjusting for the impact of foreign currency exchange rate fluctuations, Index segment Adjusted EBITDA expenses would have increased by 15.9%.

Analytics Segment

The following table presents the results for the Analytics segment for the periods indicated:


	Three Months Ended June 30,						% Change		Six Months Ended June 30,						% Change
(in thousands)	2025			2024					2025			2024
Operating revenues:
Recurring subscriptions	$	169,781		$	162,128		4.7	%	$	339,536		$	322,679		5.2	%
Non-recurring	7,922			3,867			104.9	%	10,352			7,282			42.2	%
Operating revenues total	177,703			165,995			7.1	%	349,888			329,961			6.0	%

Adjusted EBITDA expenses	85,097			84,323			0.9	%	181,252			176,077			2.9	%
Adjusted EBITDA	$	92,606		$	81,672		13.4	%	$	168,636		$	153,884		9.6	%

Adjusted EBITDA margin %	52.1		%	49.2		%			48.2		%	46.6		%

Analytics operating revenues increased 7.1% for the three months ended June 30, 2025, primarily driven by growth from recurring subscriptions related to both Multi-Asset Class and Equity Analytics products. The increase was also driven by growth in non-recurring revenues primarily driven by certain one-time contract items, timing of implementation revenue and overage fees. Adjusting for the impact of foreign currency exchange rate fluctuations, Analytics operating revenues would have increased 6.6%.

Analytics segment Adjusted EBITDA expenses increased 0.9% for the three months ended June 30, 2025, primarily driven by increases in compensation and benefits costs as a result of increased headcount costs as well as higher severance costs, partially offset by the Contingent Consideration Adjustment. Adjusting for the impact of foreign currency exchange rate fluctuations, Analytics segment Adjusted EBITDA expenses would have increased 0.7%.

Analytics operating revenues increased 6.0% for the six months ended June 30, 2025, primarily driven by growth from recurring subscriptions related to both Equity Analytics and Multi-Asset Class products. The increase was also driven by growth in

Table of Contents

non-recurring revenues primarily driven by certain one-time contract items, timing of implementation revenue and overage fees. Adjusting for the impact of foreign currency exchange rate fluctuations, Analytics operating revenues would have increased 5.9%.

Analytics segment Adjusted EBITDA expenses increased 2.9% for the six months ended June 30, 2025, primarily driven by increases in compensation and benefits costs as a result of increased headcount costs as well as higher severance costs, partially offset by the Contingent Consideration Adjustment. Adjusting for the impact of foreign currency exchange rate fluctuations, Analytics segment Adjusted EBITDA expenses would have increased 3.8%.

Sustainability and Climate Segment

The following table presents the results for the Sustainability and Climate segment for the periods indicated:


	Three Months Ended June 30,						% Change		Six Months Ended June 30,						% Change
(in thousands)	2025			2024					2025			2024
Operating revenues:
Recurring subscriptions	$	87,027		$	78,000		11.6	%	$	169,764		$	154,418		9.9	%
Non-recurring	1,884			1,855			1.6	%	3,766			3,321			13.4	%
Operating revenues total	88,911			79,855			11.3	%	173,530			157,739			10.0	%

Adjusted EBITDA expenses	57,234			55,925			2.3	%	118,032			112,718			4.7	%
Adjusted EBITDA	$	31,677		$	23,930		32.4	%	$	55,498		$	45,021		23.3	%

Adjusted EBITDA margin %	35.6		%	30.0		%			32.0		%	28.5		%

Sustainability and Climate operating revenues increased 11.3% for the three months ended June 30, 2025, primarily driven by growth from recurring subscriptions related to Ratings and Climate products, with growth primarily attributable to EMEA. Adjusting for the impact of foreign currency exchange rate fluctuations, Sustainability and Climate operating revenues would have increased 7.1%.

Sustainability and Climate segment Adjusted EBITDA expenses increased 2.3% for the three months ended June 30, 2025, primarily driven by increases in non-compensation expense reflecting higher information technology costs. Adjusting for the impact of foreign currency exchange rate fluctuations, Sustainability and Climate segment Adjusted EBITDA expenses would have increased 1.1%.

Sustainability and Climate operating revenues increased 10.0% for the six months ended June 30, 2025, primarily driven by growth from recurring subscriptions related to Ratings and Climate products, with growth primarily attributable to EMEA. Adjusting for the impact of foreign currency exchange rate fluctuations, Sustainability and Climate operating revenues would have increased 8.1%.

Sustainability and Climate segment Adjusted EBITDA expenses increased 4.7% for the six months ended June 30, 2025, primarily driven by increases in non-compensation expense relating to information technology costs. The increase was also driven by compensation and benefits costs as a result of increased headcount costs as well as higher severance costs. Adjusting for the impact of foreign currency exchange rate fluctuations, Sustainability and Climate segment Adjusted EBITDA expenses would have increased 5.2%.

Table of Contents

All Other – Private Assets

The following table presents the results for All Other – Private Assets for the periods indicated:


	Three Months Ended June 30,						% Change		Six Months Ended June 30,						% Change
(in thousands)	2025			2024					2025			2024
Operating revenues:
Recurring subscriptions	$	70,313		$	64,309		9.3	%	$	137,132		$	127,443		7.6	%
Non-recurring	919			598			53.7	%	1,379			1,707			(19.2	%)
Operating revenues total	71,232			64,907			9.7	%	138,511			129,150			7.2	%

Adjusted EBITDA expenses	51,294			47,544			7.9	%	104,354			99,277			5.1	%
Adjusted EBITDA	$	19,938		$	17,363		14.8	%	$	34,157		$	29,873		14.3	%

Adjusted EBITDA margin %	28.0		%	26.8		%			24.7		%	23.1		%

All Other – Private Assets operating revenues increased 9.7% for the three months ended June 30, 2025, primarily driven by growth from recurring subscriptions in Private Capital Solutions related to Private Capital Intel, Total Plan Portfolio Management and Transparency Data products, as well as growth from recurring subscriptions in Real Assets related to Index Intel product. Adjusting for the impact of foreign currency exchange rate fluctuations, All Other – Private Assets operating revenues would have increased 8.2%.

All Other – Private Assets Adjusted EBITDA expenses increased 7.9% for the three months ended June 30, 2025, primarily driven by increases in compensation and benefits costs as a result of increased headcount costs as well as higher severance costs. Adjusting for the impact of foreign currency exchange rate fluctuations, All Other - Private Assets Adjusted EBITDA expenses would have increased 6.5%.

All Other – Private Assets operating revenues increased 7.2% for the six months ended June 30, 2025, primarily driven by growth from recurring subscriptions in Private Capital Solutions related to Transparency Data and Private Capital Intel products, as well as growth from recurring subscription in Real Assets related to Index Intel products. Adjusting for the impact of foreign currency exchange rate fluctuations, All Other – Private Assets operating revenues would have increased 6.7%.

All Other – Private Assets Adjusted EBITDA expenses increased 5.1% for the six months ended June 30, 2025, primarily driven by increases in compensation and benefits costs as a result of increased headcount costs as well as higher severance costs. Adjusting for the impact of foreign currency exchange rate fluctuations, All Other - Private Assets Adjusted EBITDA expenses would have increased 5.2%.

Operating Metrics

A substantial portion of MSCI’s operating revenues is derived from recurring subscriptions or licenses for products and services that are ongoing in nature and provided over contractually agreed periods, which are subject to renewal or cancellation upon the expiration of the then-current term. In addition, we generate non-recurring revenues from one-time sales and other transactions or services that are discrete in nature or that have a defined life. The operating metrics defined below help management assess the stability and growth of this recurring-revenue base and track non-recurring revenues. There have been no changes to the methodologies used to compute these metrics compared with prior periods.

Run Rate

Run Rate estimates, at a specific point in time, the annualized value of the recurring portion of executed client contracts (“Client Contracts”) expected to generate revenues over the next 12 months, assuming that all such Client Contracts are renewed and using foreign exchange rates at such point in time. Run Rate includes new Client Contracts upon execution, even if the license start date and related revenue recognition occur later.

For Client Contracts where fees are linked to an investment product’s assets or trading volume or fees (referred to as “Asset-based Fees”), the Run Rate calculation is based on:

• For exchange-traded funds (“ETFs”): assets under management as of the last trading day of the period;

• For non-ETF products: the most recent client-reported assets under management; and

• For listed futures and options contracts: the most recent quarterly volumes and/or reported exchange fees.

Table of Contents

Run Rate excludes fees associated with one-time or other non-recurring transactions.

We remove from Run Rate the annualized fee value associated with products or services under any Client Contracts when (i) we have received a notice of termination, reduction in fees, non-renewal or other clear indication that the client does not intend to continue its subscription at then current fees; and (ii) management has determined that such notice or indication reflects the client’s final decision to terminate, not renew or renew at a lower fee the applicable products or services, even if such termination or non-renewal is not yet effective (each such event, a “Subscription Cancellation”).

In general, when a client reduces the fees paid to MSCI associated with a reduction in the number of products or services to which it subscribes within a segment, or a switch between products or services within a segment, unless the client switches to a product or service that management considers a replacement, such reduction or switch is treated as a Subscription Cancellation, including for purposes of calculating MSCI’s Retention Rate (as detailed below). In the cases where the client switches products or services to a replacement service, only the net decrease, if any, is reported as a cancellation.

• In the Analytics and Sustainability and Climate operating segments, substantially all such product or service switches are treated as replacements and are netted accordingly.

• In contrast, in the Index, Real Assets, and Private Capital Solutions operating segments, such netting treatment is applied only in limited circumstances.

Run Rate may differ from revenues recognized in accordance with Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers. Changes in our recurring revenues typically lag changes in Run Rate. Key factors include, but are not limited to:

• Immediate recognition of the annualized value of newly executed recurring Client Contracts;

• Immediate removal of the annualized value of Subscription Cancellations on Client Contracts;

• Immediate updates to reflect modifications to existing Client Contracts, including changes in price or scope of services;

• Timing differences between the effective date of service delivery and contract execution (e.g., Client Contracts with implementation periods, fee waivers or future-dated start terms);

• Variability in revenues driven by exogenous factors, such as changes in reference asset values, currency exchange rates or investment flows;

• Variability in revenues tied to trading volumes of futures and options contracts linked to MSCI indexes; and

• The effects of acquisitions and divestitures.

• Multi-period agreements with contractual price escalators where the total revenue is recognized ratably over the contract period.

Organic recurring subscription Run Rate growth is defined as the period-over-period growth in Run Rate, excluding:

• The impact of changes in foreign currency exchange rates;

• The impact of acquisitions during the first 12 months following the transaction date; and

• The impact of divestitures, where Run Rate from divested businesses are excluded from prior period Run Rates.

The following table presents Run Rates as of the dates indicated and the growth percentages over the periods indicated:

Table of Contents


	As of
(in thousands)	June 30, 2025		June 30, 2024		Run Rate Growth %		Organic Run Rate Growth %
Index:
Recurring subscriptions	$	968,712	$	891,633	8.6	%	8.6	%
Asset-based fees	757,298		646,811		17.1	%	17.1	%
Index total	1,726,010		1,538,444		12.2	%	12.2	%


Analytics	730,640		674,609		8.3	%	6.8	%

Sustainability and Climate	369,759		333,683		10.8	%	6.5	%

All Other - Private Assets	280,313		260,556		7.6	%	6.0	%

Total Run Rate	$	3,106,722	$	2,807,292	10.7	%	9.6	%


Recurring subscriptions total	$	2,349,424	$	2,160,481	8.7	%	7.4	%
Asset-based fees	757,298		646,811		17.1	%	17.1	%
Total Run Rate	$	3,106,722	$	2,807,292	10.7	%	9.6	%

Total Run Rate increased 10.7%, driven by a 8.7% increase from recurring subscriptions, primarily driven by increases in the asset manager, banks and broker-dealer, asset owner and hedge fund client segments, as well as a 17.1% increase from asset-based fees.

Run Rate from Index recurring subscriptions increased 8.6%, primarily driven by growth from market cap-weighted and custom Index products. The increase reflected growth across all regions and client segments.

Run Rate from Index asset-based fees increased 17.1%, primarily driven by higher AUM in both ETFs linked to MSCI equity indexes and non-ETF indexed funds linked to MSCI indexes.

Run Rate from Analytics products increased 8.3%, primarily driven by growth in both Multi-Asset Class and Equity Analytics products, and reflected growth across all regions and client segments.

Run Rate from Sustainability and Climate products increased 10.8%, driven by growth in Climate and Ratings products with contributions across all regions. The increase is primarily driven by growth in asset manager, wealth manager and asset owner client segments.

Run Rate from All Other - Private Assets increased 7.6%, primarily driven by growth from Private Capital Solutions related to Private Capital Intel, Transparency Data and Total Plan Portfolio Management products, and reflected growth across all regions. The increase is primarily driven by growth in asset owner and asset manager client segments.

Sales

Sales represents the annualized value of products and services that clients have committed to purchase from MSCI and that are expected to result in additional operating revenues.

Non-recurring sales represent the aggregate value of client agreements entered into during the period that generate non-recurring fees and are not included in Run Rate (as defined elsewhere herein), even if such agreements span multiple periods or years.

New recurring subscription sales represent the annualized value of additional client commitments entered into during the period - such as new Client Contracts, expansions of existing Client Contracts or price increases - that contribute to Run Rate.

Net new recurring subscription sales represent new recurring subscription sales minus the impact of Subscription Cancellations, capturing the net impact to Run Rate for the period.

Table of Contents

Total gross sales is the sum of new recurring subscription sales and non-recurring sales.

Total net sales is total gross sales minus the impact of Subscription Cancellations.

Changes in foreign currency are calculated by applying the exchange rates from the prior comparable period to the current period’s foreign currency-denominated Run Rate.

The following table presents our recurring subscription sales, cancellations and non-recurring sales for the periods indicated:


	Three Months Ended				Six Months Ended
(in thousands)	June 30, 2025		June 30, 2024		June 30, 2025		June 30, 2024
Index
New recurring subscription sales	$	29,274	$	31,297	$	51,698	$	54,810
Subscription cancellations	(9,241)		(10,312)		(17,495)		(25,014)
Net new recurring subscription sales	$	20,033	$	20,985	$	34,203	$	29,796

Non-recurring sales	$	17,473	$	17,993	$	29,847	$	30,804
Total gross sales	$	46,747	$	49,290	$	81,545	$	85,614

Total Index net sales	$	37,506	$	38,978	$	64,050	$	60,600


Analytics
New recurring subscription sales	$	25,744	$	21,269	$	38,962	$	35,357
Subscription cancellations	(10,915)		(6,900)		(18,857)		(17,694)
Net new recurring subscription sales	$	14,829	$	14,369	$	20,105	$	17,663

Non-recurring sales	$	5,839	$	4,057	$	8,041	$	6,519
Total gross sales	$	31,583	$	25,326	$	47,003	$	41,876

Total Analytics net sales	$	20,668	$	18,426	$	28,146	$	24,182



Sustainability and Climate
New recurring subscription sales	$	10,301	$	18,557	$	17,535	$	30,028
Subscription cancellations	(5,332)		(4,570)		(10,026)		(11,921)
Net new recurring subscription sales	$	4,969	$	13,987	$	7,509	$	18,107

Non-recurring sales	$	1,327	$	2,835	$	3,241	$	4,507
Total gross sales	$	11,628	$	21,392	$	20,776	$	34,535

Total Sustainability and Climate net sales	$	6,296	$	16,822	$	10,750	$	22,614


All Other - Private Assets
New recurring subscription sales	$	9,869	$	11,654	$	19,577	$	19,918
Subscription cancellations	(5,858)		(5,580)		(11,498)		(10,502)
Net new recurring subscription sales	$	4,011	$	6,074	$	8,079	$	9,416

Non-recurring sales	$	757	$	752	$	1,818	$	1,841
Total gross sales	$	10,626	$	12,406	$	21,395	$	21,759

Total All Other - Private Assets net sales	$	4,768	$	6,826	$	9,897	$	11,257


Consolidated
New recurring subscription sales	$	75,188	$	82,777	$	127,772	$	140,113
Subscription cancellations	(31,346)		(27,362)		(57,876)		(65,131)
Net new recurring subscription sales	$	43,842	$	55,415	$	69,896	$	74,982

Non-recurring sales	$	25,396	$	25,637	$	42,947	$	43,671
Total gross sales	$	100,584	$	108,414	$	170,719	$	183,784

Total net sales	$	69,238	$	81,052	$	112,843	$	118,653

Table of Contents

Retention Rate

The following table presents our Retention Rate for the periods indicated:


	Three Months Ended June 30,		Six Months Ended June 30,
	2025	2024	2025	2024
Index	96.0%	95.2%	96.3%	94.2%
Analytics	93.7%	95.8%	94.6%	94.7%
Sustainability and Climate	93.8%	94.3%	94.2%	92.5%
All Other - Private Assets	91.2%	91.2%	91.4%	91.7%
Total	94.4%	94.8%	94.8%	93.8%

Retention Rate is a key performance metric that provides insight into the stability and durability of MSCI’s recurring revenue base. Subscription cancellations reduce Run Rate and, over time, lower future operating revenues.

For full-year periods, Retention Rate is calculated as the retained subscription Run Rate, which is defined as the subscription Run Rate at the beginning of the fiscal year minus actual subscription cancellations during the fiscal year, expressed as a percentage of the subscription Run Rate at the beginning of the fiscal year.

For interim (non-annual) periods, Retention Rate is presented on an annualized basis. The annualized Retention Rate is calculated by:

1. Dividing annualized subscription cancellations in the period by the subscription Run Rate at the beginning of the fiscal year, to determine a cancellation rate; and

2. Subtracting that rate from 100%, to derive the annualized Retention Rate.

Retention Rate is calculated by operating segment and is based on an individual product or service level within each segment. We do not calculate Retention Rate for the portion of Run Rate attributable to Asset-based Fees.

Liquidity and Capital Resources

We require capital to fund ongoing operations, internal growth initiatives and acquisitions. Our primary sources of liquidity are cash flows generated from our operations, existing cash and cash equivalents and credit capacity under our existing credit facility. In addition, we believe we have access to additional funding in the public and private markets. We intend to use these sources of liquidity to, among other things, service our existing and future debt obligations, fund our working capital requirements for capital expenditures, investments, acquisitions and dividend payments, and make repurchases of our common stock. In connection with our business strategy, we regularly evaluate acquisition and strategic partnership opportunities. We believe our liquidity, along with other financing alternatives, will provide the necessary capital to fund these transactions and achieve our planned growth.

Senior Notes and Credit Agreement

As of June 30, 2025, we had an aggregate of $4,200.0 million in Senior Notes outstanding. In addition, under the Credit Agreement, we had as of June 30, 2025 an aggregate of $337.0 million in outstanding borrowings under the revolving credit facility. See Note 7, “Debt” of the Notes to Condensed Consolidated Financial Statements (Unaudited) included herein for additional information on our outstanding indebtedness and revolving credit facility.

On January 26, 2024, we entered into a Second Amended and Restated Credit Agreement (the “Credit Agreement”) amending and restating in its entirety the Prior Credit Agreement. The Credit Agreement makes available an aggregate of $1,250.0 million of revolving loan commitments under the Revolving Credit Facility, which may be drawn until January 26, 2029. The obligations under the Credit Agreement are general unsecured obligations of the Company.

The Senior Notes and the Prior Credit Agreement were previously fully and unconditionally, and jointly and severally, guaranteed by our direct or indirect wholly owned domestic subsidiaries that account for more than 5% of our and our subsidiaries’ consolidated assets, other than certain excluded subsidiaries (the “subsidiary guarantors”). Upon the closing of the Credit Agreement on January 26, 2024, the subsidiary guarantors’ were released from their guarantees under the Prior Credit Agreement and the indentures governing our Senior Notes (the “Indentures”).

Table of Contents

The Indentures among us and Computershare, National Association, as trustee and successor to Wells Fargo Bank, National Association, contain covenants that limit our and our subsidiaries’ ability to, among other things, incur liens, enter into sale/leaseback transactions and consolidate, merge or sell all or substantially all of our assets, and that limit the ability of our subsidiaries to incur certain indebtedness. The Credit Agreement also contains covenants that limit our and our subsidiaries’ ability to, among other things, incur liens, enter into sale/leaseback transactions and consolidate, merge or sell all or substantially all of our assets, and that limit the ability of our subsidiaries to incur certain indebtedness.

The Credit Agreement and the Indentures also contain customary events of default, including those relating to non-payment, breach of representations, warranties or covenants, cross-default and cross-acceleration, and bankruptcy and insolvency events, and, in the case of the Credit Agreement, invalidity or impairment of loan documentation, change of control and customary ERISA defaults in addition to the foregoing. None of the restrictions above are expected to impact our ability to effectively operate the business.

The Credit Agreement also requires us and our subsidiaries to achieve financial and operating results sufficient to maintain compliance with the following financial ratios on a consolidated basis through the termination of the Credit Agreement: (1) the maximum Consolidated Leverage Ratio (as defined in the Credit Agreement) measured quarterly on a rolling four-quarter basis not to exceed 4.25:1.00 (or 4.50:1.00 for four fiscal quarters following a material acquisition) and (2) the minimum Consolidated Interest Coverage Ratio (as defined in the Credit Agreement) measured quarterly on a rolling four-quarter basis of at least 4.00:1.00. As of June 30, 2025, our Consolidated Leverage Ratio was 2.24:1.00 and our Consolidated Interest Coverage Ratio was 10.70:1.00.

Share Repurchases

The following table provides information with respect to repurchases of the Company’s common stock pursuant to open market repurchases:


Six months ended (in thousands except per share data)	Average Price Paid Per Share		Total Number of Shares Repurchased	Dollar Value of Shares Repurchased (1)
June 30, 2025	$	557.70	514	$	286,585
June 30, 2024	$	483.79	499	$	241,518

___________________________

As of June 30, 2025, there was $1,248.9 million of available authorization remaining under the 2024 Repurchase Program. This authorization may be modified, suspended or terminated by the Board of Directors at any time without prior notice.

Cash Dividends

On July 21, 2025, the Board of Directors declared a quarterly cash dividend of $1.80 per share for the three months ending September 30, 2025. The third quarter 2025 dividend is payable on August 29, 2025 to shareholders of record as of the close of trading on August 15, 2025.

Cash Flows

The following table presents the Company’s cash and cash equivalents, including restricted cash, as of the dates indicated:


	As of
(in thousands)	June 30, 2025		December 31, 2024
Cash and cash equivalents (includes restricted cash of $3,635 and $3,497 at June 30, 2025 and December 31, 2024, respectively)	$	347,318	$	409,351

We typically seek to maintain minimum cash balances globally of approximately $225.0 million to $275.0 million for general operating purposes. As of June 30, 2025 and December 31, 2024, $199.1 million and $265.5 million, respectively, of the Company’s cash and cash equivalents were held by foreign subsidiaries. Repatriation of some foreign cash may be subject to certain withholding taxes in local jurisdictions and other distribution restrictions. We believe the global cash and cash equivalent balances that are maintained will be available to meet our global needs whether for general corporate purposes or other needs, including acquisitions or expansion of our products.

Table of Contents

We believe that global cash flows from operations, together with existing cash and cash equivalents and funds available under our existing revolving credit facility and our ability to access bank debt, private debt and the capital markets for additional funds, will continue to be sufficient to fund our global operating activities and cash commitments for investing and financing activities, such as material capital expenditures and share repurchases, for at least the next 12 months and for the foreseeable future thereafter. In addition, we expect that foreign cash flows from operations, together with existing cash and cash equivalents, will continue to be sufficient to fund our foreign operating activities and cash commitments for investing activities, such as material capital expenditures, for at least the next 12 months and for the foreseeable future thereafter.

Net Cash Provided by (Used In) Operating, Investing and Financing Activities


	Six Months Ended June 30,
(in thousands)	2025		2024
Net cash provided by operating activities	$	637,875	$	649,385
Net cash (used in) investing activities	(67,467)		(79,458)
Net cash (used in) provided by financing activities	(642,824)		(575,859)
Effect of exchange rate changes	10,383		(4,360)
Net increase (decrease) in cash, cash equivalents and restricted cash	$	(62,033)	$	(10,292)

Cash Flows From Operating Activities

Cash flows from operating activities consist of net income adjusted for certain non-cash items and changes in assets and liabilities. The year-over-year change was primarily driven by higher payments for cash expenses, partially offset by higher cash collections from customers.

Our primary uses of cash from operating activities a re for the payment of cash compensation expenses, income taxes, interest expenses, technology costs, professional fees, market data costs and office rent. Historically, the payment of cash for compensation and benefits is at its highest level in the first quarter when we pay discretionary employee compensation related to the previous fiscal year.

Cash Flows From Investing Activities

The year-over-year change was due to prior year acquisitions partially offset by increased capital expenditures.

Cash Flows From Financing Activities

The year-over-year change was primarily driven by the impact of higher share repurchases, dividend payments and contingent consideration payments related to acquisitions.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

Foreign Currency Risk

We are subject to foreign currency exchange fluctuation risk. Exchange rate movements can impact the U.S. dollar-reported value of our revenues, expenses, assets and liabilities denominated in non-U.S. dollar currencies or where the currency of such items is different than the functional currency of the entity where these items were recorded.

We generally invoice our clients in U.S. dollars; however, we invoice a portion of our clients in Euros, British pounds sterling, Japanese yen and a limited number of other non-U.S. dollar currencies. For the six months ended June 30, 2025 and 2024, 16.6% and 16.7%, respectively, of our revenues are subject to foreign currency exchange rate risk and primarily included clients billed in foreign currency as well as U.S. dollar exposures on non-U.S. dollar foreign operating entities. Of the 16.6% of non-U.S. dollar exposure for the six months ended June 30, 2025, 42.2% was in Euros, 32.6% was in British pounds sterling and 18.2% was in Japanese yen. Of the 16.7% of non-U.S. dollar exposure for the six months ended June 30, 2024, 41.9% was in Euros, 33.0% was in British pounds sterling and 17.6% was in Japanese yen.

Revenues from asset-based fees represented 23.8% and 22.6% of operating revenues for the six months ended June 30, 2025 and 2024, respectively. While a substantial portion of our asset-based fees are invoiced in U.S. dollars, the fees are based on the assets in investment products, of which approximately three-fifths are invested in securities denominated in currencies other than the U.S.

Table of Contents

dollar. Accordingly, declines in such other currencies against the U.S. dollar will decrease the fees payable to us under such licenses. In addition, declines in such currencies against the U.S. dollar could impact the attractiveness of such investment products resulting in net fund outflows, which would further reduce the fees payable under such licenses.

We are exposed to additional foreign currency risk in certain of our operating costs. Approximately 41.2% and 42.0% of our operating expenses for the six months ended June 30, 2025 and 2024, respectively, were denominated in foreign currencies, the significant majority of which were denominated in British pounds sterling, Indian rupees, Euros, Hungarian forints, Mexican pesos and Swiss francs.

We have certain monetary assets and liabilities denominated in currencies other than local functional amounts, and when these balances are remeasured into their local functional currency, either a gain or a loss results from the change of the value of the functional currency as compared to the originating currencies. We manage foreign currency exchange rate risk, in part, through the use of derivative financial instruments comprised principally of forward contracts on foreign currency which are not designated as hedging instruments for accounting purposes. The objective of the derivative instruments is to minimize the impact on the income statement of the volatility of amounts denominated in certain foreign currencies. We recognized total foreign currency exchange losses of $4.5 million and $2.3 million for the six months ended June 30, 2025 and 2024, respectively.

Item 4. Controls and Procedures

Our Chief Executive Officer and Chief Financial Officer have evaluated our disclosure controls and procedures, as defined in Rule 13a-15(e) or 15d-15(e) of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”), as of the end of the period covered by this report, and have concluded that these disclosure controls and procedures are effective to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time specified in the SEC’s rules and forms. These disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in the reports we file or submit under the Exchange Act is accumulated and communicated to management, including the Chief Executive Officer and the Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

There have been no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the three months ended June 30, 2025 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Table of Contents

PART II – OTHER INFORMATION

Item 1. Legal Proceedings

Various lawsuits, arbitrations, claims, government inquiries, requests for information, subpoenas, regulatory investigations, examinations, inspections and other legal or regulatory processes have been or may be instituted or asserted against the Company in the ordinary course of business. While the potential losses could be substantial, due to uncertainties surrounding the potential outcomes, management cannot currently reasonably estimate the possible loss or range of loss that may arise from these matters. Consequently, it is possible that MSCI’s business, operating results, financial condition or cash flows in a particular period could be materially affected by these matters. However, based on facts currently available, we believe that the disposition of matters that are currently pending or asserted will not, individually or in the aggregate, have a material effect on MSCI’s business, operating results, financial condition or cash flows.

Item 1A. Risk Factors

For a discussion of the risk factors affecting the Company, see “Risk Factors” in Part I, Item 1A of our Annual Report on Form 10-K for fiscal year ended December 31, 2024.

There have been no material changes to the risk factors and uncertainties known to the Company and disclosed in the Company’s Form 10-K for the fiscal year ended December 31, 2024, that, if they were to materialize or occur, would, individually or in the aggregate, have a material effect on MSCI’s business, operating results, financial condition or cash flows.

Item 2. Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities

There were no unregistered sales of equity securities during the three months ended June 30, 2025.

The table below presents information with respect to purchases made by or on behalf of the Company of its shares of common stock during the three months ended June 30, 2025.

Issuer Purchases of Equity Securities


Period	Total Number of Shares Purchased (1)	Average Price Paid Per Share (2)		Total Number of Shares Purchased As Part of Publicly Announced Plans or Programs	Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (in millions) (3)
April 1, 2025 - April 30, 2025	230,271	$	521.08	230,271	$	1,260
May 1, 2025 - May 31, 2025	1,812	$	552.88	—	$	1,260
June 1, 2025 - June 30, 2025	20,547	$	546.31	20,547	$	1,249
Total	252,630	$	523.36	250,818	$	1,249

___________________________

(1) Includes, when applicable, (i) shares purchased by the Company on the open market under the stock repurchase program; (ii) shares withheld to satisfy tax withholding obligations on behalf of employees that occur upon vesting and delivery of outstanding shares underlying restricted stock units; and (iii) shares held in treasury under the MSCI Inc. Non-Employee Directors Deferral Plan. The value of shares withheld to satisfy tax withholding obligations was determined using the fair market value of the Company’s common stock on the date of withholding, using a valuation methodology established by the Company.

(2) Excludes 1% excise tax incurred on share repurchases.

(3) See Note 9, “Shareholders’ Equity (Deficit),” of the Notes to the Unaudited Condensed Consolidated Financial Statements included herein for further information regarding our stock repurchase program.

Item 5. Other Information

During the three months ended June 30, 2025, none of the Company’s directors or officers, as defined in Section 16 of the Exchange Act, adopted or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K of the Exchange Act.

Table of Contents

Item 6. Exhibits

EXHIBIT INDEX


	Exhibit Number	Description

	3.1	Third Amended and Restated Certificate of Incorporation (filed as Exhibit 3.1 to the Company’s Form 10-Q (File No. 001-33812), filed with the SEC on May 4, 2012 and incorporated by reference herein)

	3.2	Amended and Restated Bylaws (filed as Exhibit 3.2 to the Company’s Form 10-K (File No. 001-33812), filed with the SEC on February 9, 2024 and incorporated by reference herein)

*†	10.1	Non-Employee Director Stock Ownership Guidelines

*†	10.2	MSCI Inc. Executive Committee Stock Ownership Guidelines

*†	10.3	MSCI Inc. Annual Incentive Plan

*†	10.4	Form of 2025 Award Agreement for Restricted Stock Units for Non-Employee Directors Under the MSCI Inc. 2025 Omnibus Incentive Plan

*†	10.5	Form of 2025 Award Agreement for Restricted Stock Units for Employees Under the MSCI Inc. 2025 Omnibus Incentive Plan

*†	10.6	Form of 2025 Annual Performance Award Agreement for Performance Stock Units for Managing Directors Under the MSCI Inc. 2025 Omnibus Incentive Plan

*†	10.7	Form of 2025 Non-Qualified Performance Stock Option Award Agreement Under the MSCI Inc. 2025 Omnibus Incentive Plan

*	31.1	Rule 13a-14(a) Certification of the Chief Executive Officer

*	31.2	Rule 13a-14(a) Certification of the Chief Financial Officer

**	32.1	Section 1350 Certification of the Chief Executive Officer and the Chief Financial Officer

*	101.INS	Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

*	101.SCH	Inline XBRL Taxonomy Extension Schema Document

*	101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document

*	101.LAB	Inline XBRL Taxonomy Extension Label Linkbase Document

*	101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document

*	101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document

*	104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

___________________________

* Filed herewith.

** Furnished herewith.

† Indicates a management compensation plan, contract or arrangement.

Table of Contents

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Dated: July 22, 2025


			MSCI INC. (Registrant)

			By:			/s/ Andrew C. Wiechmann
						Andrew C. Wiechmann Chief Financial Officer (Principal Financial Officer)

TABLE OF CONTENTS

Part I Financial Information Item 1. Financial Statements Item 2. Management S Discussion and Analysis Of Financial Condition and Results Of Operations Item 1: Business Item 3. Quantitative and Qualitative Disclosures About Market Risk Item 4. Controls and Procedures Part II Other Information Item 1. Legal Proceedings Item 1A. Risk Factors Item 2. Unregistered Sales Of Equity Securities, Use Of Proceeds and Issuer Purchases Of Equity Securities Item 5. Other Information Item 6. Exhibits

Exhibits

3.1 Third Amended and Restated Certificate of Incorporation (filed as Exhibit 3.1 to the Companys Form 10-Q (File No. 001-33812), filed with the SEC on May 4, 2012 and incorporated by reference herein) 3.2 Amended and Restated Bylaws (filed as Exhibit 3.2 to the Companys Form 10-K (File No. 001-33812), filed with the SEC on February 9, 2024 and incorporated by reference herein) * 10.1 Non-Employee Director Stock Ownership Guidelines * 10.2 MSCI Inc. Executive Committee Stock Ownership Guidelines * 10.3 MSCI Inc. Annual Incentive Plan * 10.4 Form of 2025 Award Agreement for Restricted Stock Units for Non-Employee Directors Under the MSCI Inc. 2025 Omnibus Incentive Plan * 10.5 Form of 2025 Award Agreement for Restricted Stock Units for Employees Under the MSCI Inc. 2025 Omnibus Incentive Plan * 10.6 Form of 2025 Annual Performance Award Agreement for Performance Stock Units for Managing Directors Under the MSCI Inc. 2025 Omnibus Incentive Plan * 10.7 Form of 2025 Non-Qualified Performance Stock Option Award Agreement Under the MSCI Inc. 2025 Omnibus Incentive Plan * 31.1 Rule 13a-14(a) Certification of the Chief Executive Officer * 31.2 Rule 13a-14(a) Certification of the Chief Financial Officer ** 32.1 Section 1350 Certification of the Chief Executive Officer and the Chief Financial Officer

MSCI 10-Q Quarter ended June 30, 2025

Exhibits