UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
On July 1, 2026 (the “Separation Date”), S&P Global Inc. (the “Registrant”, the “Company” or “S&P Global”) completed the previously announced separation of its S&P Global Mobility segment (“Mobility”), into a separate, independent public company, Mobility Global Inc. (“Mobility Global”). The separation was structured as a spin-off (the “Spin-off”), which occurred by way of a pro rata distribution of 100% of the outstanding shares of Mobility Global common stock to the holders of S&P Global common stock. S&P Global shareholders received one share of Mobility Global stock for every one share of S&P Global stock held of record as of the close of business on June 15, 2026 (the “Record Date”). Mobility Global is now an independent public company under the symbol “MBGL“ on the New York Stock Exchange. After the distribution, S&P Global will no longer consolidate Mobility Global into its financial results (the entire transaction is being referred to as the “Separation”).
The unaudited pro forma condensed consolidated financial statements have been derived from the Company’s historical consolidated financial statements and give effect to the Separation. The following unaudited pro forma condensed consolidated statements of income for the six months ended June 30, 2026 and each of the years ended December 31, 2025, 2024 and 2023 reflect the Company’s results as if the Separation had occurred as of January 1, 2023 in that they reflect the reclassification of Mobility as discontinued operations for all periods presented. The adjustments in the “Transaction Accounting Adjustments” column in the unaudited pro forma condensed consolidated statements of income for the six months ended June 30, 2026 and the year ended December 31, 2025 give effect to the Separation and related transactions as if they had occurred as of January 1, 2025. The following unaudited pro forma condensed consolidated balance sheet as of June 30, 2026 reflects the Company’s financial position as if the Separation had occurred on June 30, 2026. After the date of the Separation, the historical financial results of Mobility through June 30, 2026 will be reflected in our consolidated financial statements as discontinued operations in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for all periods.
The unaudited pro forma condensed consolidated financial statements have been prepared based on the best available information and management estimates and are subject to the assumptions and adjustments described below and in the accompanying notes to those financial statements. They are not intended to be a complete presentation of the Company’s financial position or results of operations had the Separation occurred as of and for the periods indicated. In addition, the unaudited pro forma condensed consolidated financial statements are provided for illustrative and information purposes only and are not necessarily indicative of the Company’s future results of operations or financial condition had the Separation and related transactions been completed on the dates assumed. The actual financial position and results of operations may differ significantly from the pro forma amounts reflected herein due to a variety of factors. Management believes these assumptions and adjustments are reasonable, given the information available at the filing date. The unaudited pro forma condensed consolidated financial statements should be read in conjunction with the Company’s historical consolidated financial statements and accompanying notes.
The unaudited pro forma condensed consolidated financial statements have been prepared in accordance with Regulation S-X Article 11.
Unaudited Pro Forma Condensed Consolidated Statement of Income
For the Six Months Ended June 30, 2026
(in millions, except per share amounts)
Historical
Mobility Discontinued Operations (Note a)
S&P Global Continuing Operations (Subtotal)
Transaction Accounting Adjustments
Pro Forma
Revenue
$
8,318
$
921
$
7,397
$
7,397
Expenses:
Operating-related expenses
2,394
268
2,126
2,126
Selling and general expenses
1,681
351
1,330
(13)
(c)
1,317
Depreciation
64
7
57
57
Amortization of intangibles
551
152
399
399
Total expenses
4,690
778
3,912
(13)
3,899
Gain on dispositions
(186)
—
(186)
(186)
Operating profit
3,814
143
3,671
13
3,684
Other income, net
(6)
—
(6)
(6)
Interest expense, net
182
3
179
179
Income from continuing operations before taxes on income
3,638
140
3,498
13
3,511
Provision for taxes on income
810
56
754
3
(d)
757
Net income from continuing operations
2,828
84
2,744
10
2,754
Less: net income attributable to noncontrolling interests
(215)
—
(215)
(215)
Net income from continuing operations attributable to S&P Global Inc.
$
2,613
$
84
$
2,529
$
10
$
2,539
Earnings per share from continuing operations attributable to S&P Global Inc. common shareholders:
Net income:
Basic
$
8.82
$
8.57
Diluted
$
8.81
$
8.56
Weighted-average number of common shares outstanding:
Basic
296.4
296.4
Diluted
296.6
296.6
See accompanying notes to the unaudited pro forma condensed consolidated financial statements.
Unaudited Pro Forma Condensed Consolidated Statement of Income
For the Year Ended December 31, 2025
(in millions, except per share amounts)
Historical
Mobility Discontinued Operations (Note a)
S&P Global Continuing Operations (Subtotal)
Transaction Accounting Adjustments
Pro Forma
Revenue
$
15,336
$
1,747
$
13,589
$
13,589
Expenses:
Operating-related expenses
4,563
513
4,050
4,050
Selling and general expenses
3,417
544
2,873
(35)
(c)
2,838
Depreciation
110
14
96
96
Amortization of intangibles
1,069
303
766
766
Total expenses
9,159
1,374
7,785
(35)
7,750
Gain on dispositions
(273)
—
(273)
(273)
Equity in income on unconsolidated subsidiaries
(28)
—
(28)
(28)
Operating profit
6,478
373
6,105
35
6,140
Other income, net
(36)
—
(36)
(36)
Interest expense, net
287
(1)
288
288
Income from continuing operations before taxes on income
6,227
374
5,853
35
5,888
Provision for taxes on income
1,407
69
1,338
9
(d)
1,347
Net income from continuing operations
4,820
305
4,515
26
4,541
Less: net income attributable to noncontrolling interests
(349)
—
(349)
(349)
Net income from continuing operations attributable to S&P Global Inc.
$
4,471
$
305
$
4,166
$
26
$
4,192
Earnings per share from continuing operations attributable to S&P Global Inc. common shareholders:
Net income:
Basic
$
14.67
$
13.75
Diluted
$
14.66
$
13.74
Weighted-average number of common shares outstanding:
Basic
304.8
304.8
Diluted
305.1
305.1
See accompanying notes to the unaudited pro forma condensed consolidated financial statements.
Unaudited Pro Forma Condensed Consolidated Statement of Income
For the Year Ended December 31, 2024
(in millions, except per share amounts)
Historical
Mobility Discontinued Operations (Note a)
Pro Forma
Revenue
$
14,208
$
1,609
$
12,599
Expenses:
Operating-related expenses
4,361
487
3,874
Selling and general expenses
3,196
433
2,763
Depreciation
96
13
83
Amortization of intangibles
1,077
302
775
Total expenses
8,730
1,235
7,495
Gain on dispositions
(59)
—
(59)
Equity in income on unconsolidated subsidiaries
(43)
—
(43)
Operating profit
5,580
374
5,206
Other income, net
(25)
—
(25)
Interest expense, net
297
(1)
298
Income from continuing operations before taxes on income
5,308
375
4,933
Provision for taxes on income
1,141
92
1,049
Net income from continuing operations
4,167
283
3,884
Less: net income attributable to noncontrolling interests
(315)
—
(315)
Net income from continuing operations attributable to S&P Global Inc.
$
3,852
$
283
$
3,569
Earnings per share from continuing operations attributable to S&P Global Inc. common shareholders:
Net income:
Basic
$
12.36
$
11.46
Diluted
$
12.35
$
11.44
Weighted-average number of common shares outstanding:
Basic
311.6
311.6
Diluted
311.9
311.9
See accompanying notes to the unaudited pro forma condensed consolidated financial statements.
Unaudited Pro Forma Condensed Consolidated Statement of Income
For the Year Ended December 31, 2023
(in millions, except per share amounts)
Historical
Mobility Discontinued Operations (Note a)
Pro Forma
Revenue
$
12,497
$
1,484
$
11,013
Expenses:
Operating-related expenses
4,141
408
3,733
Selling and general expenses
3,159
448
2,711
Depreciation
101
9
92
Amortization of intangibles
1,042
302
740
Total expenses
8,443
1,167
7,276
Loss on dispositions
70
—
70
Equity in income on unconsolidated subsidiaries
(36)
—
(36)
Operating profit
4,020
317
3,703
Other expense, net
15
—
15
Interest expense, net
334
(1)
335
Income from continuing operations before taxes on income
3,671
318
3,353
Provision for taxes on income
778
63
715
Net income from continuing operations
2,893
255
2,638
Less: net income attributable to noncontrolling interests
(267)
—
(267)
Net income from continuing operations attributable to S&P Global Inc.
$
2,626
$
255
$
2,371
Earnings per share from continuing operations attributable to S&P Global Inc. common shareholders:
Net income:
Basic
$
8.25
$
7.45
Diluted
$
8.23
$
7.43
Weighted-average number of common shares outstanding:
Basic
318.4
318.4
Diluted
318.9
318.9
See accompanying notes to the unaudited pro forma condensed consolidated financial statements.
Unaudited Pro Forma Condensed Consolidated Balance Sheet at June 30, 2026
(in millions)
Historical
Mobility Discontinued Operations (Note a)
S&P Global Continuing Operations (Subtotal)
Transaction Accounting Adjustments
Pro Forma
ASSETS
Current assets:
Cash and cash equivalents
$
4,134
$
185
$
3,949
$
—
$
3,949
Restricted cash
7
7
—
—
Accounts receivable, net
3,438
232
3,206
3,206
Prepaid and other current assets
1,010
37
973
973
Assets held for sale
120
—
120
120
Total current assets
8,709
461
8,248
—
8,248
Property and equipment, net
254
18
236
236
Right of use assets
392
33
359
359
Goodwill
36,348
8,859
27,489
27,489
Other intangible assets, net
15,695
3,598
12,097
12,097
Equity investments in unconsolidated subsidiaries
613
—
613
613
Other non-current assets
895
56
839
839
Total assets
$
62,906
$
13,025
$
49,881
$
—
$
49,881
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable
$
611
$
63
$
548
$
—
$
548
Accrued compensation and contributions to retirement plans
581
41
540
540
Short-term debt
2,572
—
2,572
2,572
Income taxes currently payable
238
8
230
230
Unearned revenue
3,929
102
3,827
3,827
Other current liabilities
1,166
37
1,129
53
(b)
1,182
Liabilities held for sale
28
—
28
28
Total current liabilities
9,125
251
8,874
53
8,927
Long-term debt
12,598
1,980
10,618
10,618
Lease liabilities — non-current
452
27
425
425
Pension and other postretirement benefits
177
1
176
176
Deferred tax liability — non-current
3,150
938
2,212
2,212
Other non-current liabilities
764
1
763
763
Total liabilities
26,266
3,198
23,068
53
23,121
Equity:
Redeemable noncontrolling interests
5,024
—
5,024
5,024
Commitments and contingencies
Common stock
415
—
415
415
Additional paid-in capital
44,547
45
44,502
44,502
Retained income
25,618
9,747
15,871
(53)
(b)
15,818
Accumulated other comprehensive loss
(772)
35
(807)
(807)
Less: common stock in treasury
(38,307)
—
(38,307)
(38,307)
Total equity — controlling interests
31,501
9,827
21,674
(53)
21,621
Total equity — noncontrolling interests
115
—
115
115
Total equity
31,616
9,827
21,789
(53)
21,736
Total liabilities and equity
$
62,906
$
13,025
$
49,881
$
—
$
49,881
See accompanying notes to the unaudited pro forma condensed consolidated financial statements.
Notes to Unaudited Pro Forma Condensed Consolidated Financial Statements
Mobility Discontinued Operations
(a) Reflects the operations of Mobility that will qualify as discontinued operations in accordance with the
guidance set forth in ASC 205, Presentation of Financial Statements. This includes the assets, liabilities,
equity and results of operations and the non-recurring costs, primarily consisting of professional fees, that
are directly related to the Separation. Certain liabilities and general corporate overhead expenses that were
not specifically related to Mobility were excluded, as they did not meet the discontinued operations criteria
including:
i.General corporate overhead costs which were historically allocated to Mobility that included labor and non-labor expenses related to the Company’s corporate support functions (e.g. finance, accounting, treasury, information technology, legal, among others) that historically provided support to Mobility.
ii.The impact of intercompany purchases and sales between the Company and Mobility that were eliminated in consolidation.
Transaction Accounting Adjustments
(b) Reflects $53 million of additional non-recurring costs to complete the Separation. These costs primarily
relate to investment banker fees, legal fees, third-party consulting fees and other costs directly related to the
Separation. There is no pro forma adjustment to reflect these expenses in the pro forma condensed
consolidated statements of income because they will be classified within discontinued operations.
(c) Reflects the impact of a Transition Services Agreement whereby S&P Global will provide certain post
separation services to Mobility Global on a transitional basis. A pro forma adjustment reducing selling and
general expenses by $13 million and $35 million for the six months ended June 30, 2026 and
the year ended December 31, 2025, respectively, is reflected for this contractual arrangement.
(d) Represents $3 million and $9 million for the six months ended June 30, 2026 and for
the year ended December 31, 2025, respectively, of the income tax pro forma adjustments. This
adjustment was determined by applying the relevant statutory tax rates to the jurisdictional mix of
income including the pre-tax pro forma adjustment described in note (c) above.