MSCI Shareholders Back All Proposals at 2026 Annual Meeting, Ratify PwC and Say-on-Pay

Key Points

• Shareholders approved all proposals: They elected all 11 director nominees, passed the advisory "say on pay," and ratified PricewaterhouseCoopers LLP as MSCI’s independent auditor for 2026.
• Strong 2025 financial results: MSCI reported operating revenue of approximately $3.1 billion, adjusted EBITDA of $1.9 billion and adjusted EPS of $17.28, with double‑digit CAGRs since 2021 (11% revenue, 12% EBITDA, 15% EPS).
• Strategy and outlook: Management emphasized the subscription‑based model and differentiated investment‑decision solutions as growth drivers, noted Q1 2026 results were issued the same day, and said a Form 8‑K will be filed with final voting results.

MSCI NYSE: MSCI held its 2026 Annual Shareholders Meeting virtually on Tuesday, April 21, 2026, with CEO and Chairman Henry A. Fernandez presiding. Fernandez was joined by Robert J. Gutowski, general counsel and head of corporate affairs; Cecilia B. Attias, corporate secretary; members of the board and management committee; representatives of the company’s independent registered public accounting firm, PricewaterhouseCoopers LLP; and an Inspector of Elections from American Election Services.

Fernandez said the board set Feb. 27, 2026, as the record date for determining shareholders entitled to vote. He added that an affidavit with the Inspector of Elections attested that the notice of meeting, the 2026 proxy statement, and the 2025 annual report were made available to shareholders “on or about March 11th, 2026.” As of the record date, MSCI had 73,120,206 shares outstanding and entitled to vote, and the company confirmed a quorum was present via proxy or virtually.

Shareholders approve all proposals

Gutowski presented three voting items, consistent with the company’s 2026 proxy statement:

• Election of directors: The board nominated 11 directors, each of whom indicated they were willing and able to serve if elected.
• Advisory vote on executive compensation (“say on pay”): A non-binding vote on compensation for named executive officers as disclosed in the proxy statement.
• Ratification of auditor: Ratification of the Audit and Risk Committee’s selection of PricewaterhouseCoopers LLP as independent auditor for the fiscal year ending Dec. 31, 2026.

After voting concluded, Gutowski summarized the preliminary report from the Inspector of Elections. He said shareholders elected all 11 director nominees: Henry Fernandez, Rob Ashe (independent lead director), Robin Matlock, Jacques Perold, Sandy Rattray, Linda Riefler, Michelle Seitz, Marcus Smith, Rajat Taneja, Paula Volent, and June Yang. He also said the advisory approval of executive compensation passed and that shareholders ratified the appointment of PwC as MSCI’s independent auditor for 2026.

Gutowski noted that any ballots cast before the polls closed but not reflected in the preliminary report would be included in the final tally, and that MSCI plans to file a Form 8-K with the SEC containing the final voting results “no later than 4 business days following this meeting.”

Forward-looking statement reminder

Before turning the discussion back to Fernandez, Gutowski reminded shareholders that Fernandez’s remarks would include forward-looking statements and cautioned that such statements are based on current expectations and conditions and are subject to risks and uncertainties. He directed listeners to the company’s most recent Form 10-K and other SEC filings for additional risk factors and disclosures. Gutowski also noted that MSCI discusses non-GAAP measures alongside U.S. GAAP results, with reconciliations provided in the company’s presentation materials.

Management reviews 2025 financial results

Fernandez then reviewed highlights of MSCI’s performance for full-year 2025, describing “another year of growth across key financial and operating measures,” which he attributed to the company’s subscription-based model and demand for products that “bring clarity to investment decisions.”

According to Fernandez, MSCI’s 2025 results included:

• Operating revenue of approximately $3.1 billion, representing an 11% compound annual growth rate since 2021.
• Adjusted EBITDA of $1.9 billion, representing a 12% compound annual growth rate since 2021.
• Adjusted earnings per share of $17.28; since 2021, the company delivered a 15% compound annual growth rate in adjusted EPS.
• Run rate of $3.3 billion, growing at an 11% compound annual growth rate since 2021.

Fernandez also told shareholders the company had reported first-quarter 2026 results earlier the same day and hosted an earnings call. He said the earnings release, presentation, and webcast were available on the investor relations section of msci.com.

Strategy focus and meeting conclusion

Fernandez said MSCI’s strategy centers on supporting client investment process needs with “highly differentiated solutions, supported by best-in-class capabilities,” referencing the company’s mission to provide decision support tools and services to the global investment community. He added that the 2025 full-year results reflect the company’s business model and “the benefits of the investments we have made across our large and broad opportunity set.”

Fernandez said MSCI would continue a “disciplined approach to investments and managing capital” and remain committed to driving value for shareholders and other stakeholders. He described MSCI as “well-positioned as an all-weather franchise.”

The meeting concluded without additional questions submitted during the question-and-answer period, with Fernandez thanking shareholders for their continued support and expressing anticipation of next year’s meeting.

About MSCI NYSE: MSCI

MSCI Inc is a global provider of investment decision support tools and services for the financial industry. The company is best known for its family of market indexes, which are widely used as benchmarks by asset managers and as the basis for exchange-traded funds and other passive products. In addition to index construction and licensing, MSCI offers portfolio analytics, risk models, factor and performance attribution tools, and a suite of data and technology solutions designed to support portfolio management and trading.

Beyond traditional indexing and risk analytics, MSCI has expanded into environmental, social and governance (ESG) research and ratings, offering data, scores and screening tools that help investors integrate sustainability considerations into investment processes.

This instant news alert was generated by narrative science technology and financial data from MarketBeat in order to provide readers with the fastest reporting and unbiased coverage. Please send any questions or comments about this story to contact@marketbeat.com.