Item 1. Financial Statements

MOODY’S CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

(Amounts in millions, except per share data)

			Three Months Ended March 31,
			2025						2024
Revenue			$	1,924					$	1,786
Expenses
Operating			491						467
Selling, general and administrative			439						413
Depreciation and amortization			113						100
Restructuring			33						5
Charges related to asset abandonment			2						—
Total expenses			1,078						985
Operating income			846						801
Non-operating (expense) income, net
Interest expense, net			(61)						(62)
Other non-operating income, net			19						13
Total non-operating (expense) income, net			(42)						(49)
Income before provision for income taxes			804						752
Provision for income taxes			179						175
Net income attributable to Moody's			$	625					$	577
Earnings per share attributable to Moody's common shareholders
Basic			$	3.47					$	3.16
Diluted			$	3.46					$	3.15
Weighted average number of shares outstanding
Basic			180.0						182.6
Diluted			180.7						183.4

The accompanying notes are an integral part of the consolidated financial statements.

MOODY’S CORPORATION

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)

(Amounts in millions)

			Three Months Ended March 31, 2025																		Three Months Ended March 31, 2024
			Pre-tax amounts						Tax amounts						After-tax amounts						Pre-tax amounts						Tax amounts						After-tax amounts
Net Income															$	625																	$	577
Other Comprehensive Income (Loss):
Foreign Currency Adjustments:
Foreign currency translation adjustments, net			$	188					$	(1)					187						$	(115)					$	—					(115)
Net (losses) gains on net investment hedges			(174)						44						(130)						101						(27)						74
Cash Flow Hedges:
Reclassification of losses included in net income			—						—						—						1						—						1
Pension and Other Retirement Benefits:
Net actuarial losses			—						—						—						(1)						—						(1)
Total other comprehensive income (loss)			$	14					$	43					$	57					$	(14)					$	(27)					$	(41)
Comprehensive income															682																		536
Less: comprehensive loss attributable to noncontrolling interests															(3)																		—
Comprehensive Income Attributable to Moody's															$	685																	$	536

The accompanying notes are an integral part of the consolidated financial statements.

MOODY’S CORPORATION

CONSOLIDATED BALANCE SHEETS (UNAUDITED)

(Amounts in millions, except share and per share data)

			March 31, 2025						December 31, 2024
ASSETS
Current assets:
Cash and cash equivalents			$	2,139					$	2,408
Short-term investments			62						566
Accounts receivable, net of allowance for credit losses of $34 in 2025 and $32 in 2024			1,850						1,801
Other current assets			514						515
Total current assets			4,565						5,290
Property and equipment, net of accumulated depreciation of $1,511 in 2025 and $1,453 in 2024			671						656
Operating lease right-of-use assets			217						216
Goodwill			6,237						5,994
Intangible assets, net			1,978						1,890
Deferred tax assets, net			292						293
Other assets			1,136						1,166
Total assets			$	15,096					$	15,505
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable and accrued liabilities			$	1,049					$	1,344
Current portion of operating lease liabilities			103						102
Current portion of long-term debt			—						697
Deferred revenue			1,765						1,454
Total current liabilities			2,917						3,597
Non-current portion of deferred revenue			57						57
Long-term debt			6,823						6,731
Deferred tax liabilities, net			439						449
Uncertain tax positions			218						211
Operating lease liabilities			210						216
Other liabilities			574						517
Total liabilities			11,238						11,778
Contingencies (Note 16)
Shareholders' equity:
Preferred stock, par value $0.01 per share; 10,000,000 shares authorized; no shares issued and outstanding			—						—
Series common stock, par value $0.01 per share; 10,000,000 shares authorized; no shares issued and outstanding			—						—
Common stock, par value $0.01 per share; 1,000,000,000 shares authorized; 342,902,272 shares issued at March 31, 2025 and December 31, 2024, respectively			3						3
Capital surplus			1,483						1,451
Retained earnings			16,526						16,071
Treasury stock, at cost; 162,964,467 and 162,593,213 shares of common stock at March 31, 2025 and December 31, 2024, respectively			(13,734)						(13,322)
Accumulated other comprehensive loss			(578)						(638)
Total Moody's shareholders' equity			3,700						3,565
Noncontrolling interests			158						162
Total shareholders' equity			3,858						3,727
Total liabilities, noncontrolling interests and shareholders' equity			$	15,096					$	15,505

The accompanying notes are an integral part of the consolidated financial statements.

MOODY’S CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

(Amounts in millions)

			Three Months Ended March 31,
			2025						2024
Cash flows from operating activities
Net income			$	625					$	577
Reconciliation of net income to net cash provided by operating activities:
Depreciation and amortization			113						100
Stock-based compensation			56						53
Deferred income taxes			18						25
Non-cash restructuring charges			3						—
Provision for credit losses on accounts receivable			5						4
Changes in assets and liabilities:
Accounts receivable			(16)						(197)
Other current assets			12						49
Other assets			(19)						(19)
Lease obligations			(8)						(7)
Accounts payable and accrued liabilities			(292)						(110)
Deferred revenue			261						308
Uncertain tax positions and other non-current tax liabilities			6						6
Other liabilities			(7)						(14)
Net cash provided by operating activities			757						775
Cash flows from investing activities
Capital additions			(85)						(78)
Purchases of investments			(41)						(50)
Sales and maturities of investments			551						46
Purchases of investments in non-consolidated affiliates			(10)						(2)
Receipts from settlements of net investment hedges			32						—
Cash paid for acquisitions, net of cash acquired			(223)						(12)
Net cash provided by (used in) investing activities			224						(96)
Cash flows from financing activities
Repayment of notes			(700)						—
Proceeds from stock-based compensation plans			23						20
Repurchase of shares related to stock-based compensation			(53)						(53)
Treasury shares			(373)						(120)
Dividends			(195)						(155)
Net cash used in financing activities			(1,298)						(308)
Effect of exchange rate changes on cash and cash equivalents			48						(25)
(Decrease) increase in cash and cash equivalents			(269)						346
Cash and cash equivalents, beginning of period			2,408						2,130
Cash and cash equivalents, end of period			$	2,139					$	2,476

The accompanying notes are an integral part of the consolidated financial statements.

MOODY’S CORPORATION

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (UNAUDITED)

(Amounts in millions, except per share data)

			Shareholders of Moody's Corporation
			Common Stock												Capital Surplus						Retained Earnings						Treasury Stock												Accumulated Other Comprehensive Loss						Total Moody's Shareholders' Equity						Non- Controlling Interests						Total Shareholders' Equity
			Shares						Amount									Shares						Amount
Balance at December 31, 2023			342.9						$	3					$	1,228					$	14,659					(160.4)						$	(12,005)					$	(567)					$	3,318					$	158					$	3,476
Net income																					577																								577						—						577
Dividends ($0.85 per share)																					(155)																								(155)						—						(155)
Stock-based compensation															54																														54												54
Shares issued for stock-based compensation plans at average cost, net															(30)												0.4						(29)												(59)												(59)
Noncontrolling interest resulting from majority acquisition																																													—						2						2
Treasury shares repurchased, inclusive of excise tax															—												(0.3)						(119)												(119)												(119)
Currency translation adjustment, net of net investment hedge activity (net of tax of $27 million)																																							(41)						(41)						—						(41)
Net actuarial losses																																							(1)						(1)												(1)
Amortization of losses on cash flow hedges																																							1						1												1
Balance at March 31, 2024			342.9						$	3					$	1,252					$	15,081					(160.3)						$	(12,153)					$	(608)					$	3,575					$	160					$	3,735

The accompanying notes are an integral part of the consolidated financial statements.

MOODY'S CORPORATION

CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (UNAUDITED)

(Amounts in millions, except per share data)

			Shareholders of Moody's Corporation
			Common Stock												Capital Surplus						Retained Earnings						Treasury Stock												Accumulated Other Comprehensive Loss						Total Moody's Shareholders' Equity						Non- Controlling Interests						Total Shareholders' Equity
			Shares						Amount									Shares						Amount
Balance at December 31, 2024			342.9						$	3					$	1,451					$	16,071					(162.6)						$	(13,322)					$	(638)					$	3,565					$	162					$	3,727
Net income																					625																								625						—						625
Dividends ($0.94 per share)																					(170)																								(170)						(1)						(171)
Stock-based compensation															58																														58												58
Shares issued for stock-based compensation plans at average cost, net															(26)												0.4						(38)												(64)												(64)
Treasury shares repurchased, inclusive of excise tax															—												(0.8)						(374)												(374)												(374)
Currency translation adjustment, net of net investment hedge activity (net of tax of $43 million)																																							60						60						(3)						57
Balance at March 31, 2025			342.9						$	3					$	1,483					$	16,526					(163.0)						$	(13,734)					$	(578)					$	3,700					$	158					$	3,858

The accompanying notes are an integral part of the consolidated financial statements.

MOODY’S CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(tabular dollar and share amounts in millions, except per share data)

NOTE 1. DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION

Moody’s is a global provider of integrated perspectives on risk that empowers organizations and investors to make better decisions. Moody’s reports in two reportable segments: MA and MIS.

MA is a global provider of: i) decision solutions; ii) research and insights; and iii) data and information, which help companies make better and faster decisions. MA leverages its industry expertise across multiple risks such as credit, market, financial crime, supply chain, catastrophe and climate to deliver integrated risk assessment solutions that enable business leaders to identify, measure and manage the implications of interrelated risks and opportunities.

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

These interim financial statements have been prepared in accordance with the instructions to Form 10-Q and should be read in conjunction with the Company’s consolidated financial statements and related notes in the Company’s 2024 annual report on Form 10-K filed with the SEC on February 14, 2025. The results of interim periods are not necessarily indicative of results for the full year or any subsequent period. In the opinion of management, all adjustments (including normal recurring accruals) considered necessary for a fair presentation of financial position, results of operations and cash flows at the dates and for the periods presented have been included. The year-end consolidated balance sheet data was derived from audited financial statements, but does not include all disclosures required by GAAP.

Certain reclassifications have been made to prior period amounts to conform to the current presentation.

Recently Issued Accounting Standards

In December 2023, the FASB issued ASU 2023-09, "Income Taxes (Topic 740): Improvements to Income Tax Disclosures" ("ASU No. 2023-09"), which is intended to enhance the transparency and decision usefulness of income tax disclosures. The amendments in ASU No. 2023-09 require entities to disclose additional income tax information, primarily related to greater disaggregation of the entity's ETR reconciliation and income taxes paid by jurisdiction disclosures. This ASU is effective for annual periods beginning after December 15, 2024, and should be applied on a prospective basis; however, retrospective application is permitted. The Company is currently evaluating the impact of adopting this ASU on its consolidated financial statements and disclosures.

In November 2024, the FASB issued ASU 2024-03, "Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses" ("ASU No. 2024-03"). The amendments in this ASU require more detailed disclosures about specific expense categories in the notes to financial statements (including employee compensation, depreciation and intangible asset amortization) and apply to both interim and annual reporting periods. ASU No. 2024-03 also requires disclosure of total selling expenses for both interim and annual reporting periods, with an additional requirement to provide an entity’s definition of selling expenses in annual reporting. This ASU is effective in fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. The amendments in this ASU should be applied either (1) prospectively for annual and interim reporting periods beginning after the aforementioned effective dates or (2) retrospectively to any or all prior periods presented in the financial statements. The Company is currently evaluating the impact of adopting this ASU on its consolidated financial statements and disclosures.

Reclassification of Previously Reported Transaction and Recurring Revenue

In the first quarter of 2025, the Company reclassified certain prior-year transaction and recurring revenue amounts to align with a refined classification methodology. The impact of the reclassifications were not material, and the reclassified amounts for 2024 are reflected in Note 3.

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

This update should be read in conjunction with the summary of significant accounting policies disclosures made in the Company's Form 10-K for the year ended December 31, 2024. All significant accounting policies described in the Form 10-K for the year ended December 31, 2024 remain unchanged with the exception of the following update:

Goodwill

Moody’s evaluates its goodwill for impairment at the reporting unit level, defined as an operating segment (i.e., MA and MIS), or one level below an operating segment (i.e., a component of an operating segment). Prior to 2025, MA's reporting unit structure consisted of two reporting units comprised of businesses that offer: i) data and data-driven analytical solutions; and ii) risk-management software, workflow and CRE solutions. During the first quarter of 2025, MA reorganized its management and reporting structure, which affected the composition of the reporting units within the MA reportable segment. As a result, MA's reporting unit structure now consists of one reporting unit, which is consistent with the segment's current management structure and operating model. This reorganization did not result in a change to the Company's reportable segments. The Company performed assessments of the reporting units impacted by the reorganization immediately before and after the reorganization became effective and determined that it was not more likely than not that the fair value of any reporting unit was less than its carrying amount.

Subsequent to the aforementioned reorganization of the MA reporting unit structure, the Company now has three reporting units: two within the Company’s ratings business (one for the ICRA business and one that encompasses all of Moody’s other ratings operations) and one reporting unit within MA.

NOTE 3. REVENUES

Revenue by Category

The following table presents the Company’s revenues disaggregated by LOB:

			Three Months Ended March 31,
			2025						2024
MA:
Decision Solutions (DS)
Banking			$	141					$	134
Insurance			163						144
KYC			101						87
Total DS			405						365
Research and Insights (R&I)			236						222
Data and Information (D&I)			218						212
Total external revenue			859						799
Intersegment revenue			3						3
Total MA			862						802
MIS:
Corporate Finance (CFG)
Investment-grade			165						147
High-yield			67						67
Bank loans			160						155
Other accounts (1)			172						160
Total CFG			564						529
Structured Finance (SFG)
Asset-backed securities			35						33
RMBS			26						24
CMBS			28						17
Structured credit			48						39
Other accounts			1						1
Total SFG			138						114
Financial Institutions (FIG)
Banking			130						121
Insurance			45						59
Managed investments			13						12
Other accounts			3						3
Total FIG			191						195
Public, Project and Infrastructure Finance (PPIF)
Public finance / sovereign			72						59
Project and infrastructure			91						82
Total PPIF			163						141
Total ratings revenue			1,056						979
MIS Other			9						8
Total external revenue			1,065						987
Intersegment revenue			49						47
Total MIS			1,114						1,034
Eliminations			(52)						(50)
Total MCO			$	1,924					$	1,786

(1) Other includes: recurring monitoring fees of a rated debt obligation and/or entities that issue such obligations as well as fees from programs such as commercial paper, medium term notes, and ICRA corporate finance revenue.

The following table presents the Company’s revenues disaggregated by LOB and geographic area:

			Three Months Ended March 31, 2025																		Three Months Ended March 31, 2024
			U.S.						Non-U.S						Total						U.S.						Non-U.S						Total
MA:
Decision Solutions			$	167					$	238					$	405					$	138					$	227					$	365
Research and Insights			128						108						236						122						100						222
Data and Information			80						138						218						77						135						212
Total MA			375						484						859						337						462						799
MIS:
Corporate Finance			391						173						564						372						157						529
Structured Finance			100						38						138						76						38						114
Financial Institutions			95						96						191						98						97						195
Public, Project and Infrastructure Finance			104						59						163						86						55						141
Total ratings revenue			690						366						1,056						632						347						979
MIS Other			—						9						9						—						8						8
Total MIS			690						375						1,065						632						355						987
Total MCO			$	1,065					$	859					$	1,924					$	969					$	817					$	1,786

The following table presents the Company’s reportable segment revenues disaggregated by segment and geographic region:

			Three Months Ended March 31,
			2025						2024
MA:
U.S.			$	375					$	337
Non-U.S.:
EMEA			331						316
Asia-Pacific			88						85
Americas			65						61
Total Non-U.S.			484						462
Total MA			859						799
MIS:
U.S.			690						632
Non-U.S.:
EMEA			238						226
Asia-Pacific			79						70
Americas			58						59
Total Non-U.S.			375						355
Total MIS			1,065						987
Total MCO			$	1,924					$	1,786

The following table summarizes the split between Transaction Revenue and Recurring Revenue:

			Three Months Ended March 31,
			2025																		2024
			Transaction						Recurring						Total						Transaction						Recurring						Total
Decision Solutions
Banking			$	26					$	115					$	141					$	29					$	105					$	134
			18		%				82		%				100		%				22		%				78		%				100		%
Insurance			$	6					$	157					$	163					$	10					$	134					$	144
			4		%				96		%				100		%				7		%				93		%				100		%
KYC			$	—					$	101					$	101					$	2					$	85					$	87
			—		%				100		%				100		%				2		%				98		%				100		%
Total Decision Solutions			$	32					$	373					$	405					$	41					$	324					$	365
			8		%				92		%				100		%				11		%				89		%				100		%
Research and Insights			$	3					$	233					$	236					$	3					$	219					$	222
			1		%				99		%				100		%				1		%				99		%				100		%
Data and Information			$	2					$	216					$	218					$	3					$	209					$	212
			1		%				99		%				100		%				1		%				99		%				100		%
Total MA (1)			$	37					$	822					$	859					$	47					$	752					$	799
			4		%				96		%				100		%				6		%				94		%				100		%
Corporate Finance			$	427					$	137					$	564					$	399					$	130					$	529
			76		%				24		%				100		%				75		%				25		%				100		%
Structured Finance			$	78					$	60					$	138					$	59					$	55					$	114
			57		%				43		%				100		%				52		%				48		%				100		%
Financial Institutions			$	109					$	82					$	191					$	122					$	73					$	195
			57		%				43		%				100		%				63		%				37		%				100		%
Public, Project and Infrastructure Finance			$	116					$	47					$	163					$	96					$	45					$	141
			71		%				29		%				100		%				68		%				32		%				100		%
MIS Other			$	2					$	7					$	9					$	1					$	7					$	8
			22		%				78		%				100		%				12		%				88		%				100		%
Total MIS			$	732					$	333					$	1,065					$	677					$	310					$	987
			69		%				31		%				100		%				69		%				31		%				100		%
Total Moody's Corporation			$	769					$	1,155					$	1,924					$	724					$	1,062					$	1,786
			40		%				60		%				100		%				41		%				59		%				100		%

(1) Revenue from software implementation services and risk management advisory projects, while classified by management as transactional revenue, is recognized over time under GAAP.

The following table presents the timing of revenue recognition:

			Three Months Ended March 31, 2025																								Three Months Ended March 31, 2024
			MA						MIS						Total																								MA						MIS						Total
Revenue recognized at a point in time			$	25					$	732					$	757																							$	21					$	677					$	698
Revenue recognized over time			834						333						1,167																								778						310						1,088
Total			$	859					$	1,065					$	1,924																							$	799					$	987					$	1,786

Unbilled receivables, deferred revenue and remaining performance obligations

Unbilled receivables

For certain MA arrangements, the timing of when the Company has the unconditional right to consideration and recognizes revenue occurs prior to invoicing the customer. In addition, certain MIS arrangements contain contractual terms whereby the customers are billed in arrears for annual monitoring services, requiring revenue to be accrued as an unbilled receivable as such services are provided.

The following table presents the Company's unbilled receivables, which are included within accounts receivable, net, at March 31, 2025 and December 31, 2024:

			As of March 31, 2025												As of December 31, 2024
			MA						MIS						MA						MIS
Unbilled Receivables			$	100					$	493					$	122					$	426

Deferred revenue

The Company recognizes deferred revenue when a contract requires a customer to pay consideration to the Company in advance of when revenue related to that contract is recognized. This deferred revenue is relieved when the Company satisfies the related performance obligation and revenue is recognized.

Significant changes in the deferred revenue balances during the three months ended March 31, 2025 and 2024 are as follows:

			Three Months Ended March 31, 2025																		Three Months Ended March 31, 2024
			MA						MIS						Total						MA						MIS						Total
Balance at December 31,			$	1,243					$	268					$	1,511					$	1,111					$	270					$	1,381
Changes in deferred revenue
Revenue recognized that was included in the deferred revenue balance at the beginning of the period			(492)						(99)						(591)						(437)						(94)						(531)
Increases due to amounts billable excluding amounts recognized as revenue during the period			666						188						854						652						187						839
Increases due to acquisitions during the period			15						—						15						—												—
Effect of exchange rate changes			30						3						33						(14)						(2)						(16)
Total changes in deferred revenue			219						92						311						201						91						292
Balance at March 31,			$	1,462					$	360					$	1,822					$	1,312					$	361					$	1,673
Deferred revenue - current			$	1,461					$	304					$	1,765					$	1,310					$	302					$	1,612
Deferred revenue - non-current			$	1					$	56					$	57					$	2					$	59					$	61

The increase in deferred revenue during both the three months ended March 31, 2025 and 2024 is primarily due to the significant portion of contract renewals that occur during the first quarter within both segments.

Remaining performance obligation

Remaining performance obligations in the MA segment include both amounts recorded as deferred revenue on the balance sheet as of March 31, 2025 as well as amounts not yet invoiced to customers as of March 31, 2025, largely reflecting future revenue related to signed multi-year arrangements for hosted and installed subscription-based products. As of March 31, 2025, the aggregate amount of the transaction price allocated to remaining performance obligations was approximately $4.3 billion. The Company expects to recognize into revenue approximately 55% of this balance within one year, approximately 25% of this balance between one to two years and the remaining amount thereafter.

Remaining performance obligations in the MIS segment largely reflect deferred revenue related to monitoring fees for certain structured finance products, primarily CMBS, where the issuers can elect to pay the monitoring fees for the life of the security in advance. As of March 31, 2025, the aggregate amount of the transaction price allocated to remaining performance obligations was approximately $96 million. The Company expects to recognize into revenue approximately 25% of this balance within one year, approximately 50% of this balance between one to five years and the remaining amount thereafter. With respect to the remaining performance obligations for the MIS segment, the Company has applied a practical expedient set forth in ASC Topic 606 permitting the omission of unsatisfied performance obligations relating to contracts with an original expected length of one year or less.

NOTE 4. STOCK-BASED COMPENSATION

Presented below is a summary of the stock-based compensation cost and associated tax benefit included in the accompanying consolidated statements of operations:

			Three Months Ended March 31,
			2025						2024
Stock-based compensation cost			$	57					$	53
Tax benefit			$	12					$	12

During the first quarter of 2025, the Company granted 0.1 million employee stock options, which had a weighted average grant date fair value of $163.59 per share. The Company also granted 0.4 million shares of restricted stock in the first quarter of 2025, which had a weighted average grant date fair value of $513.12 per share. Both the employee stock options and restricted stock generally vest ratably over four years. Additionally, the Company granted 0.1 million shares of performance-based awards whereby the number of shares that ultimately vest are based on the achievement of certain non-market-based performance metrics of the Company over three years. The weighted average grant date fair value of these awards was $501.88 per share.

The following weighted average assumptions were used in determining the fair value using the Black-Scholes option-pricing model for options granted in 2025:

Expected dividend yield			0.73		%
Expected stock volatility			27		%
Risk-free interest rate			4.51		%
Expected holding period			5.6 years

Unrecognized stock-based compensation expense at March 31, 2025 was $18 million and $390 million for unvested stock options and restricted stock, respectively, which is expected to be recognized over a weighted average period of 2.0 years and 2.8 years, respectively. Additionally, there was $77 million of unrecognized stock-based compensation expense relating to the aforementioned non-market-based performance-based awards, which is expected to be recognized over a weighted average period of 2.2 years.

The following table summarizes information relating to stock option exercises and restricted stock vesting:

			Three Months Ended March 31,
			2025						2024
Exercise of stock options:
Proceeds from stock option exercises			$	18					$	16
Aggregate intrinsic value			$	28					$	21
Tax benefit realized upon exercise			$	6					$	3
Number of shares exercised			0.1						0.1
Vesting of restricted stock:
Fair value of shares vested			$	229					$	169
Tax benefit realized upon vesting			$	56					$	41
Number of shares vested			0.5						0.4
Vesting of performance-based restricted stock:
Fair value of shares vested			$	8					$	40
Tax benefit realized upon vesting			$	1					$	9
Number of shares vested (1)			—						0.1

(1) The number of shares vested in 2025 was approximately 15 thousand.

NOTE 5. INCOME TAXES

Moody’s ETR was 22.3% and 23.3% for the three months ended March 31, 2025 and 2024, respectively. The decrease in the ETR for the three months ended March 31, 2025 as compared to the same period in the prior year is primarily due to an increase in excess tax benefits from stock-based compensation. The Company’s provision for income taxes differs from the tax computed by applying its estimated annual ETR to the pre-tax earnings due to the excess tax benefits of $26 million recognized in the first quarter.

The Company classifies interest related to UTPs in interest expense, net in its consolidated statements of operations. Penalties, if incurred, would be recognized in other non-operating income, net. The Company had a net increase in its UTP reserves of $7 million ($6 million, net of federal tax) during the first quarter of 2025.

Moody’s is subject to U.S. federal income tax as well as income tax in various state, local and foreign jurisdictions. The Company's U.S. federal income tax returns for 2021 through 2023 remain open to examination. The Company’s New York City tax returns for 2018 through 2022 are currently under examination, and 2023 is open to examination. The Company’s U.K. tax returns for 2017 through 2023 remain open to examination.

For ongoing audits, it is possible the balance of UTPs could decrease in the next twelve months as a result of the settlement of such audits, which might involve the payment of additional taxes, the adjustment of certain deferred taxes and/or the recognition of tax benefits. It is also possible that new issues will be raised by tax authorities which could necessitate increases to the balance of UTPs. As the Company is unable to predict the timing or outcome of these audits, it is unable to estimate the amount of future changes to the balance of UTPs at this time. However, the Company believes that it has adequately provided for its financial exposure relating to all open tax years, by tax jurisdiction, in accordance with the applicable provisions of ASC Topic 740 regarding UTPs.

The following table shows the amount the Company paid for income taxes:

			Three Months Ended March 31,
			2025						2024
Income taxes paid			$	115					$	87

Effective in 2024, multiple foreign jurisdictions in which the Company operates enacted legislation to adopt a minimum tax rate described in the Global Anti-Base Erosion tax model rules (referred to as GloBE or Pillar II) issued by the OECD. A minimum ETR of 15% applies to multinational companies with consolidated revenue above €750 million. Under the GloBE rules, a company is required to determine a combined ETR for all entities located in a jurisdiction. If the jurisdictional effective tax rate is less than 15%, an additional tax generally will be due to bring the jurisdictional ETR up to 15%. We have evaluated the impact of the Pillar II global minimum tax rules on our consolidated financial statements and related disclosures. As of March 31, 2025, the Pillar II minimum tax requirement is not expected to have a material impact on our full-year results of operations or financial position.

NOTE 6. RECONCILIATION OF WEIGHTED AVERAGE SHARES OUTSTANDING

Below is a reconciliation of basic to diluted shares outstanding:

			Three Months Ended March 31,
			2025						2024
Basic			180.0						182.6
Dilutive effect of shares issuable under stock-based compensation plans			0.7						0.8
Diluted			180.7						183.4
Anti-dilutive options to purchase common shares and restricted stock as well as contingently issuable restricted stock which are excluded from the table above			0.4						0.4

The calculation of basic shares outstanding is based on the weighted average number of shares of common stock outstanding during the reporting period. The calculation of diluted EPS requires certain assumptions regarding the use of both cash proceeds and assumed proceeds that would be received upon the exercise of stock options and vesting of restricted stock outstanding as of March 31, 2025 and 2024.

NOTE 7. CASH EQUIVALENTS AND INVESTMENTS

The table below provides additional information on the Company’s cash equivalents and investments:

			As of March 31, 2025
																					Balance sheet location
			Cost						Gains/(Losses)						Fair Value						Cash and cash equivalents						Short-term investments						Other assets
Certificates of deposit and money market deposit accounts/funds (1)			$	1,123					$	—					$	1,123					$	1,054					$	62					$	7
Mutual funds			$	87					$	11					$	98					$	—					$	—					$	98

			As of December 31, 2024
																					Balance sheet location
			Cost						Gains/(Losses)						Fair Value						Cash and cash equivalents						Short-term investments						Other assets
Certificates of deposit and money market deposit accounts/funds (1)			$	1,911					$	—					$	1,911					$	1,345					$	566					$	—
Mutual funds			$	88					$	10					$	98					$	—					$	—					$	98

(1) Consists of time deposits, money market deposit accounts and money market funds. The remaining contractual maturities for the certificates of deposits classified as short-term investments are one month to 12 months at both March 31, 2025 and December 31, 2024. The remaining contractual maturities for the certificates of deposits classified in other assets are 13 months to 14 months at March 31, 2025. Time deposits with a maturity of less than 90 days at time of purchase are classified as cash and cash equivalents.

In addition, the Company invested in COLI. As of March 31, 2025 and December 31, 2024, the contract value of the COLI was $49 million and $48 million, respectively.

NOTE 8. DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

The Company is exposed to global market risks, including risks from changes in FX rates and changes in interest rates. Accordingly, the Company uses derivatives in certain instances to manage financial exposures that occur in the normal course of business. The Company does not hold or issue derivatives for speculative purposes.

Derivatives and non-derivative instruments designated as accounting hedges:

Fair Value Hedges

Interest Rate Swaps

The Company has entered into interest rate swaps to convert the fixed interest rate on certain of its long-term debt to a floating interest rate based on the SOFR. The purpose of these hedges is to mitigate the risk associated with changes in the fair value of the long-term debt, thus the Company has designated these swaps as fair value hedges. The fair value of the swaps is adjusted quarterly with a corresponding adjustment to the carrying value of the debt. The changes in the fair value of the swaps and the underlying hedged item generally offset and the net cash settlements on the swaps are recorded each period within interest expense, net in the Company’s consolidated statements of operations.

The following table summarizes the Company’s interest rate swaps designated as fair value hedges:

												Notional Amount
Hedged Item						Nature of Swap						As of March 31, 2025						As of December 31, 2024						Floating Interest Rate
2014 Senior Notes due 2044						Pay Floating/Receive Fixed						$	300					$	300					SOFR
2017 Senior Notes due 2028						Pay Floating/Receive Fixed						500						500						SOFR
2018 Senior Notes due 2029						Pay Floating/Receive Fixed						400						400						SOFR
2018 Senior Notes due 2048						Pay Floating/Receive Fixed						300						300						SOFR
2020 Senior Notes due 2025						Pay Floating/Receive Fixed						—						300						SOFR
2022 Senior Notes due 2052						Pay Floating/Receive Fixed						500						500						SOFR
2022 Senior Notes due 2032						Pay Floating/Receive Fixed						250						250						SOFR
Total												$	2,250					$	2,550

Refer to Note 14 for information on the cumulative amount of fair value hedging adjustments included in the carrying amount of the above hedged items.

The following table summarizes the impact to the statements of operations of the Company’s interest rate swaps designated as fair value hedges:

Total amounts of financial statement line item presented in the statements of operations in which the effects of fair value hedges are recorded																					Amount of income/(loss) recognized in the consolidated statements of operations
									Three Months Ended March 31,
															2025						2024
Interest expense, net																								$	(61)					$	(62)
Description						Location on Consolidated Statements of Operations
Net interest settlements and accruals on interest rate swaps						Interest expense, net																		$	(18)					$	(25)
Fair value changes on interest rate swaps						Interest expense, net																		$	37					$	(29)
Fair value changes on hedged debt						Interest expense, net																		$	(37)					$	29

Net investment hedges

Debt designated as net investment hedges

The Company has designated €500 million of the 2015 Senior Notes Due 2027 and €750 million of the 2019 Senior Notes due 2030 as net investment hedges to mitigate FX exposure related to a portion of the Company’s euro net investment in certain foreign subsidiaries against changes in euro/USD exchange rates. These hedges are designated as accounting hedges under the applicable sections of ASC Topic 815 and will end upon the repayment of the notes in 2027 and 2030, respectively, unless terminated early at the discretion of the Company.

Cross currency swaps designated as net investment hedges

The Company enters into cross-currency swaps to mitigate FX exposure related to a portion of the Company’s net investment in certain foreign subsidiaries against changes in EUR/USD and HKD/USD exchange rates. The following tables provide information on the cross-currency swaps designated as net investment hedges under ASC Topic 815:

March 31, 2025
						Pay												Receive
Nature of Swap						Notional Amount (1)						Weighted Average Interest Rate						Notional Amount						Weighted Average Interest Rate
Pay Fixed/Receive Fixed						€	1,817					2.35%						$	1,914					3.88%
Pay Floating/Receive Floating						€	1,688					Based on ESTR						$	1,750					Based on SOFR
Pay Fixed/Receive Fixed						HK$	1,949					—%						$	250					0.51%

(1) € = euro, HK$ = Hong Kong dollar

December 31, 2024
						Pay												Receive
Nature of Swap						Notional Amount						Weighted Average Interest Rate						Notional Amount						Weighted Average Interest Rate
Pay Fixed/Receive Fixed						€	965					2.91%						$	1,014					4.41%
Pay Floating/Receive Floating						€	2,138					Based on ESTR						$	2,250					Based on SOFR

As of March 31, 2025 these hedges will expire and the notional amounts will be settled as follows unless terminated early at the discretion of the Company:

						EUR/USD												HKD/USD
Years Ending December 31,						Notional Amount (Pay) (1)						Notional Amount (Receive)						Notional Amount (Pay) (1)						Notional Amount (Receive)
2027						€	531					$	550					HK$	—					$	—
2028						588						600						—						—
2029						573						614						—						—
2030						481						500						—						—
2031						481						500						—						—
2032						481						500						1,949						250
2033						370						400						—						—
Total						€	3,505					$	3,664					HK$	1,949					$	250

(1) € = euro, HK$ = Hong Kong dollar

The following table provides information on the gains/(losses) on the Company’s net investment and cash flow hedges:

Derivative and Non-Derivative Instruments in Net Investment Hedging Relationships						Amount of Gain/(Loss) Recognized in AOCL on Derivative, net of Tax												Amount of Loss Reclassified from AOCL into Income, net of Tax												Gain Recognized in Income on Derivative (Amount Excluded from Effectiveness Testing)
			Three Months Ended March 31,												Three Months Ended March 31,												Three Months Ended March 31,
			2025						2024						2025						2024						2025						2024
Cross currency swaps						$	(88)					$	51					$	—					$	—					$	14					$	11
Long-term debt						(42)						23						—						—						—						—
Total net investment hedges						$	(130)					$	74					$	—					$	—					$	14					$	11
Derivatives in Cash Flow Hedging Relationships
Interest rate contracts						—						—						—						(1)						—						—
Total						$	(130)					$	74					$	—					$	(1)					$	14					$	11

The cumulative amount of net investment hedge and cash flow hedge gains (losses) remaining in AOCL is as follows:

			Cumulative Gains (Losses), net of tax
			March 31, 2025						December 31, 2024
Net investment hedges
Cross currency swaps			$	90					$	178
FX forwards			29						29
Long-term debt			26						68
Total net investment hedges			$	145					$	275
Cash flow hedges
Interest rate contracts			$	(43)					$	(43)
Cross currency swaps			1						1
Total cash flow hedges			(42)						(42)
Total net gain in AOCL			$	103					$	233

Derivatives not designated as accounting hedges:

Foreign exchange forwards

The Company also enters into foreign exchange forward contracts to mitigate the change in fair value on certain assets and liabilities denominated in currencies other than a subsidiary’s functional currency. These forward contracts are not designated as accounting hedges under the applicable sections of ASC Topic 815. Accordingly, changes in the fair value of these contracts are recognized immediately in other non-operating income, net, in the Company’s consolidated statements of operations along with the FX gain or loss recognized on the assets and liabilities denominated in a currency other than the subsidiary’s functional currency. These contracts have expiration dates at various times through August 2025.

The following table summarizes the notional amounts of the Company’s outstanding foreign exchange forwards:

			March 31, 2025															December 31, 2024
Notional amount of currency pair (1)****:			Sell						Buy									Sell						Buy
Contracts to sell USD for GBP			$	659					£			511						$	604					£			470
Contracts to sell USD for JPY			$	23					¥			3,500						$	29					¥			4,000
Contracts to sell USD for CAD			$	56					C$			80						$	35					C$			50
Contracts to sell USD for SGD			$	23					S$			30						$	45					S$			59
Contracts to sell USD for EUR			$	83					€			76						$	—					€			—
Contracts to sell USD for INR			$	22					₹			1,900						$	23					₹			1,900
Contracts to sell GBP for USD			£	56					$			73						£	—					$			—
Contracts to sell EUR for USD			€	—					$			—						€	12					$			12

(1) € = euro, £ = British pound, S$ = Singapore dollar, $ = U.S. dollar, ¥ = Japanese yen, C$ = Canadian dollar, ₹= Indian Rupee

Total Return Swaps

The Company has entered into total return swaps to mitigate market-driven changes in the value of certain liabilities associated with the Company's deferred compensation plans. The fair value of these swaps at March 31, 2025 and related gains in the three months ended March 31, 2025 were not material. The notional amount of the total return swaps as of March 31, 2025 and December 31, 2024 was $64 million and $66 million, respectively.

The following table summarizes the impact to the consolidated statements of operations relating to the gains (losses) on the Company’s derivatives which are not designated as hedging instruments:

Derivatives not designated as accounting hedges						Location on Consolidated Statements of Operations															Three Months Ended March 31,
																					2025						2024
FX forwards						Other non-operating income, net																					$	18					$	(13)
Total return swaps						Operating expense																					$	(2)					$	3
Total return swaps						SG&A expense																					$	(1)					$	1

The table below shows the classification between assets and liabilities on the Company’s consolidated balance sheets for the fair value of the derivative instrument as well as the carrying value of its non-derivative debt instruments designated and qualifying as net investment hedges:

						Derivative and Non-Derivative Instruments
						Balance Sheet Location						March 31, 2025						December 31, 2024
Assets:
Derivatives designated as accounting hedges:
Cross-currency swaps designated as net investment hedges						Other assets						$	3					$	58
Derivatives not designated as accounting hedges:
FX forwards on certain assets and liabilities						Other current assets						8						—
Total assets												$	11					$	58
Liabilities:
Derivatives designated as accounting hedges:
Interest rate swaps designated as fair value hedges						Accounts payable and accrued liabilities						$	10					$	3
Cross-currency swaps designated as net investment hedges						Other liabilities						122						26
Interest rate swaps designated as fair value hedges						Other liabilities						122						166
Total derivatives designated as accounting hedges												254						195
Non-derivatives designated as accounting hedges:
Long-term debt designated as net investment hedge						Long-term debt						1,350						1,294
Derivatives not designated as accounting hedges:
FX forwards on certain assets and liabilities						Accounts payable and accrued liabilities						8						21
Total liabilities												$	1,612					$	1,510

NOTE 9. GOODWILL AND OTHER ACQUIRED INTANGIBLE ASSETS

The following table summarizes the activity in goodwill for the periods indicated:

			Three Months Ended March 31, 2025
			MA																		MIS																		Consolidated
			Gross goodwill						Accumulated impairment charge						Net goodwill						Gross goodwill						Accumulated impairment charge						Net goodwill						Gross goodwill						Accumulated impairment charge						Net goodwill
Balance at beginning of year			$	5,626					$	(12)					$	5,614					$	380					$	—					$	380					$	6,006					$	(12)					$	5,994
Additions/ adjustments (1)			135						—						135						—						—						—						135						—						135
Foreign currency translation adjustments			111						—						111						(3)						—						(3)						108						—						108
Ending balance			$	5,872					$	(12)					$	5,860					$	377					$	—					$	377					$	6,249					$	(12)					$	6,237

			Year Ended December 31, 2024
			MA																		MIS																		Consolidated
			Gross goodwill						Accumulated impairment charge						Net goodwill						Gross goodwill						Accumulated impairment charge						Net goodwill						Gross goodwill						Accumulated impairment charge						Net goodwill
Balance at beginning of year			$	5,681					$	(12)					$	5,669					$	287					$	—					$	287					$	5,968					$	(12)					$	5,956
Additions/ adjustments (2)			112						—						112						97						—						97						209						—						209
Foreign currency translation adjustments			(167)						—						(167)						(4)						—						(4)						(171)						—						(171)
Ending balance			$	5,626					$	(12)					$	5,614					$	380					$	—					$	380					$	6,006					$	(12)					$	5,994

(1) The 2025 additions relate to the acquisition of CAPE Analytics in 2025.

(2) The 2024 additions/adjustments primarily relate to certain immaterial acquisitions in 2024 (most notably GCR, Numerated and Praedicat).

Acquired intangible assets and related amortization consisted of:

			March 31, 2025						December 31, 2024
Customer relationships			$	2,143					$	2,035
Accumulated amortization			(668)						(631)
Net customer relationships			1,475						1,404
Software/product technology			747						695
Accumulated amortization			(447)						(419)
Net software/product technology			300						276
Database			166						166
Accumulated amortization			(93)						(89)
Net database			73						77
Trade names			202						199
Accumulated amortization			(88)						(83)
Net trade names			114						116
Other (1)			67						67
Accumulated amortization			(51)						(50)
Net other			16						17
Total acquired intangible assets, net			$	1,978					$	1,890

(1) Other intangible assets primarily consist of trade secrets, covenants not to compete, and acquired ratings methodologies and models.

Amortization expense relating to acquired intangible assets is as follows:

									Three Months Ended March 31,
															2025						2024
Amortization expense															$	53					$	49

NOTE 10. RESTRUCTURING

On December 19, 2024, the CEO of Moody’s approved the Strategic and Operational Efficiency Restructuring Program. The Company estimates that upon completion, the program will result in annualized savings of $250 million to $300 million. This program relates to the Company's strategy to realign its operations toward high priority growth areas and to consolidate certain functions to simplify the organization to enable improved operating efficiency and leverage. This program will primarily include a reduction in staff, the rationalization and exit of certain leased office spaces and the retirement of certain legacy software applications. The program includes $170 million to $200 million of expected pre-tax personnel-related restructuring charges, an amount that includes severance costs, expense related to the modification of equity awards and other related costs primarily determined under the Company’s existing severance plans. In addition, the program is expected to result in $10 million to $20 million of non-cash charges from the exit from certain leased office spaces and $20 million to $30 million of non-cash charges related to incremental amortization of internally developed software due to a reduction in the useful life of the software assets. The savings generated from the Strategic and Operational Efficiency Restructuring Program are expected to strengthen the Company's operating margin, with a portion being deployed to support strategic investments. The Strategic and Operational Efficiency Restructuring Program is expected to be substantially complete by the end of 2026. Cash outlays associated with this program are expected to be $170 million to $200 million, which are expected to be paid through 2027.

Total expense included in the accompanying consolidated statements of operations relating to the aforementioned restructuring program is below:

			Three months ended March 31,																		Cumulative expense incurred
			2025						2024
Strategic and Operational Efficiency Restructuring Program
Employee termination and other related costs (1)			$	31					$	—																	$	76
Real estate related costs (2)			2						—																		2
Total Restructuring			$	33					$	—																	$	78

(1) Primarily includes severance costs, expense related to the modification of equity awards and professional service fees related to execution of the restructuring program.

(2) Includes the non-cash acceleration of amortization of ROU Assets that have been abandoned or for which abandonment is planned in future periods.

Changes to the restructuring liability for the aforementioned restructuring program were as follows:

Balance as of December 31, 2024			$	39
Strategic and Operational Efficiency Restructuring Program:
Cost incurred and adjustments			30
Cash payments			(22)
Balance as of March 31, 2025 (1)			$	47

(1) Restructuring liability is primarily comprised of employee termination costs and other severance-related charges.

As of March 31, 2025, substantially all of the remaining $47 million restructuring liability is expected to be paid out in the next twelve months.

NOTE 11. FAIR VALUE

The tables below present information about items that are carried at fair value at March 31, 2025 and December 31, 2024:

			Fair Value Measurement as of March 31, 2025
Description			Balance						Level 1						Level 2
Assets:
Derivatives (1)			$	11					$	—					$	11
Money market funds/mutual funds			108						108						—
Total			$	119					$	108					$	11
Liabilities:
Derivatives (1)			$	262					$	—					$	262
Total			$	262					$	—					$	262

			Fair Value Measurement as of December 31, 2024
Description			Balance						Level 1						Level 2
Assets:
Derivatives (1)			$	58					$	—					$	58
Money market funds/mutual funds			108						108						—
Total			$	166					$	108					$	58
Liabilities:
Derivatives (1)			$	216					$	—					$	216
Total			$	216					$	—					$	216

(1) Represents fair value of certain derivative contracts as more fully described in Note 8 to the consolidated financial statements.

The following are descriptions of the methodologies utilized by the Company to estimate the fair value of its derivative contracts, money market mutual funds and mutual funds:

Derivatives:

In determining the fair value of the derivative contracts in the table above, the Company utilizes industry standard valuation models. Where applicable, these models project future cash flows and discount the future amounts to a present value using spot rates, forward points, currency volatilities, interest rates as well as the risk of non-performance of the Company and the counterparties with whom it has derivative contracts. The Company established strict counterparty credit guidelines and only enters into transactions with financial institutions that adhere to these guidelines. Accordingly, the risk of counterparty default is deemed to be minimal.

Money market funds and mutual funds:

The mutual funds in the table above are deemed to be equity securities with readily determinable fair values with changes in the fair value recognized through net income under ASC Topic 321. The fair value of these instruments is determined using Level 1 inputs as defined in the ASC Topic 820.

NOTE 12. OTHER BALANCE SHEET AND STATEMENTS OF OPERATIONS INFORMATION

The following tables contain additional detail related to certain balance sheet captions:

			March 31, 2025						December 31, 2024
Other current assets:
Prepaid taxes			$	100					$	81
Prepaid expenses			184						179
Capitalized costs to obtain and fulfill sales contracts			139						131
Foreign exchange forwards on certain assets and liabilities			8						—
Interest receivable on interest rate and cross currency swaps			42						77
Other			41						47
Total other current assets			$	514					$	515
Other assets:
Investments in non-consolidated affiliates			$	489					$	465
Deposits for real-estate leases			16						15
Indemnification assets related to acquisitions			111						109
Mutual funds, certificates of deposit and money market deposit accounts/funds			105						98
Company owned life insurance (at contract value)			49						48
Capitalized costs to obtain sales contracts			224						214
Derivative instruments designated as accounting hedges			3						58
Pension and other retirement employee benefits			61						60
Other			78						99
Total other assets			$	1,136					$	1,166
Accounts payable and accrued liabilities:
Salaries and benefits			$	163					$	133
Incentive compensation			105						452
Customer credits, advanced payments and advanced billings			155						142
Dividends			7						32
Professional service fees			38						38
Interest accrued on debt			42						92
Accounts payable			98						53
Income taxes			205						144
Pension and other retirement employee benefits			11						11
Accrued royalties			27						25
Foreign exchange forwards on certain assets and liabilities			8						21
Restructuring liability			51						46
Derivative instruments designated as accounting hedges			10						3
Interest payable on interest rate and cross currency swaps			39						60
Other			90						92
Total accounts payable and accrued liabilities			$	1,049					$	1,344

			March 31, 2025						December 31, 2024
Other liabilities:
Pension and other retirement employee benefits			$	196					$	195
Interest accrued on UTPs			52						47
MAKS indemnification provisions			18						19
Income tax liability - non-current portion			12						12
Derivative instruments designated as accounting hedges			244						192
Other			52						52
Total other liabilities			$	574					$	517

Investments in non-consolidated affiliates:

The following table provides additional detail regarding Moody's investments in non-consolidated affiliates, as included in other assets in the consolidated balance sheets:

			March 31, 2025						December 31, 2024
Equity method investments (1)			$	139					$	127
Investments measured using the measurement alternative (2)			338						328
Other			12						10
Total investments in non-consolidated affiliates			$	489					$	465
(1) Equity securities in which the Company has significant influence over the investee but does not have a controlling financial interest in accordance with ASC Topic 323.
(2) Equity securities without readily determinable fair value for which the Company has elected to apply the measurement alternative in accordance with ASC Topic 321.

Moody's holds various investments accounted for under the equity method, the most significant of which is the Company's minority investment in CCXI. Moody's also holds various investments measured using the measurement alternative, the most significant of which is the Company's minority interest in BitSight.

Earnings from non-consolidated affiliates, which are included within other non-operating income, net, are disclosed within the table below.

Other non-operating income, net:

The following table summarizes the components of other non-operating income, net:

			Three Months Ended March 31,
			2025									2024
FX loss			$	(5)								$	(3)
Net periodic pension income - non-service and non-interest cost components			9									8
Income from investments in non-consolidated affiliates			11									—
Gain on investments			3									3
Other			1									5
Total			$	19								$	13

Charges related to asset abandonment:

During the three months ended March 31, 2025, the Company recorded charges related to asset abandonment of $2 million. These charges were related to severance incurred pursuant to a reduction in staff due to the Company's decision in 2024 to outsource the production of certain sustainability content utilized in our product offerings. Cumulative charges relating to this action as of March 31, 2025 were $45 million, which include both severance and incremental amortization expense related to the change in estimated useful lives of certain internally developed software and amortizable intangible assets that are associated with the sustainability content offerings for which production is being outsourced.

NOTE 13. COMPREHENSIVE INCOME AND ACCUMULATED OTHER COMPREHENSIVE LOSS

The amounts reclassified out of AOCL, as shown in the consolidated statements of comprehensive income, were not material for all periods presented.

The following tables show changes in AOCL by component (net of tax):

			Three Months Ended March 31,
			2025																		2024
			Pension and Other Retirement Benefits			Cash Flow Hedges			Foreign Currency Translation Adjustments			Net Investment Hedges			Total						Pension and Other Retirement Benefits			Cash Flow Hedges			Foreign Currency Translation Adjustments			Net Investment Hedges			Total
Balance at December 31,			$	(39)		$	(42)		$	(832)		$	275		$	(638)					$	(56)		$	(44)		$	(520)		$	53		$	(567)
Other comprehensive income (loss) before reclassifications			—			—			190			(130)			60						(1)			—			(115)			74			(42)
Amounts reclassified from AOCL			—			—			—			—			—						—			1			—			—			1
Other comprehensive income (loss)			—			—			190			(130)			60						(1)			1			(115)			74			(41)
Balance at March 31,			$	(39)		$	(42)		$	(642)		$	145		$	(578)					$	(57)		$	(43)		$	(635)		$	127		$	(608)

NOTE 14. INDEBTEDNESS

The Company’s debt is recorded at its carrying value, which represents the issuance amount plus or minus any issuance premium or discount, except for certain debt as depicted in the table below, which is recorded at the carrying value adjusted for the fair value of an interest rate swap used to hedge the fair value of the note.

The following table summarizes total indebtedness:

March 31, 2025
Notes Payable:			Principal Amount						Fair Value of Interest Rate Swaps (1)						Unamortized (Discount) Premium						Unamortized Debt Issuance Costs						Carrying Value
5.25% 2014 Senior Notes, due 2044			$	600					$	(27)					$	3					$	(4)					$	572
1.75% 2015 Senior Notes, due 2027			540						—						—						(1)						539
3.25% 2017 Senior Notes, due 2028			500						(10)						(2)						(1)						487
4.25% 2018 Senior Notes, due 2029			400						(28)						(1)						(1)						370
4.875% 2018 Senior Notes, due 2048			400						(29)						(6)						(3)						362
0.950% 2019 Senior Notes, due 2030			810						—						(1)						(3)						806
3.25% 2020 Senior Notes, due 2050			300						—						(4)						(3)						293
2.55% 2020 Senior Notes, due 2060			300						—						(2)						(3)						295
2.00% 2021 Senior Notes, due 2031			600						—						(5)						(3)						592
2.75% 2021 Senior Notes, due 2041			600						—						(12)						(5)						583
3.10% 2021 Senior Notes, due 2061			500						—						(7)						(5)						488
3.75% 2022 Senior Notes, due 2052			500						(32)						(8)						(5)						455
4.25% 2022 Senior Notes, due 2032			500						(6)						(2)						(3)						489
5.00% 2024 Senior Notes, due 2034			500						—						(4)						(4)						492
Total long-term debt			$	7,050					$	(132)					$	(51)					$	(44)					$	6,823

December 31, 2024
Notes Payable:			Principal Amount						Fair Value of Interest Rate Swaps (1)						Unamortized (Discount) Premium						Unamortized Debt Issuance Costs						Carrying Value
5.25% 2014 Senior Notes, due 2044			$	600					$	(32)					$	3					$	(4)					$	567
1.75% 2015 Senior Notes, due 2027			518						—						—						(1)						517
3.25% 2017 Senior Notes, due 2028			500						(13)						(2)						(1)						484
4.25% 2018 Senior Notes, due 2029			400						(35)						(1)						(1)						363
4.875% 2018 Senior Notes, due 2048			400						(35)						(6)						(3)						356
0.950% 2019 Senior Notes, due 2030			776						—						(1)						(3)						772
3.75% 2020 Senior Notes, due 2025			700						(3)						—						—						697
3.25% 2020 Senior Notes, due 2050			300						—						(4)						(3)						293
2.55% 2020 Senior Notes, due 2060			300						—						(2)						(3)						295
2.00% 2021 Senior Notes, due 2031			600						—						(6)						(4)						590
2.75% 2021 Senior Notes, due 2041			600						—						(12)						(5)						583
3.10% 2021 Senior Notes, due 2061			500						—						(7)						(5)						488
3.75% 2022 Senior Notes, due 2052			500						(43)						(8)						(5)						444
4.25% 2022 Senior Notes, due 2032			500						(8)						(2)						(3)						487
5.00% 2024 Senior Notes, due 2034			500						—						(4)						(4)						492
Total debt			$	7,694					$	(169)					$	(52)					$	(45)					$	7,428
Current portion																											(697)
Total long-term debt																											$	6,731

(1) The fair value of interest rate swaps in the tables above represents the cumulative amount of fair value hedging adjustments included in the carrying value of the hedged debt.

Notes Payable

During the first quarter of 2025, the Company fully repaid the $700 million of 3.75% 2020 Senior Notes which had reached maturity.

At March 31, 2025, the Company was in compliance with all covenants contained within all of the debt agreements. All of the debt agreements contain cross default provisions which state that default under one of the aforementioned debt instruments could in turn permit lenders under other debt instruments to declare borrowings outstanding under those instruments to be immediately due and payable. As of March 31, 2025, there were no such cross defaults.

The repayment schedule for the Company’s borrowings is as follows:

Year Ending December 31,			Year Ending Total
2025 (After March 31,)			$	—
2026			—
2027			540
2028			500
2029			400
Thereafter			5,610
Total			$	7,050

Interest expense, net

The following table summarizes the components of interest as presented in the consolidated statements of operations and the cash paid for interest:

			Three Months Ended March 31,
			2025									2024
Income			$	24								$	22
Expense on borrowings(1)			(72)									(74)
Expense on UTPs and other tax related liabilities			(6)									(4)
Net periodic pension costs - interest component			(7)									(6)
Interest expense, net			$	(61)								$	(62)
Interest paid(2)			$	91								$	100

(1) Expense on borrowings includes interest on long-term debt, as well as realized gains/losses related to interest rate and cross currency swaps, which are more fully discussed in Note 8.

(2) Interest paid includes net settlements on interest rate and cross currency swaps, which are more fully discussed in Note 8.

The fair value and carrying value of the Company’s debt as of March 31, 2025 and December 31, 2024 are as follows:

			March 31, 2025												December 31, 2024
			Carrying Value						Estimated Fair Value						Carrying Value						Estimated Fair Value
Total debt			$	6,823					$	6,026					$	7,428					$	6,601

The fair value of the Company’s debt is estimated based on quoted prices in active markets as of the reporting date, which are considered Level 1 inputs within the fair value hierarchy.

NOTE 15. LEASES

The Company has operating leases, substantially all of which relate to the lease of office space. The Company’s leases which are classified as finance leases are not material to the consolidated financial statements. Certain of the Company’s leases include options to renew, with renewal terms that can extend the lease term from one year to 20 years at the Company’s discretion.

The following table presents the components of the Company’s lease cost:

									Three Months Ended March 31,
															2025						2024
Operating lease cost															$	22					$	22
Sublease income															(2)						(2)
Variable lease cost															4						5
Total lease cost															$	24					$	25

The following tables present other information related to the Company’s operating leases:

									Three Months Ended March 31,
															2025						2024
Cash paid for amounts included in the measurement of operating lease liabilities															$	30					$	30
Right-of-use assets obtained in exchange for new operating lease liabilities															$	21					$	4

			March 31, 2025						March 31, 2024
Weighted-average remaining lease term			3.7 years						4.2 years
Weighted-average discount rate applied to operating leases			3.2		%				3.2		%

The following table presents a maturity analysis of the future minimum lease payments included within the Company’s operating lease liabilities at March 31, 2025:

Year Ending December 31,						Operating Leases
2025 (After March 31,)						$	87
2026						97
2027						80
2028						25
2029						20
After 2029						23
Total lease payments (undiscounted)						332
Less: Interest						19
Present value of lease liabilities:						$	313
Lease liabilities - current						$	103
Lease liabilities - noncurrent						$	210

As of March 31, 2025, the Company has entered into additional operating leases that have not yet commenced, with lease obligations of approximately $155 million related to the lease of office space. Accordingly, the ROU Assets and operating lease liabilities at March 31, 2025 do not reflect the amounts for these leases. The operating leases will commence in 2025 and have lease terms between 11 and 15 years.

NOTE 16. CONTINGENCIES

Given the nature of the Company's activities, Moody’s and its subsidiaries are subject to legal and tax proceedings, governmental, regulatory and legislative investigations, subpoenas and other inquiries, and claims and litigation by governmental and private parties that are based on ratings assigned by MIS or that are otherwise incidental to the Company’s business. Moody’s and MIS also are subject to periodic reviews, inspections, examinations and investigations by regulators in the U.S. and other jurisdictions, any of which may result in claims, legal proceedings, assessments, fines, penalties or restrictions on business activities. Moody’s also is subject to ongoing tax audits as addressed in Note 5 to the consolidated financial statements.

Management periodically assesses the Company’s liabilities and contingencies in connection with these matters based upon the latest information available. For claims, litigation and proceedings and governmental investigations and inquiries not related to income taxes, the Company records liabilities in the consolidated financial statements when it is both probable that a liability has been incurred and the amount of loss can be reasonably estimated and periodically adjusts these as appropriate. When the reasonable estimate of the loss is within a range of amounts, the minimum amount of the range is accrued unless some higher amount within the range is a better estimate than another amount within the range. In instances when a loss is reasonably possible

but uncertainties exist related to the probable outcome and/or the amount or range of loss, management does not record a liability but discloses the contingency if material. As additional information becomes available, the Company adjusts its assessments and estimates of such matters accordingly. Moody’s also discloses material pending legal proceedings pursuant to SEC rules and other pending matters as it may determine to be appropriate.

In view of the inherent difficulty of assessing the potential outcome of legal proceedings, governmental, regulatory and legislative investigations and inquiries, claims and litigation and similar matters and contingencies, particularly when the claimants seek large or indeterminate damages or assert novel legal theories or the matters involve a large number of parties, the Company often cannot predict what the eventual outcome of the pending matters will be or the timing of any resolution of such matters. The Company also may be unable to predict the impact (if any) that any such matters may have on how its business is conducted, on its competitive position or on its financial position, results of operations or cash flows. As the process to resolve any pending matters progresses, management will continue to review the latest information available and assess its ability to predict the outcome of such matters and the effects, if any, on its operations and financial condition and to accrue for and disclose such matters as and when required. However, because such matters are inherently unpredictable and unfavorable developments or resolutions can occur, the ultimate outcome of such matters, including the amount of any loss, may differ from those estimates.

NOTE 17. SEGMENT INFORMATION

The Company is organized into two operating segments: MA and MIS and accordingly, the Company reports in two reportable segments: MA and MIS.

Revenue for MA and expenses for MIS include an intersegment fee charged to MIS from MA for certain MA products and services utilized in MIS’s ratings process. Additionally, revenue for MIS and expenses for MA include intersegment fees charged to MA for the rights to use and distribute content, data and products developed by MIS. These intersegment fees are generally based on the market value of the products and services being transferred between the segments.

Overhead expenses include costs such as rent and occupancy, information technology and support staff such as finance, human resources and legal. Such costs and corporate expenses that exclusively benefit one segment are fully charged to that segment.

For overhead costs and corporate expenses that benefit both segments, costs are generally allocated to each segment based on historical/budgeted revenue amounts.

“Eliminations” in the following table represent intersegment revenue/expense. Moody’s does not report the Company’s assets by reportable segment, as this metric is not used by the CODM to allocate resources to the segments. Consequently, it is not practical to show assets by reportable segment.

Financial Information by Segment

The table below shows revenue, significant expenses regularly provided to the CODM and Adjusted Operating Income by reportable segment. The CODM, identified as the Company's CEO, utilizes the Adjusted Operating Income measure to assess the profitability of the Company and each of its reportable segments each quarter. Adjusted Operating Income is used in our budgeting and forecasting process, enabling the allocation of capital resources across the Company's strategic initiatives.

			Three Months Ended March 31,
			2025																								2024
			MA						MIS						Eliminations						Consolidated						MA						MIS						Eliminations						Consolidated
Total external revenue			$	859					$	1,065					$	—					$	1,924					$	799					$	987					$	—					$	1,786
Intersegment revenue			3						49						(52)						—						3						47						(50)						—
Revenue			862						1,114						(52)						1,924						802						1,034						(50)						1,786
Compensation expense			362						280						—						642						337						272						—						609
Non-compensation expense			192						96						—						288						180						91						—						271
Intersegment expense			49						3						(52)						—						47						3						(50)						—
Operating, SG&A			603						379						(52)						930						564						366						(50)						880
Adjusted Operating Income			$	259					$	735					$	—					$	994					$	238					$	668					$	—					$	906
Add:
Depreciation and amortization			94						19						—						113						82						18						—						100
Restructuring			26						7						—						33						2						3						—						5
Charges related to asset abandonment			2						—						—						2						—						—						—						—
Operating Income																					$	846																							$	801
Non-operating (expense) income, net																					$	(42)																							$	(49)
Income before provision for income taxes																					$	804																							$	752

The table below shows cumulative restructuring expense incurred through March 31, 2025 by reportable segment.

			MA						MIS						Total
Strategic and Operational Efficiency Restructuring Program			$	60					$	18					$	78

The costs expected to be incurred related to the Strategic and Operational Efficiency Restructuring Program are $125 million to $155 million for the MA segment and $75 million to $95 million for the MIS segment, which include allocations of charges associated with corporate functions. This restructuring program is more fully discussed in Note 10.

Consolidated Revenue Information by Geographic Area

			Three Months Ended March 31,
			2025						2024
United States			$	1,065					$	969
Non-U.S.:
EMEA			569						542
Asia-Pacific			167						155
Americas			123						120
Total Non-U.S.			859						817
Total			$	1,924					$	1,786