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Item 15. Exhibit and Financial Statement Schedules

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Item 15. Exhibit and Financial Statement Schedules

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(a)(1) Financial Statements

The financial statements are provided under Part II, Item 8. “Financial Statements and Supplementary Data” of this Annual Report on Form 10-K.

(a)(2) Financial Statement Schedules

No financial statement schedules are provided because the information called for is not applicable or not required or is included in the consolidated financial statements or the notes thereto provided under Part II, Item 8. “Financial Statements and Supplementary Data” of this Annual Report on Form 10-K.

(a)(3) Exhibits

The information required by this Item is set forth below.

EXHIBIT INDEX

Exhibit NumberDescriptionFormFile No.Exhibit No.Filing Date
3.1Third Amended and Restated Certificate of Incorporation10-Q001-338123.15/4/2012
3.2Amended and Restated Bylaws10-K001-338123.22/9/2024
4.1Form of Senior IndentureS-3333-2062324.18/7/2015
4.2Form of Subordinated IndentureS-3333-2062324.28/7/2015
4.3Form of Common Stock Certificate10-Q001-338124.15/4/2012
4.4Indenture, dated as of November 7, 2019, among MSCI Inc., each of the subsidiary guarantors party thereto and Wells Fargo Bank, National Association, as Trustee8-K001-338124.111/7/2019
4.5Form of Note for MSCI Inc. 4.000% Senior Notes due November 15, 2029 (included in Exhibit 4.4)8-K001-338124.211/7/2019
4.6Indenture, dated as of March 4, 2020, among MSCI Inc., each of the subsidiary guarantors party thereto and Wells Fargo Bank, National Association, as Trustee.8-K001-338124.13/4/2020
4.7Form of Note for MSCI Inc. 3.625% Senior Notes due September 1, 2030 (included in Exhibit 4.6).8-K001-338124.23/4/2020
4.8Indenture, dated as of May 26, 2020, among MSCI Inc., each of the subsidiary guarantors party thereto and Wells Fargo Bank, National Association, as Trustee.8-K001-338124.15/26/2020
4.9Form of Note for MSCI Inc. 3.875% Senior Notes due February 15, 2031 (included in Exhibit 4.8).8-K001-338124.25/26/2020
4.10Indenture, dated as of May 14, 2021, among MSCI Inc., each of the subsidiary guarantors party thereto and Wells Fargo Bank, National Association, as Trustee.8-K001-338124.15/14/2021
4.11Form of Note for MSCI Inc. 3.625% Senior Notes due November 1, 2031 (included in Exhibit 4.10).8-K001-338124.25/14/2021
4.12Indenture, dated as of August 17, 2021, among MSCI Inc., each of the subsidiary guarantors party thereto and Wells Fargo Bank, National Association, as Trustee.8-K001-338124.18/17/2021
Exhibit NumberDescriptionFormFile No.Exhibit No.Filing Date
4.13Form of Note for MSCI Inc. 3.250% Senior Notes due August 15, 2033 (included in Exhibit 4.12).8-K001-338124.28/17/2021
4.14Indenture between MSCI Inc. and Wilmington Trust, National Association, as trustee, dated August 8, 20258-K001-338124.18/8/2025
4.15First Supplemental Indenture between MSCI Inc. and Wilmington Trust, National Association, as trustee, dated August 8, 20258-K001-338124.28/8/2025
4.16Form of Global Note representing the Company’s 5.250% Notes due 2035 (included in Exhibit 4.15)8-K001-338124.38/8/2025
4.17Second Supplemental Indenture between MSCI Inc. and Wilmington Trust, National Association, as trustee, dated November 6, 20258-K001-338124.211/6/2025
4.18Form of Global Note representing the Company’s 5.150% Notes due 2036 (included in Exhibit 4.17)8-K001-338124.311/6/2025
4.19Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934Filed Herewith
10.1*Summary of Non-Employee Director CompensationFiled Herewith
10.2*Non-Employee Director Stock Ownership GuidelinesFiled Herewith
10.3*MSCI Inc. Non-Employee Directors Deferral Plan, as amended10-Q001-3381210.24/22/2025
10.4*MSCI Inc. Change in Control Severance Plan, adopted May 28, 2015 and amended and restated November 2, 202310-K001-3381210.52/9/2024
10.5*MSCI Inc. Executive Committee Stock Ownership Guidelines10-Q001-3381210.27/22/2025
10.6*MSCI Inc. 2016 Omnibus Incentive PlanS-8333-21098799.14/28/2016
10.7*MSCI Inc. 2025 Omnibus Incentive PlanS-8333-28676099.14/25/2025
10.8*MSCI Inc. Annual Incentive Plan10-Q001-3381210.37/22/2025
10.9*Form of 2024 Award Agreement for Restricted Stock Units for Employees Under the MSCI Inc. 2016 Omnibus Incentive Plan10-K001-3381210.222/9/2024
10.10*Form of 2024 Annual Performance Award Agreement for Performance Stock Units for Managing Directors Under the MSCI Inc. 2016 Omnibus Incentive Plan10-K001-3381210.232/9/2024
10.11*Form of 2024 Non-Qualified Performance Stock Option Award Agreement Under the MSCI Inc. 2016 Omnibus Incentive Plan10-K001-3381210.242/9/2024
10.12*Form of 2025 Award Agreement for Restricted Stock Units for Employees Under the MSCI Inc. 2016 Omnibus Incentive Plan10-K001-3381210.182/7/2025
10.13*Form of 2025 Annual Performance Award Agreement for Performance Stock Units for Managing Directors Under the MSCI Inc. 2016 Omnibus Incentive Plan10-K001-3381210.192/7/2025
10.14*Form of 2025 Non-Qualified Performance Stock Option Award Agreement Under the MSCI Inc. 2016 Omnibus Incentive Plan10-K001-3381210.202/7/2025
10.15*Form of 2025 Non-Qualified Stock Option Award Under the MSCI Inc. 2016 Omnibus Incentive Plan10-K001-3381210.212/7/2025
Exhibit NumberDescriptionFormFile No.Exhibit No.Filing Date
10.16*Form of 2025 Award Agreement for Restricted Stock Units for Non-Employee Directors Under the MSCI Inc. 2025 Omnibus Incentive Plan10-Q001-3381210.47/22/2025
10.17*Form of 2025 Award Agreement for Restricted Stock Units for Employees Under the MSCI Inc. 2025 Omnibus Incentive Plan10-Q001-3381210.57/22/2025
10.18*Form of 2025 Annual Performance Award Agreement for Performance Stock Units for Managing Directors Under the MSCI Inc. 2025 Omnibus Incentive Plan10-Q001-3381210.67/22/2025
10.19*Form of 2025 Non-Qualified Performance Stock Option Award Agreement Under the MSCI Inc. 2025 Omnibus Incentive Plan10-Q001-3381210.77/22/2025
10.20*Form of 2026 Award Agreement for Restricted Stock Units for Employees Under the MSCI Inc. 2025 Omnibus Incentive PlanFiled Herewith
10.21*Form of 2026 Annual Performance Award Agreement for Performance Stock Units for Managing Directors Under the MSCI Inc. 2025 Omnibus Incentive PlanFiled Herewith
10.22*Form of 2026 Non-Qualified Performance Stock Option Award Agreement Under the MSCI Inc. 2025 Omnibus Incentive PlanFiled Herewith
10.23*Offer Letter, executed March 11, 2014, by and between MSCI Inc. and Scott Crum10-Q001-3381210.15/4/2018
10.24*Offer Letter, executed September 24, 2020, between MSCI Inc. and Andrew C. Wiechmann8-K001-3381210.19/25/2020
10.25*Employment Letter, entered into on April 27, 2021, between MSCI Inc. and C.D. Baer Pettit.10-Q001-3381210.24/28/2021
10.26*Transition and Advisory Agreement, entered into on January 28, 2026, between MSCI Inc. and C.D. Baer PettitFiled Herewith
10.27Third Amended and Restated Credit Agreement, dated as of August 20, 2025, among MSCI Inc., JPMorgan Chase Bank, N.A., as Administrative Agent and L/C Issuer, Bank of America, N.A., as Syndication Agent and L/C Issuer, and the other lenders party thereto.8-K001-3381210.18/20/2025
10.28Agreement of Lease dated September 16, 2011, by and between 7 World Trade Center, LLC and MSCI Inc.8-K001-3381210.19/22/2011
10.29†#Index License Agreement for Exchange Traded Funds, dated as of October 1, 2022, between MSCI Inc., MSCI Limited and BlackRock Fund Advisors10-Q001-3381210.110/25/2022
10.30†#Amendment to Index License Agreement for Exchange Traded Funds, dated as of January 27, 2026, between MSCI Inc., MSCI Limited and BlackRock Fund Advisors8-K001-3381210.11/28/2026
19.1MSCI Employee Trading Policy for Transactions in MSCI Inc. SecuritiesFiled Herewith
21.1Subsidiaries of the RegistrantFiled Herewith
23.1Consent of PricewaterhouseCoopers LLPFiled Herewith
24.1Powers of Attorney (included as part of Signature Page)Filed Herewith
Exhibit NumberDescriptionFormFile No.Exhibit No.Filing Date
31.1Rule 13a-14(a) Certification of Chief Executive OfficerFiled Herewith
31.2Rule 13a-14(a) Certification of Chief Financial OfficerFiled Herewith
32.1Section 1350 Certification of Chief Executive Officer and Chief Financial OfficerFurnished Herewith
97.1*MSCI Inc. Financial Statement Compensation Recoupment Policy10-K001-3381297.12/9/2024
101.INSXBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.Filed Herewith
101.SCHXBRL Taxonomy Extension Schema Document.Filed Herewith
101.CALXBRL Taxonomy Extension Calculation Linkbase Document.Filed Herewith
101.LABXBRL Taxonomy Extension Label Linkbase Document.Filed Herewith
101.PREXBRL Taxonomy Extension Presentation Linkbase Document.Filed Herewith
101.DEFXBRL Taxonomy Extension Definition Linkbase Document.Filed Herewith
104.DEFCover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)Filed Herewith

*Indicates a management compensation plan, contract or arrangement.

† Certain confidential portions of this Exhibit have been omitted pursuant to Item 601(b) of Regulation S-K because the identified confidential portions (i) are not material and (ii) are of the type that the Company treats as private or confidential.

The Company agrees to furnish an unredacted copy of this exhibit to the Securities and Exchange Commission upon its request.

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