S&P Global (SPGI) 10-K risk factor changes: FY2021 vs FY2020

The capital markets include asset managers, investment banks, commercial banks, insurance companies, exchanges, trading firms, and issuers; the commodities markets include producers, traders and intermediaries within energy, [removed: metals, petrochemicals] [added: petrochemicals, metals] and agriculture.

The Merger is subject to conditions, some [removed: or all] of which may not be satisfied, or completed on a timely basis, if at all.

On November 29, 2020, we, our wholly-owned subsidiary, Sapphire Subsidiary, Ltd., a Bermuda exempted company limited by shares [removed: (the] [added: (] “Merger Sub”), and IHS Markit, entered into an Agreement and Plan of Merger (as amended on January 20, 2021, the “Merger Agreement”), pursuant to which Merger Sub will merge with and into IHS Markit, with IHS Markit surviving such merger as [removed: a wholly-owned,] our [added: wholly-owned,] direct subsidiary.

[removed: Completion] [added: The completion] of the Merger is subject to a number of conditions, including, among other things, the receipt of [removed: approval from our shareholders and the shareholders of IHS Markit, and the receipt of] certain regulatory approvals, as well as the accuracy of all representations and warranties of IHS Markit and the absence of a material adverse effect since the date of the [removed: merger agreement,] [added: Merger Agreement,] which make the completion and timing of the Merger uncertain.

In addition, either S&P Global or IHS Markit may terminate the Merger Agreement under certain circumstances, including if the Merger is not completed by the outside date determined pursuant to the Merger [removed: Agreement.][added: Agreement, which is May 29, 2022.]

If the Merger is not completed, we may be materially adversely affected and, without realizing any of the benefits of having completed the Merger, will be subject to a number of risks, including the following: the market price of our common stock could decline; if the Merger [removed: agreement] [added: Agreement] is [removed: terminated and our board seeks another business combination, shareholders cannot be certain that we will be able to find a party willing to enter into a transaction on terms equivalent to or more attractive than the terms that IHS Markit has agreed to in the Merger Agreement;] [added: terminated,] we will not realize the benefit of the time and resources, financial and otherwise, committed by our management to matters relating to the Merger that could have been devoted to pursuing other beneficial opportunities; we may experience negative reactions from the financial markets or from their respective customers, suppliers or employees; and we will be required to pay [removed: its] [added: our] expenses relating to the Merger, such as legal, accounting and financial advisory fees, whether or not the Merger is completed.

[added: Similarly, delays in the completion of the Merger could, among other things, result in] additional transaction costs, loss of revenue or other negative effects associated with delay and uncertainty about completion of the merger and could materially and adversely impact our ongoing business, financial condition, results of operations and the market price of our common stock.

We are subject to business uncertainties and contractual restrictions while the Merger [removed: is] [added: and related divestitures are] pending, which could adversely affect our business and operations.

In connection with the pendency of the [removed: Merger,] [added: Merger and related divestitures,] it is possible that some customers, suppliers, partners and other persons with whom we have a business relationship may delay or defer certain business decisions or might decide to seek to terminate, change or renegotiate their relationships with us as a result of the [removed: Merger] [added: Merger, a divestiture] or otherwise, which could negatively affect our revenue, earnings and/or cash flow, as well as the market price of our common stock, regardless of whether the Merger [added: or any such divestiture] is completed.

In addition, under the terms of the Merger Agreement, we are subject to certain restrictions on the conduct of [removed: its] [added: our] business prior to completing the Merger, which may adversely affect our ability to execute certain of [removed: its] [added: our] business strategies, including the ability in certain cases to acquire or dispose of assets or pay dividends or incur capital expenditures above a certain amount.

The integration of the two companies may result in material challenges, including: managing a larger, more complex combined business; maintaining employee morale and retaining key management and other employees; retaining existing business and operational relationships, including customers, suppliers and employees and other counterparties, as may be impacted by contracts containing consent and/or other provisions that may be triggered by the merger, and attracting new business and operational relationships; consolidating corporate and administrative infrastructures and eliminating duplicative operations, including unanticipated issues in integrating financial reporting, information technology infrastructure, data and content management systems and product platforms, communications and other systems; coordinating geographically separate organizations, including consolidating offices of S&P Global and IHS Markit that are currently in or near the same location; harmonizing both companies’ corporate cultures, operating practices, employee development and compensation programs, internal controls, compliance programs and other policies, procedures and processes; addressing possible differences in business backgrounds, and management philosophies; [added: managing the impact of divestitures;] and unforeseen expenses or delays associated with the [removed: Merger.][added: Merger (which has already been delayed beyond our initial expectations of closing in 2021).]

We expect to incur substantial expenses and devote significant resources in connection with the completion of the Merger and [added: related divestitures, and] the integration of the [removed: IHS Markit] [added: businesses of S&P Global] and [removed: our businesses.][added: IHS Markit.]

We expect to incur substantial expenses, and devote significant resources, in connection with the completion of the Merger and [added: related divestitures, and] the integration of a large number of processes, policies, procedures, operations, technologies and systems of S&P Global and IHS Markit in connection with the Merger.

The management of the combined company may face significant challenges in implementing such integration, many of which may be beyond the control of management and which may result in increased costs and diversion of management’s time and energy, as well as materially adversely impact the [removed: anticipated synergies of the Merger and the business, financial condition and results of operations of the combined company.]

The integration process and other [removed: disruptions] [added: disruptions, including increased cyber security risk,] resulting from the Merger may also adversely affect the combined company’s relationships with employees, suppliers, customers, distributors and others with whom S&P Global and IHS Markit have business or other dealings, and difficulties in integrating the businesses of S&P Global and IHS Markit could harm the reputation of the combined company.

During the pendency of the [removed: merger] [added: Merger,] our ability to execute share repurchases will be restricted.

While the Merger is pending, we will have limited opportunities to launch repurchase programs and there can [added: be] no guarantee that we will be able to successfully execute a repurchase program when a window of opportunity presents itself.

Governments across the world have taken steps to contain the virus by restricting human movement through numerous measures including travel bans and restrictions, social distancing, quarantines, shelter in place orders, enhanced health screenings at ports of entry and elsewhere, and business [removed: shutdowns.][added: shutdowns, including those in response to the outbreaks of the Delta variant in the second and third quarters of 2021 and the Omicron variant in the fourth quarter of 2021.]

While vaccines have become available, their availability and [removed: distribution is at] [added: their efficacy against] the [removed: discretion of government agencies] [added: Omicron variant] and [added: possible future variants are uncertain, so] it [removed: is] [added: remains] difficult to ascertain how [removed: and when they] [added: COVID-19] will impact economic activity.

There are no comparable recent events that can provide guidance as to the effect of the COVID-19 global pandemic, and, as a result, the ultimate impact of the coronavirus outbreak or a similar health epidemic is [removed: highly] uncertain.

The extent to which the pandemic will continue to affect our businesses, financial condition and results of operations will depend on future developments, which are [removed: highly] uncertain and cannot be predicted.

[removed: Even after the pandemic subsides, the U.S. economy and other major economies may continue to experience a recession, and we anticipate our] [added: Our] businesses would be materially and adversely affected [removed: by a] [added: in the event of] prolonged [removed: recession] [added: recessions] in the U.S. and other major markets.

[removed: Limited] [added: The pandemic has impacted] human mobility [removed: has,] [added: and,] among other things, [removed: significantly reduced] [added: has impacted the supply and] demand for energy used in transportation, [removed: and the decrease in demand has been exacerbated] [added: which is also impacted] by political tensions between large oil producing countries.

This [added: uncertainty] could put [removed: additional] pressure on Platts clients and translate into slower demand for our subscription and related products and services.

Since mid-March 2020, nearly our entire employee population [removed: was] [added: has been] working remotely.

- Since a significant component of our credit-rating based revenue is transaction-based, and is essentially dependent on the number and dollar volume of debt securities issued in the capital markets, unfavorable financial or economic [added: conditions that either reduce investor demand for debt securities or reduce issuers’ willingness or ability to issue such securities tend to reduce the number and dollar volume of debt issuances for which Ratings provides credit ratings.]

[removed: Volatile capital markets, as well as changing investment styles, among] other factors, may influence an investor’s decision to invest in and maintain an investment in an index-linked investment product.

- We experience cyber attacks [added: and data breaches] of varying degrees on a regular basis.

[removed: Certain techniques] used to obtain unauthorized access, introduce malicious software, disable or degrade service, or sabotage systems may be designed to remain dormant until a triggering event and we may be unable to anticipate these techniques or implement adequate preventative measures since techniques change frequently or are not recognized until launched.

- Global [removed: privacy] [added: privacy, data localization and data protection] legislation, enforcement, and policy activity in this area are rapidly expanding and creating a complex regulatory compliance environment.

In addition, there is increasing concern among certain privacy [added: and data protection] advocates and government regulators regarding marketing and privacy [removed: matters,] [added: matters as well as data protection,] particularly as they relate to individual privacy [added: and perceived national security] interests.

The law in these areas continues to develop and the changing nature of privacy [added: and data protection] laws in the U.S., the European Union (“EU”) and elsewhere could impact our processing of personal and sensitive information of our employees, vendors and [removed: customers.][added: customers and other data.]

- Failure to comply with [removed: GDPR] [added: these] requirements could result in [removed: penalties of up to 4% of worldwide revenue.][added: significant penalties.]

[removed: GDPR and other similar] [added: Such] laws and regulations, as well as any associated inquiries or investigations or any other government actions, may [added: also] be costly to comply with, result in negative publicity, increase our operating costs, require significant management time and attention, and subject us to remedies that may harm our business, including fines or demands or orders that we modify or cease existing business practices.

- We devote meaningful time and financial resources to compliance with [removed: the GDPR, the CCPA and other] current and future applicable international and U.S. privacy, [removed: cybersecurity] [added: cybersecurity, data protection] and related laws.

- In addition, the EU and other jurisdictions, including [added: the People’s Republic of] China, are considering imposing or have already imposed additional restrictions, including in relation to cross-border transfers of personal [added: and other types of] data.

- Continued privacy [added: and data protection] concerns may result in new or amended laws and regulations.

- We may also from time to time be subject to, or face assertions that we are subject to, additional obligations relating to personal [added: and other] data by contract or due to assertions that self-regulatory obligations or industry standards apply to our practices.

- In the past several years, the U.S. Congress, the International Organization of Securities Commissions ("IOSCO"), the [removed: SEC and] [added: SEC,] the European Commission, including through the European Securities Market Authority [removed: ("ESMA"),] [added: ("ESMA") and the UK Financial Conduct Authority (“FCA”),] as well as regulators in other countries in which Ratings operates, have been reviewing the role of rating agencies and their processes and the need for greater oversight or regulations concerning the issuance of credit ratings or the activities of credit rating agencies.

We may be required to incur significant expenses [added: and/or take actions inconsistent with our business objectives] in order to comply with such laws and regulations and to mitigate the risk of fines, penalties or other sanctions.

In response to feedback from U.S. and foreign regulatory authorities, we and IHS Markit have agreed to divest certain businesses in order to procure regulatory approval of the Merger.

On July 31, 2021, S&P Global, IHS Markit and News Corporation entered into a stock and asset purchase agreement, pursuant to which IHS Markit will sell all right, title and interest to certain of its pricing information businesses, including its Oil Price Information Services (OPIS), Coal, Metals and Mining, and PetroChem Wire businesses, to News Corporation for a purchase price of $1.15 billion.

On December 27, 2021, S&P Global and IHS Markit announced agreements to sell IHS Markit’s Base Chemicals business to News Corporation for $295 million, and S&P Global’s CUSIP Global Services business to FactSet Research Systems for $1.925 billion.

S&P Global has also committed to divest its Leveraged Commentary and Data (LCD) business, together with a related family of leveraged loan indices, in connection with a conditional approval for the Merger from the European Commission.

The completion of each of these divestiture transactions is subject to a number of conditions, including, among other things, the receipt of certain regulatory approvals, which make the completion and timing of these transactions uncertain.

The failure to satisfy all of the required conditions could delay the completion of these transactions for a significant period of time or prevent each from occurring at all.

There can be no assurance that the conditions to the completion of any of these transactions will be satisfied or waived or that these transactions will be completed (and, if such transactions are not completed, it may materially adversely affect the completion of the Merger).

anticipated synergies of the Merger and the business, financial condition and results of operations of the combined company.

Volatile capital markets, as well as changing investment styles, among

- We are regularly exposed to vulnerabilities in widely deployed third-party software we deploy in the ordinary course of business, such as the recently identified Log4J vulnerability.

While such vulnerability did not result in a material adverse effect on the Company, it and similar incidents require the us to devote time and resources to remediation on a regular basis.

Notwithstanding our efforts, there can be no assurance that we will not suffer a material adverse effect resulting from vulnerabilities in widely deployed software.

Certain techniques

The EU’s comprehensive General Data Privacy Regulation (“GDPR”), for example, provides for penalties of up to 4% of worldwide revenue, although the market is yet to see a penalty at the very top end of this range.

It is difficult to accurately assess the future impact

Ineffective or insufficient collaboration within the Company increases the risk that such errors may not be detected.

- Enhancing existing products and developing new products often requires effective collaboration across various functions and business lines of the Company.

Ineffective or insufficient collaboration across functions and business lines decreases our ability to expand geographically, enhance products, innovate, increase sales, leads to brand confusion and may result in a material adverse effect on our financial condition or results of operations.

Despite our existing strategies and while not material to our operations, we did experience increased attrition in 2021.

If customers elect to consolidate their spending on financial and commodity market products and services with other

Potential changes in EU regulation, divergent interpretations by the UK of any replicated EU

- We provide credit ratings, pricing and valuation services, benchmark products, and indices, many of which depend on contributions or inputs from third parties or market participants.

Our customers and other market participants expect us to be able to demonstrate that our products and services are produced independently and are not readily subject to manipulation.

We believe our products and services are designed with appropriate methodologies, processes, and procedures to maintain independence and integrity; however, we may not be able to prevent third parties or market participants from working together or colluding to try to manipulate their inputs and thus the resulting outputs of our products and services.

From time to time, we are involved in third-party investigations or litigation related to the commodities and asset classes our products and services serve.

Any failures, negative publicity, investigations, or lawsuits that implicate the independence and integrity of our pricing and valuation services, benchmarks, and indices could result in a loss of confidence in the administration of these products and services and could harm our reputation and our business.

In addition, the ongoing COVID-19 pandemic could delay the receipt of certain regulatory approvals.

In addition, shareholders of both S&P Global and IHS Markit have initiated private actions challenging, seeking to enjoin or seeking to impose conditions on the Merger.

We may be required to devote significant resources to resolve such matters which may have a negative effect on our ability to complete the Merger and if we do complete the Merger may have a material adverse effect on our financial position, results of operations and cash flows.

Similarly, delays in the completion of the Merger could, among other things, result in

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In addition, the increase in revenue of Ratings in 2020 was primarily driven by higher corporate bond issuance in the U.S. mainly resulting from historically low borrowing costs, increased borrowing demand from companies to increase their liquidity in light of uncertainties associated with COVID-19, and central bank lending actions.

There can be no guarantee that such favorable conditions would continue in the future, and our businesses, financial condition and results of operations could be negatively affected absent such favorable conditions.

In addition, a portion of our information technology resources have been diverted to establishing and maintaining an infrastructure that supports a sustained remote working environment.

Such efforts limit the resources available for improvement and innovation projects.

conditions that either reduce investor demand for debt securities or reduce issuers’ willingness or ability to issue such securities tend to reduce the number and dollar volume of debt issuances for which Ratings provides credit ratings.

- The EU's comprehensive General Data Privacy Regulation (the “GDPR”) became fully effective in 2018.

GDPR requires companies to satisfy requirements regarding the handling of personal and sensitive data, including its use, protection and the ability of persons whose data is stored to correct or delete such data about themselves.

- The California Consumer Privacy Act (“CCPA”) became fully effective January 1, 2020, requiring, among other things, covered companies to provide new disclosures to California consumers, and afford such consumers new abilities to opt-out of certain sales of personal information.

The CCPA provides a new private right of action for data breaches and requires companies that process information on California residents to make new disclosures to consumers about their data collection, use and sharing practices and allow consumers to opt out of certain data sharing with third parties.

Such transactions present significant challenges and risks.

very significant dollar amounts, which could have a material adverse effect on our business, financial condition or results of operations.

misappropriation.

- Voters in the United Kingdom ("UK") approved an exit from the EU via a referendum in 2016 and in 2017, the UK invoked Article 50 of the Treaty on the EU, commencing the process to leave the EU (“Brexit”) and on January 31, 2020, the UK formally exited the EU.

The EU and the UK concluded the EU-UK Trade and Cooperation Agreement on December 24, 2020, which took effect provisionally on January 1, 2021 following the end of the formal transition period.

In particular, our Ratings business, for the first time, is subject to regulation by the Financial Conduct Authority effective January 1, 2021.

materially interrupt our business operations and result in material financial loss, loss of human capital, regulatory actions, reputational harm, damaged client relationships or legal liability.

systems or communicate with or travel to other locations, such persons’ ability to service and interact with our clients and customers may suffer.

- Embargoes and sanctions laws are changing rapidly for certain geographies, including with respect to Russia, Iran, and Venezuela.

These embargoes and sanctions laws may affect our ability to continue to market and/or sell our products and services into these geographies.

In addition, while we have a compliance program in place designed to reduce the likelihood of potential violations of import and export laws and sanctions, violations of these laws or sanctions could have an adverse effect on our reputation, business, financial condition and results of operations.

The following Management's Discussion and Analysis (“MD&A”) provides a narrative of the results of operations and financial condition of S&P Global Inc. (together with its consolidated subsidiaries, the “Company,” “we,” “us” or “our”) for the years ended December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] respectively.

The MD&A should be read in conjunction with the consolidated financial statements and accompanying notes included in this Annual Report on Form 10-K for the year ended December 31, [removed: 2020,] [added: 2021,] which have been prepared in accordance with accounting principles generally accepted in the U.S. (“U.S. GAAP”).

The acquisition will [removed: bolster our position as the premier resource for] [added: add capabilities to S&P Global's leading portfolio of] essential [removed: environmental, social, and governance ("ESG")] [added: ESG] insights and [removed: product] solutions for [removed: our] [added: its] customers.

Through this acquisition, [removed: we] [added: S&P Global] will be able to offer [removed: our customers] [added: its clients] even more transparent, robust and comprehensive [removed: ESG solutions.][added: climate data, models and analytics.]

During the three years ended December 31, [removed: 2020,] [added: 2021,] we have returned approximately [removed: $5.8] [added: $4.3] billion to our shareholders through a combination of share repurchases and our quarterly dividends: we completed share repurchases of approximately [removed: $4.1] [added: $2.4] billion and distributed regular quarterly dividends totaling approximately [removed: $1.7] [added: $1.9] billion.

Also, on January [removed: 27, 2021] [added: 26, 2022,] the Board of Directors approved [removed: an increase in the] [added: a] quarterly common stock dividend [removed: from $0.67 per share to] [added: of] $0.77 per share.

| | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2018] [added: 2019] | | | | | | [removed: ’20] [added: ’21] vs [removed: ’19] [added: ’20] | | | | | | [removed: ’19] [added: ’20] vs [removed: ’18] [added: ’19] | | |

| Revenue | | | $ | [removed: 7,442] [added: 8,297] | | | | | $ | [removed: 6,699] [added: 7,442] | | | | | $ | [removed: 6,258] [added: 6,699] | | | | | 11% | | | | | | [removed: 7%] [added: 11%] | | |

| Operating profit 2 | | | $ | [removed: 3,617] [added: 4,221] | | | | | $ | [removed: 3,226] [added: 3,617] | | | | | $ | [removed: 2,790] [added: 3,226] | | | | | [removed: 12%] [added: 17%] | | | | | | [removed: 16%] [added: 12%] | | |

| % Operating margin | | | [removed: 49] [added: 51] | | % | | | | [removed: 48] [added: 49] | | % | | | | [removed: 45] [added: 48] | | % | | | | | | | | | | | | |

| Diluted earnings per share from net income | | | $ | [removed: 9.66] [added: 12.51] | | | | | $ | [removed: 8.60] [added: 9.66] | | | | | $ | [removed: 7.73] [added: 8.60] | | | | | [removed: 12%] [added: 29%] | | | | | | [removed: 11%] [added: 12%] | | |

[removed: 2] 2020 includes lease impairments of $120 million, employee severance charges of $66 million, IHS Markit merger costs of $24 million, a gain on dispositions $16 million, a technology-related impairment charge of $12 million, lease-related costs of $11 million and Kensho retention related expense of $11 million.

[added: 2021,] 2020 [removed: also includes amortization of intangibles from acquisitions of $123 million] and 2019 [removed: and 2018] includes amortization of intangibles from acquisitions of [removed: $122] [added: $8 million, $9 million, and $12] million.

Revenue growth at Market Intelligence was driven by [removed: annualized contract value] [added: subscription revenue] growth in Market Intelligence Desktop products, Credit Risk Solutions and Data Management Solutions.

Revenue growth at Indices was due to higher assets under management for [removed: exchange traded funds ("ETFs")] [added: ETFs] and mutual funds, an increase in exchange-traded derivatives revenue and higher data subscription revenue.

The increase was primarily due to revenue growth at all of our reportable segments combined with a decrease in travel and entertainment expenses from non-essential travel restrictions in response to [removed: COVID-19,] [added: the 2019 novel coronavirus ("COVID-19"),] partially offset by an increase in incentive costs and higher compensation costs driven by annual merit increases and additional headcount.

Revenue increased [removed: 7%,] [added: 14%,] with [removed: an unfavorable] [added: a favorable] impact [removed: of 1 percentage point] from foreign exchange [removed: rates.][added: rates of 1 percentage point.]

Revenue growth at Ratings was driven by an increase in [removed: corporate bond ratings] [added: both transaction] revenue and [removed: public finance revenue, partially offset by lower bank loan ratings] [added: non-transaction] revenue.

The increase [removed: at Market Intelligence] [added: in revenue] was driven by [removed: annualized contract value] growth in [removed: the Market Intelligence Desktop, Credit Risk Solutions and] [added: annualized contract values for RatingsXpress®, RatingsDirect®, our data feed products within] Data Management Solutions [added: and our Market Intelligence Desktop] products.

[removed: The increase] [added: Revenue growth] at Indices was due to higher [added: average] levels of assets under management for [removed: ETFs] [added: exchange traded funds ("ETFs")] and mutual [removed: funds.][added: funds and higher data subscription revenue, partially offset by lower exchange-traded derivative revenue.]

The [added: revenue] increase at Platts was primarily due to continued demand for market data and [removed: price assessment] [added: market insights] products.

Operating profit increased [removed: 16%,] [added: 19%,] with [removed: a favorable] [added: an unfavorable] impact from foreign exchange rates of less than 1 percentage point.

[removed: These increases to operating profit] [added: Increases at Ratings, Indices and Platts] were [removed: partially offset] [added: primarily driven] by higher [removed: technology costs, an increase in] incentive costs and [removed: higher] [added: an increase in] compensation costs [removed: driven by] [added: due to additional headcount and] annual merit [removed: increases and additional headcount.][added: increases.]

We are [added: continuing to] closely [removed: monitoring] [added: monitor] the impact of the outbreak of COVID-19 on all aspects of our [removed: business.][added: business as the pandemic and associated macroeconomic impacts continue to evolve.]

While COVID-19 did not have a material adverse effect on our reported results for the [removed: year] [added: years] ended December 31, [added: 2021 and] 2020, we are unable to predict the ultimate impact that it may have on our business, future results of operations, financial position or cash flows.

In [removed: 2021,] [added: 2022,] we will strive to deliver on our strategic priorities in the following key areas:

- Encouraging career mobility [added: and career development] through career [removed: coaching, while attracting and retaining the best people;] [added: coaching] and [added: Thrive;]

- Improving diverse representation through [removed: talent acquisition,] [added: hiring,] advancement and retention, while continuing to raise awareness [removed: of racial education.][added: through Diversity, Equity, and Inclusion education; and]

Further projections and discussion on our [removed: 2021] [added: 2022] outlook for our segments can be found within “ – Results of Operations”.

| Revenue | | | $ | [removed: 7,442] [added: 8,297] | | | | | $ | [removed: 6,699] [added: 7,442] | | | | | $ | [removed: 6,258] [added: 6,699] | | | | | 11% | | | | | | [removed: 7%] [added: 11%] | | |

| Operating-related expenses | | | [removed: 2,092] [added: 2,195] | | | | | | [removed: 1,976] [added: 2,094] | | | | | | [removed: 1,838] [added: 1,976] | | | | | | [removed: 6%] [added: 5%] | | | | | | [removed: 7%] [added: 6%] | | |

| Selling and general expenses | | | [removed: 1,543] [added: 1,714] | | | | | | [removed: 1,342] [added: 1,541] | | | | | | [removed: 1,424] [added: 1,342] | | | | | | [removed: 15%] [added: 11%] | | | | | | [removed: (6)%] [added: 15%] | | |

| Depreciation and amortization | | | [removed: 206] [added: 178] | | | | | | [removed: 204] [added: 206] | | | | | | [removed: 206] [added: 204] | | | | | | [removed: 1%] [added: (13)%] | | | | | | [removed: (1)%] [added: 1%] | | |

| Total expenses | | | [removed: 3,841] [added: 4,087] | | | | | | [removed: 3,522] [added: 3,841] | | | | | | [removed: 3,468] [added: 3,522] | | | | | | [removed: 9%] [added: 6%] | | | | | | [removed: 2%] [added: 9%] | | |

| Gain on dispositions | | | [removed: (16)] [added: (11)] | | | | | | [removed: (49)] [added: (16)] | | | | | | [removed: —] [added: (49)] | | | | | | [removed: (67)%] [added: (30)%] | | | | | | [removed: N/M] [added: (67)%] | | |

| Operating profit | | | [removed: 3,617] [added: 4,221] | | | | | | [removed: 3,226] [added: 3,617] | | | | | | [removed: 2,790] [added: 3,226] | | | | | | [removed: 12%] [added: 17%] | | | | | | [removed: 16%] [added: 12%] | | |

| Other (income) expense, net | | | [removed: (31)] [added: (62)] | | | | | | [removed: 98] [added: (31)] | | | | | | [removed: (25)] [added: 98] | | | | | | [removed: N/M] [added: (96)%] | | | | | | [removed: N/M] [added: NM] | | |

| Interest expense, net | | | [removed: 141] [added: 119] | | | | | | 141 | | | | | | [removed: 134] [added: 141] | | | | | | [removed: —%] [added: (16)%] | | | | | | [removed: 5%] [added: —%] | | |

| Loss on extinguishment of debt | | | [removed: 279] [added: —] | | | | | | [removed: 57] [added: 279] | | | | | | [removed: —] [added: 57] | | | | | | N/M | | | | | | N/M | | |

| Provision for taxes on income | | | [removed: 694] [added: 901] | | | | | | [removed: 627] [added: 694] | | | | | | [removed: 560] [added: 627] | | | | | | [removed: 11%] [added: 30%] | | | | | | [removed: 12%] [added: 11%] | | |

The MD&A provides information of factors that we believe are important in understanding our results of operations and comparability and certain other factors that may affect our future results.

*Merger Agreement*

In November of 2020, S&P Global and IHS Markit Ltd ("IHS Markit") entered into a merger agreement, pursuant to which, among other things, a subsidiary of S&P Global will merge with and into IHS Markit, with IHS Markit surviving the merger as a wholly owned subsidiary of S&P Global.

Under the terms of the merger agreement, each share of IHS Markit issued and outstanding (other than excluded shares and dissenting shares) will be converted into the right to receive 0.2838 fully paid and nonassessable shares of S&P Global common stock (and, if applicable, cash in lieu of fractional shares, without interest), less any applicable withholding taxes.

On March 11, 2021, S&P Global and IHS Markit shareholders voted to approve the merger agreement.

As of December 31, 2021, IHS Markit had approximately 399.1 million shares outstanding.

Subject to certain closing conditions, the merger is expected to be completed in the first quarter of 2022.

Following the expected closing of the merger with IHS Markit, the Board of Directors will revisit the dividend policy of the combined Company.

*2021*

Transaction revenue increased due to higher bank loan ratings revenue and structured finance revenue.

Excluding the unfavorable impact of IHS Markit merger costs in 2021 of 31 percentage points, partially offset by higher lease impairment charges in 2020 of 16 percentage points, higher employee severance charges in 2020 of 7 percentage points, higher amortization of intangibles from acquisitions in 2020 of 4 percentage points and higher technology-related impairment charges in 2020 of 2 percentage points, operating profit increased 15%.

The increase was primarily due to revenue growth at all of our reportable segments combined with a decrease in occupancy costs, partially offset by higher incentive costs and an increase in compensation costs driven by additional headcount and annual merit increases.

Revenue growth at Market Intelligence was driven by subscription revenue growth in Market Intelligence Desktop products, Credit Risk Solutions and Data Management Solutions.

*•*Meeting or exceeding year 1 cost and revenue synergy targets from our merger commitments as well as our organic revenue growth and EBITA margin targets;

- Continuing to fund key growth areas - Environmental, Social and Governance ("ESG"), Energy Transition, China, Small and Medium-sized Enterprise/Private Markets, Credit and Risk Management, Distribution and Multi-asset, Thematic and Factor Indices - and support with disciplined organic, inorganic and partnership strategies; and

- Demonstrating active leadership in ESG disclosure through advocacy, best-in-class SPGI disclosure and meaningful progress against our stated environmental sustainability targets.

*•*Accelerating Sustainable1's growth and market position with a specific focus on Energy transition, Climate and on improving market share in ESG Data/Scores and ESG Indices;

- Continuing to grow and defend the core and delivering our key initiatives, while leveraging the combined company's extended capabilities; delivering our products across multiple channels, e.g., feeds and Application Programming Interfaces, aligned to our customer's needs;

- Responding to evolving customer needs and driving innovation leveraging our data, technology, and deep industry expertise by developing a digital ecosystem strategy with collaboration across customers, vendors and technology partners;

- Differentiating through innovative solutions including data science, Artificial Intelligence, Machine Learning and next generation tools to unlock the power of our data and insights; and

- Growing S&P Global's brand through an integrated marketing and communications strategy while protecting our reputation.

- Delivering on the key integration projects that help transform the company and delivering on merger commitments;

- Enhancing the tools and processes our people use to better service our customers, expand intelligence and analytics capabilities, support data-driven decisions and improve end-user productivity;

- Reimagining and implementing the future hybrid office model by standardizing our technology to reshape where we work, how we work and how we serve;

- Advancing our technical capabilities, data transformation and building the next generation of products and services using the combined entity's data, technology & expertise; and

*•*Maintaining our commitment to risk management, control and compliance and strengthening engagement and partnership across the company.

*•*Rolling out and embedding our new purpose and values to unify and combine S&P Global;

- Attracting and retaining our people through recognition programs, learning opportunities and fair compensation.

N/M- Represents a change equal to or in excess of 100% or not meaningful

| Non-subscription / transaction revenue | | | 2,322 | | | | | | 2,031 | | | | | | 1,625 | | | | | | 14% | | | | | | 25% | | |

| Non-transaction revenue | | | 1,698 | | | | | | 1,500 | | | | | | 1,408 | | | | | | 13% | | | | | | 7% | | |

*2021*

Non-transaction revenue increased primarily due to an increase in surveillance, entity credit ratings, an increase in revenue at our CRISIL subsidiary and higher RES revenue at Ratings.

| (in millions) | | | 2021 | | | | | | | | | | | | 2020 | | | | | | | | | | | | % Change | | | | | | | | |

| Ratings 1 | | | $ | 995 | | | | | $ | 433 | | | | | $ | 950 | | | | | $ | 393 | | | | | 5% | | | | | | 10% | | |

| Market Intelligence 2 | | | 922 | | | | | | 534 | | | | | | 905 | | | | | | 523 | | | | | | 2% | | | | | | 2% | | |

| Platts 3 | | | 214 | | | | | | 207 | | | | | | 196 | | | | | | 207 | | | | | | 9% | | | | | | —% | | |

| Indices 4 | | | 173 | | | | | | 168 | | | | | | 146 | | | | | | 168 | | | | | | 18% | | | | | | —% | | |

| Intersegment eliminations 5 | | | (146) | | | | | | — | | | | | | (137) | | | | | | — | | | | | | (6)% | | | | | | N/M | | |

| Total segments | | | 2,158 | | | | | | 1,342 | | | | | | 2,060 | | | | | | 1,291 | | | | | | 5% | | | | | | 4% | | |

*Major Portfolio Changes*

The following significant changes were made to our portfolio during the three years ended December 31, 2020:

- In January of 2020, we completed the acquisition of the ESG Ratings Business from RobecoSAM, which includes the widely followed SAM* Corporate Sustainability Assessment, an annual evaluation of companies' sustainability practices.

- In April of 2018, we acquired Kensho Technologies Inc. ("Kensho") for approximately $550 million, net of cash acquired, in a mix of cash and stock.

Kensho is a leading-edge provider of next-generation analytics, artificial intelligence, machine learning, and data visualization systems to Wall Street's premier global banks and investment institutions, as well as the National Security community.

Beginning in the first quarter of 2019, the contract obligations for revenue from Kensho's major customers were transferred to Market Intelligence for fulfillment.

As a result of this transfer, from January 1, 2019 revenue from contracts with Kensho’s customers is reflected in Market Intelligence’s results.

In 2018, the revenue from contracts with Kensho’s customers was reported in Corporate revenue.

2018 includes legal settlement expenses of $74 million, Kensho retention related expense of $31 million, restructuring charges related to a business disposition and employee severance charges of $25 million and lease impairments of $11 million.

*2019*

The increase was driven by revenue growth at all of our reportable segments.

Revenue growth at Indices was also favorably impacted by the buyout of the balance of intellectual property rights in a family of indices from one of our co-marketing and index development partners in the fourth quarter of 2018, retrospective fees for previously unlicensed and unreported index usage and benefits related to recent contract renegotiation.

Excluding the impact of higher legal settlement expenses in 2018 of 3 percentage points, a gain on our dispositions of 2 percentage points and higher Kensho retention related expense in 2018 of 1 percentage point, operating profit increased 10%.

The increase was primarily due to revenue growth at all of our reportable segments, lower professional fees and decreased expenses at Corporate Unallocated driven by a $20 million reduction in contributions made to the S&P Global Foundation in 2018.

*•*Meeting or exceeding revenue growth and EBITA margin targets with particular focus on accelerating growth in the greater Asia Pacific region;

- Funding organic opportunities and pursuing disciplined acquisitions, investments and partnerships to support our key growth areas;

- Taking a lead role in the market regarding ESG disclosures and achieving our stated environmental sustainability targets; and

- Executing against Integration Management Office ("IMO") and regulatory milestones; building trust and team cohesion with INFO colleagues; laying groundwork to set proforma organization up for successful realization of our synergy and strategic goals.

*•*Continuing to deliver our key initiatives to the market and building them through a customer-first lens;

- Prioritizing customer preferences, while enhancing and adjusting the delivery of our products across multiple channels such as feeds and APIs; and delivering on S&P Global Platform initiatives;

- Incorporating a customer perspective in all divisions and functions, including the reimagining of our customer's work environments and how best to serve them; pursuing partnerships to meet customers where they are; and

- Nurturing and protecting the core franchise, while growing brand equity with the appropriate investments.

- Improving end-user productivity and experience by providing our employees with the tools and processes to better serve our customers;

- Reimagining our work environment by continuing to standardize our technology and encouraging employee participation in the reshaping of where we work, how we work and how we serve;

- Advancing our risk culture by maturing risk management & compliance processes and our cyber security posture; and

*•*Utilizing our innovation teams and latest technology to maintain our commitment to advancing our shared data processes and technical capabilities.

*•*Continuing to foster a people first environment, while maintaining existing levels of engagement;

N/M- not meaningful

Non-transaction revenue decreased 1% primarily due to the unfavorable impact from foreign exchange rates.

Additionally, asset-linked fees was favorably impacted by the buyout of the balance of intellectual property rights in a family of indices from one of our co-marketing and index development partners in the fourth quarter of 2018, retrospective fees for previously unlicensed and unreported index usage and benefits related to recent contract renegotiations.

In the first quarter of 2020, we changed our allocation methodology for allocating our centrally managed technology-related expenses to our reportable segments to more accurately reflect each segment's respective usage.

Prior-year amounts have been reclassified to conform with current presentation.

| Indices 4 | | | 149 | | | | | | 166 | | | | | | 138 | | | | | | 139 | | | | | | 8% | | | | | | 18% | | |

N/M - not meaningful

| (in millions) | | | 2019 | | | | | | | | | | | | 2018 | | | | | | | | | | | | % Change | | | | | | | | |

| Ratings 1 | | | $ | 897 | | | | | $ | 392 | | | | | $ | 844 | | | | | $ | 453 | | | | | 6% | | | | | | (14)% | | |

| Market Intelligence 2 | | | 836 | | | | | | 480 | | | | | | 754 | | | | | | 480 | | | | | | 11% | | | | | | —% | | |

| Platts 3 | | | 197 | | | | | | 196 | | | | | | 212 | | | | | | 177 | | | | | | (7)% | | | | | | 11% | | |

| Indices | | | 138 | | | | | | 139 | | | | | | 129 | | | | | | 130 | | | | | | 7% | | | | | | 7% | | |

| Intersegment eliminations 4 | | | (128) | | | | | | — | | | | | | (125) | | | | | | — | | | | | | (2)% | | | | | | N/M | | |

Our exposure to market risk includes changes in foreign exchange [added: rates and interest] rates.

We have operations in [removed: various] foreign countries where the functional currency is primarily the local currency.

[removed: During the years ended] [added: As of] December 31, [removed: 2020, 2019] [added: 2021] and [removed: 2018,] [added: December 31, 2020,] we [added: have] entered into foreign exchange forward contracts to [added: mitigate or] hedge the effect of adverse fluctuations in foreign [added: exchange rates and cross] currency [added: swap contracts to hedge a portion of our net investment in a foreign subsidiary against volatility in foreign] exchange rates.

We [removed: have] [added: do] not [removed: entered] [added: enter] into any derivative financial instruments for speculative purposes.

During the twelve months ended December 31, 2021, we entered into a series of interest rate swaps to mitigate or hedge the adverse fluctuations in interest rates on our future debt refinancing.

These contracts are recorded at fair value that is based on foreign currency exchange rates and interest rates in active markets; therefore, we classify these derivative contracts within Level 2 of the fair value hierarchy.

During the years ended December 31, 2020, 2019 and 2018, we entered into foreign exchange forward contracts in order to mitigate the change in fair value of specific assets and liabilities in the consolidated balance sheet.

These forward contracts are not designated as hedges and do not qualify for hedge accounting.

For the years ended December 31, 2020 and 2019, we entered into cross-currency swap contracts to hedge a portion of our net investment in a foreign subsidiary against volatility in foreign exchange rates.

The capital markets include asset managers, investment banks, commercial banks, insurance companies, exchanges, trading firms and issuers; and the commodity markets include producers, traders and intermediaries within energy, [removed: metals, petrochemicals] [added: petrochemicals, metals] and agriculture.

For a discussion on the competitive conditions [removed: in] [added: and regulatory environment associated with] our businesses, see “MD&A – Segment Review” contained in Item 7, *Management’s Discussion and Analysis of Financial Condition and Results of Operations*, in this Annual Report on Form 10-K.

As of December 31, [removed: 2020,] [added: 2021,] IHS Markit had approximately [removed: 396.6] [added: 399.1] million shares outstanding.

Subject to certain closing conditions, the merger is expected to be completed in the [removed: second half] [added: first quarter] of [removed: 2021.][added: 2022.]

Our credit ratings can also relate to the credit quality of an individual debt issue, such as a corporate or municipal bond, and the relative likelihood that the [removed: debt] issue may default.

- ratings related to new issuance of corporate and government debt instruments, as well as structured finance debt instruments; [added: and]

- bank loan [removed: ratings; and][added: ratings.]

- Data Management Solutions *—* integrated bulk data feeds and application programming interfaces that can be customized, which includes Compustat, GICS, Point In Time [removed: Financials and CUSIP;] [added: Financials;] and

- Subscription revenue *—* primarily from subscriptions to our [removed: real-time news,] market data and [removed: price] [added: market insights (price] assessments, [added: market reports and commentary and analytics)] along with other information products;

The relative contribution of our reportable segments to operating revenue, operating profit, long-lived assets and geographic area for the three years ended December 31, [removed: 2020] [added: 2021] are included in Note 12 – *Segment and Geographic Information* to the consolidated financial statements under Item 8, *Consolidated Financial Statements and Supplementary Data*, in this Annual Report on Form 10-K.

As of December 31, [removed: 2020,] [added: 2021,] we had approximately [removed: 23,000] [added: 22,850] permanent employees located worldwide, including around [removed: 14,550] [added: 14,600] in Asia, [removed: 5,550] [added: 5,300] in the U.S., [removed: 2,100] [added: 2,150] in the European region, and 800 in the rest of the world.

[removed: ][added: ]

As a result, the Board of Directors and the Compensation and Leadership Development Committee oversee and regularly engage with our CEO, Chief [removed: People] [added: Purpose Officer, Chief Corporate Responsibility & Diversity] Officer and [added: other members of] senior leadership on a broad range of [removed: human capital management] [added: people] topics, [removed: including culture,] [added: including: culture and purpose;] talent [added: attraction] and [removed: performance management,] [added: development;] succession [removed: planning,] [added: planning;] compensation and [removed: benefits, diversity] [added: benefits; diversity, equity] and [removed: inclusion,] [added: inclusion ("DEI"); workplace health, safety] and [added: well-being; and] employee engagement and retention.

At the management level, our Chief [removed: People] [added: Purpose] Officer is responsible for leading the development and execution of the Company’s human capital management strategy, also referred to as our “People” strategy, working together with other senior leaders across the Company.

Among other things, this includes promoting an inclusive and performance-driven workplace [removed: culture;] [added: culture with equitable opportunity for all;] managing the Company’s initiatives to attract, [removed: recruit, develop] [added: develop, engage] and retain the high-quality talent needed to ensure S&P Global is equipped with the right skillsets and intellectual capital to deliver on current and future business needs; and overseeing the design of the Company’s compensation, benefits and [removed: wellness] [added: well-being] programs.

In connection with these responsibilities, the Chief [removed: People] [added: Purpose] Officer also partners with our Corporate Responsibility & [removed: Diversity] [added: Diversity, Equity & Inclusion] team on the development and execution of the Company’s [removed: diversity] [added: diversity, equity] and inclusion roadmap and works closely with the CEO on executive succession planning and development of the talent succession pipeline for the Company’s Operating Committee.

In [removed: 2020,] [added: 2021,] we focused on delivering on the following strategic People [removed: priorities:][added: priorities across the enterprise:]

- [removed: Promoting] [added: Encouraging] career mobility [removed: and] [added: through career coaching, while] attracting and retaining the best people; and

To achieve our strategic people objectives, we support our employees through human capital management strategies that include [removed: diversity] [added: diversity, equity] and inclusion [removed: initiatives,] [added: initiatives;] learning and development [removed: programs,] [added: programs;] competitive compensation and benefits [removed: programs,] [added: programs;] workplace [removed: health and] [added: health,] safety [removed: measures,] and [removed: mechanisms for] [added: well-being measures; and] talent [removed: retention, engagement] [added: attraction, retention] and [removed: management accountability.][added: engagement.]

[removed: *Diversity] [added: *Diversity, Equity] & [removed: Inclusion (D&I)*][added: Inclusion*]

In connection with our commitment to create a [removed: diverse] [added: diverse, equitable] and inclusive workplace, we have taken the following steps to foster an environment where our people can bring their whole selves to work:

- An executive [removed: D&I] [added: DEI] Council, co-chaired by our CEO and Chief [removed: People] [added: Purpose] Officer, directs and oversees our enterprise-wide [removed: diversity and inclusion] [added: DEI] strategy, advancing and ensuring coordination and accountability for [removed: diversity and inclusion] [added: DEI] programs across the organization.

- We [removed: also] measure progress on our [removed: diversity] [added: diversity, equity] and inclusion programs as part of our enterprise and division balanced scorecards, which are reviewed by the CEO quarterly and the Board at least biannually, and impact short-term incentive compensation.

- Leadership Development - We invest in developing leaders at all levels of our organization through targeted programs designed to foster leadership excellence in [removed: career] [added: new people] managers, develop emerging leaders and strengthen our executive talent bench, providing a robust internal succession pipeline for our Operating Committee.

Offering market competitive, people-centric and [removed: performance driven] [added: performance-driven] compensation and benefits is key to our recruitment, talent management and retention strategies.

As a result, management regularly assesses employee feedback, competitor research and market data to ensure our programs remain competitive and are designed with our people’s physical, financial, work-life, mental and emotional health and [removed: wellbeing in mind.]

Based on these insights, [added: each year] we [removed: have introduced] [added: continue to introduce] new and enhanced “people first” benefits [removed: in 2018 through 2020] to advance employees’ [removed: wellbeing] [added: well-being] at work and beyond in support of our “people first” philosophy.

*Workplace [removed: Health] [added: Health, Safety] and [removed: Safety*][added: Well-being*]

The [removed: health and] [added: health,] safety [added: and well-being] of our people working around the globe is a top priority, and our facilities worldwide follow rigorous, internally and externally audited, occupational health and safety policies.

[removed: In response to] [added: At] the [added: onset of the] COVID-19 pandemic, we established a [removed: crisis management] [added: steering] committee [removed: in January] to lead a coordinated workplace safety strategy and acted quickly implementing significant changes across the organization to protect our people and the communities in which we operate.

- [removed: Expanding] [added: 30 business days] global care leave [removed: to 10 business days] [added: while] caring for a sick or healthy family [removed: member;][added: member during COVID-19 and mandated work from home guidance;]

- [removed: Increasing minimum global sick leave to] 10 paid business days [added: minimum global sick leave] while being treated for COVID-19;

- [removed: Committing to provide unlimited paid leave following loss of a loved one, and] three months’ pay to family members following loss of an employee;

- [removed: Providing added flexibility] [added: flexible arrangements] for those working from home while caring for [removed: children/family; and][added: family;]

- [removed: Expanding] [added: expanded] telemedicine resources and [removed: access to] mental health [removed: services.][added: support services; and]

As a result, we strive to create a unified and inclusive workplace culture that promotes employee engagement, satisfaction and performance; and that reflects our common corporate purpose and [removed: values of Relevance, Integrity and Excellence.][added: values.]

We invite employee feedback through a variety of channels for open communication and engagement, including small group employee round-table discussions with our business leaders and members of our Board of Directors, our annual [removed: employee] VIBE [added: employee engagement] survey, as well as more frequent check-ins through employee “Pulse” surveys.

[removed: The Company's] [added: S&P Global's] investor [removed: kit includes] [added: relations website provides access to] Annual Reports on Form 10-K, Proxy Statements, Quarterly Reports on Form 10-Q, current reports on Form 8-K, [removed: the current] earnings [removed: release] [added: releases] and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act.

Please call the Commission at 1-800-SEC-0330 for further [removed: information on the public reference room.][added: assistance.]

*Merger Agreement*

On March 11, 2021, S&P Global and IHS Markit shareholders voted to approve the merger agreement.

- Continuing to foster a people first environment, while maintaining existing levels of engagement;

- Improving diverse representation through talent acquisition, advancement and retention, while continuing to raise awareness of racial education.

In 2021, we also designed a new and improved DEI governance model for the larger combined organization following the close of the merger with IHS Markit to align on strategy and prioritization; improve connectivity and create a defined and well-coordinated feedback loop between the Company’s Board of Directors, the executive DEI Council, Employee Resource Groups and People leaders; and enhance accountability.

Key Performance Indicators under our incentive scorecards for tracking and ensuring accountability for DEI progress include measuring the net change in the gender and racial/ethnic diversity of the S&P Global employee population and DEI specific sentiment through the annual VIBE employee engagement survey.

- To improve our pipeline of diverse talent, we have expanded our partnerships in diverse talent recruitment with select Historically Black Colleges and Universities, upgraded interview training to incorporate awareness of unconscious bias, and expanded career mentoring and leadership development opportunities for diverse colleagues.

We support our employees in pursuing their professional goals with growing investments in personalized development.

We provide a wide array of global training and learning programs to help employees expand their knowledge, skills and experience and guide career advancement, including:

well-being in mind.

In 2021, we launched new initiatives to increase transparency around pay decisions and empower colleagues to initiate pay conversations and to enhance well-being support for our people by providing extended parental leave, more flexible time-off arrangements and wellness days.

In early 2021, most of our employees remained working from home and our plans to introduce a new flexible return to office model and phased approach to office re-openings evolved in response to changing dynamics throughout the year.

Informed by guidance from our Chief Medical Officer and close partnership between Global Security and local site leaders to propose changes as needed, we continued to promote health, safety and well-being by providing updated guidance, expanded benefits and support services to help our people navigate remote work and the ongoing pandemic, including:

- unlimited paid compassion leave following loss of a loved one;

- townhalls and a dedicated microsite to provide ongoing guidance and support for homeworking logistics.

Beginning in the first quarter of 2019, the contract obligations for revenue from Kensho Technologies Inc.’s (“Kensho”) major customers were transferred to Market Intelligence for fulfillment.

As a result of this transfer, from January 1, 2019 revenue from contracts with Kensho’s customers is reflected in Market Intelligence’s results.

In 2018, the revenue from contracts with Kensho’s customers was reported in Corporate revenue.

See Note 2 – *Acquisitions and Divestitures* to the consolidated financial statements under Item 8, *Consolidated Financial Statements and Supplementary Data*, in this Annual Report on Form 10-K.

- corporate credit estimates, which are intended, based on an abbreviated analysis, to provide an indication of our opinion regarding creditworthiness of a company which does not currently have a Ratings credit rating.

- Creating an inclusive performance-driven culture that drives employee engagement and aligns with our purpose of accelerating progress in the world;

- Improving diversity in overall representation through talent acquisition, advancement and retention.

- In 2019, we merged our Corporate Responsibility and D&I teams, in recognition of the critical importance of diversity to our firm’s standing and future.

Our People team partners with Corporate Responsibility & Diversity to lead our global D&I efforts.

These efforts focus on hiring and retaining diverse talent, building an inclusive culture and enabling our people to advance their careers with us.

In 2020, we have increased the people and resources devoted to our D&I programs and initiatives.

We are committed to continuous learning and invest in development tools and programs at every level across our organization to help employees expand their knowledge, skills and experience and guide career advancement in support of our long-term strategy.

We also recognize that protecting the health, safety and wellbeing of our employees is crucial to our ability to ensure crises like the global COVID-19 pandemic are effectively managed.

As a result of these actions, a majority of our people were working from home by late March and continue to work remotely, as we evolve our preparedness strategy for office reopenings to integrate key learnings, safety measures and employee feedback to rethink the future of work.

In 2020, we also appointed our first Chief Medical Advisor to help inform decision-making on the Company’s pandemic response, hosted bi-weekly global town halls to keep our people informed about health, safety and remote working logistics, and introduced expanded health and wellness benefits to help our people cope with the health impacts of COVID-19, including:

- Committing to pay any employees who contract COVID-19;

Interested parties may also read and copy materials that the Company has filed with the SEC at the SEC's public reference room located at 100 F Street, NE, Washington, D.C. 20549 on official business days between the hours of 10AM and 3PM.

For the fiscal year ended December 31, [removed: 2020][added: 2021]

[removed: ][added: ]

Yes [removed: ☑ No] ☐ [added: No ☑]

The aggregate market value of voting stock held by non-affiliates of the Registrant as of the last business day of the second fiscal quarter ended June 30, [removed: 2020,] [added: 2021,] was [removed: $79.4] [added: $98.9] billion, based on the closing price of the common stock as reported on the New York Stock Exchange of [removed: $329.48] [added: $410.45] per common share.

The number of shares of common stock of the Registrant outstanding as of February [removed: 5, 2021] [added: 4, 2022] was [removed: 240.7] [added: 241.1] million shares.

Part III incorporates information by reference from the definitive proxy statement for the [removed: 2021] [added: 2022] annual meeting of shareholders.

| 1A. | | | [Risk [removed: Factors](#ibf9271d24cf24b0488e30dc99591f479_19)] [added: Factors](#ia7d01715e12145c281b398bf4c2c5942_19)] | | | [removed: [11](#ibf9271d24cf24b0488e30dc99591f479_19)] [added: [11](#ia7d01715e12145c281b398bf4c2c5942_19)] | | |

| 1B. | | | [Unresolved Staff [removed: Comments](#ibf9271d24cf24b0488e30dc99591f479_22)] [added: Comments](#ia7d01715e12145c281b398bf4c2c5942_22)] | | | [removed: [26](#ibf9271d24cf24b0488e30dc99591f479_22)] [added: [25](#ia7d01715e12145c281b398bf4c2c5942_22)] | | |

| 3 | | | [Legal [removed: Proceedings](#ibf9271d24cf24b0488e30dc99591f479_22)] [added: Proceedings](#ia7d01715e12145c281b398bf4c2c5942_22)] | | | [removed: [26](#ibf9271d24cf24b0488e30dc99591f479_22)] [added: [25](#ia7d01715e12145c281b398bf4c2c5942_22)] | | |

| 4 | | | [Mine Safety [removed: Disclosures](#ibf9271d24cf24b0488e30dc99591f479_22)] [added: Disclosures](#ia7d01715e12145c281b398bf4c2c5942_22)] | | | [removed: [26](#ibf9271d24cf24b0488e30dc99591f479_22)] [added: [25](#ia7d01715e12145c281b398bf4c2c5942_22)] | | |

| | | | Information about our Executive Officers | | | [removed: [27](#ibf9271d24cf24b0488e30dc99591f479_25)] [added: [26](#ia7d01715e12145c281b398bf4c2c5942_25)] | | |

| 5 | | | [Market for the Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#ibf9271d24cf24b0488e30dc99591f479_31)] [added: Securities](#ia7d01715e12145c281b398bf4c2c5942_31)] | | | [removed: [29](#ibf9271d24cf24b0488e30dc99591f479_31)] [added: [28](#ia7d01715e12145c281b398bf4c2c5942_31)] | | |

| 7 | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#ibf9271d24cf24b0488e30dc99591f479_37)] [added: Operations](#ia7d01715e12145c281b398bf4c2c5942_37)] | | | [removed: [33](#ibf9271d24cf24b0488e30dc99591f479_37)] [added: [31](#ia7d01715e12145c281b398bf4c2c5942_37)] | | |

| 7A. | | | [Quantitative and Qualitative Disclosures about Market [removed: Risk](#ibf9271d24cf24b0488e30dc99591f479_70)] [added: Risk](#ia7d01715e12145c281b398bf4c2c5942_70)] | | | [removed: [64](#ibf9271d24cf24b0488e30dc99591f479_70)] [added: [62](#ia7d01715e12145c281b398bf4c2c5942_70)] | | |

| 8. | | | [Consolidated Financial Statements and Supplementary [removed: Data](#ibf9271d24cf24b0488e30dc99591f479_73)] [added: Data](#ia7d01715e12145c281b398bf4c2c5942_73)] | | | [removed: [65](#ibf9271d24cf24b0488e30dc99591f479_73)] [added: [63](#ia7d01715e12145c281b398bf4c2c5942_73)] | | |

| 9. | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#ibf9271d24cf24b0488e30dc99591f479_169)] [added: Disclosure](#ia7d01715e12145c281b398bf4c2c5942_145)] | | | [removed: [113](#ibf9271d24cf24b0488e30dc99591f479_169)] [added: [110](#ia7d01715e12145c281b398bf4c2c5942_145)] | | |

| 9A. | | | [Controls and [removed: Procedures](#ibf9271d24cf24b0488e30dc99591f479_169)] [added: Procedures](#ia7d01715e12145c281b398bf4c2c5942_145)] | | | [removed: [113](#ibf9271d24cf24b0488e30dc99591f479_169)] [added: [110](#ia7d01715e12145c281b398bf4c2c5942_145)] | | |

| 10 | | | [Directors, Executive Officers and Corporate [removed: Governance](#ibf9271d24cf24b0488e30dc99591f479_172)] [added: Governance](#ia7d01715e12145c281b398bf4c2c5942_148)] | | | [removed: [115](#ibf9271d24cf24b0488e30dc99591f479_172)] [added: [112](#ia7d01715e12145c281b398bf4c2c5942_148)] | | |

| 12 | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#ibf9271d24cf24b0488e30dc99591f479_172)] [added: Matters](#ia7d01715e12145c281b398bf4c2c5942_148)] | | | [removed: [115](#ibf9271d24cf24b0488e30dc99591f479_172)] [added: [112](#ia7d01715e12145c281b398bf4c2c5942_148)] | | |

| 13 | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#ibf9271d24cf24b0488e30dc99591f479_172)] [added: Independence](#ia7d01715e12145c281b398bf4c2c5942_148)] | | | [removed: [115](#ibf9271d24cf24b0488e30dc99591f479_172)] [added: [112](#ia7d01715e12145c281b398bf4c2c5942_148)] | | |

| 14 | | | [Principal Accounting Fees and [removed: Services](#ibf9271d24cf24b0488e30dc99591f479_172)] [added: Services](#ia7d01715e12145c281b398bf4c2c5942_148)] | | | [removed: [115](#ibf9271d24cf24b0488e30dc99591f479_172)] [added: [112](#ia7d01715e12145c281b398bf4c2c5942_148)] | | |

| 15 | | | [Exhibits and Financial Statement [removed: Schedules](#ibf9271d24cf24b0488e30dc99591f479_178)] [added: Schedules](#ia7d01715e12145c281b398bf4c2c5942_154)] | | | [removed: [117](#ibf9271d24cf24b0488e30dc99591f479_178)] [added: [114](#ia7d01715e12145c281b398bf4c2c5942_154)] | | |

| | | | [Schedule II — Valuation and Qualifying [removed: Accounts](#ibf9271d24cf24b0488e30dc99591f479_181)] [added: Accounts](#ia7d01715e12145c281b398bf4c2c5942_157)] | | | [removed: [118](#ibf9271d24cf24b0488e30dc99591f479_181)] [added: [115](#ia7d01715e12145c281b398bf4c2c5942_157)] | | |

| | | | [Exhibit Index and [removed: Exhibits](#ibf9271d24cf24b0488e30dc99591f479_184)] [added: Exhibits](#ia7d01715e12145c281b398bf4c2c5942_160)] | | | [removed: [119](#ibf9271d24cf24b0488e30dc99591f479_184)] [added: [116](#ia7d01715e12145c281b398bf4c2c5942_160)] | | |

- worldwide economic, financial, political and regulatory conditions, and factors that contribute to uncertainty and volatility, natural and man-made disasters, civil unrest, pandemics (e.g., [removed: COVID-19),] [added: COVID-19 and its variants),] geopolitical uncertainty, and conditions that may result from legislative, regulatory, trade and policy changes;

- the satisfaction of the conditions precedent to consummation of the Merger, including the ability to secure regulatory approvals [added: and consummate related dispositions] on the terms [removed: expected, the Company’s shareholder approval and the IHS Markit shareholder approval] [added: expected] at all or in a timely manner;

- uncertainty relating to the impact of the [removed: Merger] [added: Merger, divestitures and liability management transactions] on the businesses of the Company and IHS Markit, including potential adverse reactions or changes to the market price of the Company’s common stock and IHS Markit shares resulting from the announcement or completion of the Merger and changes to existing business relationships [added: and increased cyber risks] during the pendency of the acquisition that could affect the Company’s and/or IHS Markit’s financial performance;

- the Company’s ability to successfully recover should it experience a disaster or other business continuity problem from a hurricane, flood, earthquake, terrorist attack, pandemic, security breach, cyber attack, [added: data breach,] power loss, telecommunications failure or other natural or man-made event, including the ability to function remotely during long-term disruptions such as the ongoing COVID-19 pandemic;

- the continuously evolving regulatory environment, in Europe, the United States and [removed: elsewhere,] [added: elsewhere around the globe,] affecting S&P Global Ratings, S&P Global Platts, S&P Dow Jones Indices, [removed: and] S&P Global Market [removed: Intelligence,] [added: Intelligence and the products those business divisions offer] including [added: our ESG products, and] the Company’s compliance therewith;

- our ability to attract, incentivize and retain key [removed: employees;][added: employees, especially in today’s competitive business environment;]

- the Company's ability to adjust to changes in European and United Kingdom markets [removed: as] [added: following] the United [removed: Kingdom leaves] [added: Kingdom's departure from] the European Union, and the impact of [removed: the United Kingdom’s] [added: such] departure on our credit rating activities and other offerings in the European Union and United Kingdom; and

| 1 | | | [Business](#ia7d01715e12145c281b398bf4c2c5942_16) | | | [6](#ia7d01715e12145c281b398bf4c2c5942_16) | | |

| 2 | | | [Properties](#ia7d01715e12145c281b398bf4c2c5942_22) | | | [25](#ia7d01715e12145c281b398bf4c2c5942_22) | | |

| 6 | | | [\[Reserved\]](#ia7d01715e12145c281b398bf4c2c5942_1601) | | | [30](#ia7d01715e12145c281b398bf4c2c5942_1601) | | |

| 9B. | | | [Other Information](#ia7d01715e12145c281b398bf4c2c5942_145) | | | [110](#ia7d01715e12145c281b398bf4c2c5942_145) | | |

| 9C. | | | [Disclosure](#ia7d01715e12145c281b398bf4c2c5942_145) [R](#ia7d01715e12145c281b398bf4c2c5942_145)[egarding](#ia7d01715e12145c281b398bf4c2c5942_145) [F](#ia7d01715e12145c281b398bf4c2c5942_145)[oreign](#ia7d01715e12145c281b398bf4c2c5942_145) [J](#ia7d01715e12145c281b398bf4c2c5942_145)[urisdictions that](#ia7d01715e12145c281b398bf4c2c5942_145) [P](#ia7d01715e12145c281b398bf4c2c5942_145)[revent](#ia7d01715e12145c281b398bf4c2c5942_145) [I](#ia7d01715e12145c281b398bf4c2c5942_145)[nspections](#ia7d01715e12145c281b398bf4c2c5942_145) | | | [110](#ia7d01715e12145c281b398bf4c2c5942_145) | | |

| 11 | | | [Executive Compensation](#ia7d01715e12145c281b398bf4c2c5942_148) | | | [112](#ia7d01715e12145c281b398bf4c2c5942_148) | | |

| 16 | | | [Form 10-K Summary](#ia7d01715e12145c281b398bf4c2c5942_163) | | | [122](#ia7d01715e12145c281b398bf4c2c5942_163) | | |

| [Signatures](#ia7d01715e12145c281b398bf4c2c5942_166) | | | | | | [122](#ia7d01715e12145c281b398bf4c2c5942_166) | | |

| 1 | | | [Business](#ibf9271d24cf24b0488e30dc99591f479_16) | | | [6](#ibf9271d24cf24b0488e30dc99591f479_16) | | |

| 2 | | | [Properties](#ibf9271d24cf24b0488e30dc99591f479_22) | | | [26](#ibf9271d24cf24b0488e30dc99591f479_22) | | |

| 6 | | | [Selected Financial Data](#ibf9271d24cf24b0488e30dc99591f479_34) | | | [32](#ibf9271d24cf24b0488e30dc99591f479_34) | | |

| 9B. | | | [Other Information](#ibf9271d24cf24b0488e30dc99591f479_169) | | | [113](#ibf9271d24cf24b0488e30dc99591f479_169) | | |

| 11 | | | [Executive Compensation](#ibf9271d24cf24b0488e30dc99591f479_172) | | | [115](#ibf9271d24cf24b0488e30dc99591f479_172) | | |

| 16 | | | [Form 10-K Summary](#ibf9271d24cf24b0488e30dc99591f479_187) | | | [125](#ibf9271d24cf24b0488e30dc99591f479_187) | | |

| [Signatures](#ibf9271d24cf24b0488e30dc99591f479_190) | | | | | | [125](#ibf9271d24cf24b0488e30dc99591f479_190) | | |

We lease office facilities at [removed: 99] [added: 95] locations; [removed: 28] [added: 25] are in the U.S. In addition, we own real property at [removed: 6] [added: 5] locations, of which 1 is in the U.S. Our properties consist primarily of office space used by each of our segments.

| Douglas L. Peterson | | | | | | [removed: 62] [added: 63] | | | | | | President and Chief Executive Officer | | |

| Ewout L. Steenbergen | | | | | | [removed: 51] [added: 52] | | | | | | Executive Vice President, Chief Financial Officer | | |

| John L. Berisford | | | | | | [removed: 57] [added: 58] | | | | | | President, S&P Global Ratings | | |

| Martina L. Cheung | | | | | | [removed: 45] [added: 46] | | | | | | President, S&P Global Market Intelligence | | |

| Saugata Saha | | | | | | [removed: 45] [added: 46] | | | | | | President, S&P Global Platts | | |

| Dan Draper | | | | | | [removed: 52] [added: 53] | | | | | | Chief Executive Officer, S&P Dow Jones Indices | | |

| S. Swamy Kocherlakota | | | | | | [removed: 54] [added: 55] | | | | | | Executive Vice President, Chief Information Officer | | |

| Steven J. Kemps | | | | | | [removed: 56] [added: 57] | | | | | | Executive Vice President, [removed: General Counsel] [added: Chief Legal Officer] | | |

| Nancy J. Luquette | | | | | | [removed: 55] [added: 56] | | | | | | Executive Vice President, Chief Risk [added: & Compliance] Officer | | |

| Dimitra Manis | | | | | | [removed: 55] [added: 56] | | | | | | Executive Vice President, Chief [removed: People] [added: Purpose] Officer | | |

[removed: Mr. Kemps, prior to becoming Executive Vice President, General Counsel at S&P Global in August 2016,] [added: He] served as Executive Vice President and General Counsel at Quanta Services, where he oversaw all legal affairs and advised the business on regulatory, ethical and compliance matters.

Ms. Luquette, prior to becoming Executive Vice President, Chief Risk [added: & Compliance] Officer on January 9, 2020, was Senior Vice President, Chief Risk & Audit Executive for S&P Global since June 2016, and prior to that was the Chief Audit Executive for the Company, in which capacity she led the S&P Global Internal Audit function and the Ratings Risk Review function for S&P Global Ratings.

Ms. Manis, prior to becoming Executive Vice President, Chief [added: Purpose Officer, served as Executive Vice President, Chief] People Officer [removed: on] [added: since] May 15, [removed: 2018,] [added: 2018 at S&P Global, and] was the Chief Human Resources Officer for Revlon Inc. Prior to joining Revlon, she served as Senior Vice President for Global Talent at Estée Lauder Companies.

She was also Head of S&P Global Sustainable1, and continues to support Sustainable1 as the S&P Global Operating Committee executive sponsor.

Mr. Kemps, prior to becoming Executive Vice President, Chief Legal Officer, served as Executive Vice President, General Counsel since August 2016 at S&P Global.

| Courtney C. Geduldig | | | | | | 45 | | | | | | Executive Vice President, Public Affairs | | |

Ms. Geduldig, prior to becoming Executive Vice President, Public Affairs on May 1, 2015, was Managing Director, Global Government and Public Policy since 2013, and Vice President of Global Regulatory Affairs at S&P Global Ratings.

Prior to that, she was Managing Director and Head of Federal Government Relations at the Financial Services Forum.

[removed: Previously, the Company's] [added: S&P Global Inc.'s] common stock [added: is] traded on the New York [removed: Stock] Exchange ("NYSE") under the ticker symbol [removed: "MHFI".][added: ("SPGI").]

The approximate number of record holders of our common stock as of February [removed: 5, 2021] [added: 4, 2022] was [removed: 2,812.][added: 2,820.]

The peer group consists of the following companies: Moody’s Corporation, CME Group Inc., MSCI Inc., FactSet Research Systems Inc., IHS Markit Ltd., Verisk Analytics, Inc. and Intercontinental Exchange, Inc. Returns assume $100 invested on December 31, [removed: 2015] [added: 2016] and total return includes reinvestment of dividends through December 31, [removed: 2020.][added: 2021.]

[removed: ][added: ]

Regular quarterly dividends per share of our common stock for [removed: 2020] [added: 2021] and [removed: 2019] [added: 2020] were as follows:

| $0.67 per quarter in 2020 | | | [removed: $] | [removed: 2.68] | | | | | [added: $] | [added: 2.68] | |

On January [removed: 27, 2021,] [added: 26, 2022,] the Board of Directors approved [removed: an increase in the] [added: a] quarterly common stock dividend [removed: from $0.67 per share to] [added: of] $0.77 per share.

During the fourth quarter of [removed: 2020,] [added: 2021,] we did not repurchase any shares under the 2020 Repurchase Program and, as of December 31, [removed: 2020,] [added: 2021,] 30 million shares remained under the 2020 Repurchase Program.

During the fourth quarter of [removed: 2020,] [added: 2021,] we did not repurchase any shares under our 2013 Repurchase Program.

As of December 31, [removed: 2020,] [added: 2021,] 0.8 million shares remained under the 2013 Repurchase Program.

The following table provides information on our purchases of our outstanding common stock during the fourth quarter of [removed: 2020] [added: 2021] pursuant to our 2013 and 2020 Repurchase Programs (column c).

| Total — Qtr | | | | | | [removed: 5,559] [added: 4,410] | | | | | | $ | [removed: 337.66] [added: 452.43] | | | | | — | | | | | | 30.8 | | million |

| | | | 2021 | | | | | | 2020 | | |

| $0.77 per quarter in 2021 | | | $ | 3.08 | | | | | | | |

Following the expected closing of the merger with IHS Markit, the Board of Directors will revisit the dividend policy of the combined Company.

| Oct. 1 - Oct. 31, 2021 | | | | | | 1,226 | | | | | | $ | 434.24 | | | | | — | | | | | | 30.8 | | million |

| Nov. 1 - Nov. 30, 2021 | | | | | | 2,151 | | | | | | 458.91 | | | | | | — | | | | | | 30.8 | | million |

| Dec. 1 - Dec. 31, 2021 | | | | | | 1,033 | | | | | | 460.54 | | | | | | — | | | | | | 30.8 | | million |

S&P Global Inc. began trading under its new ticker symbol "SPGI" on April 28, 2016.

| | | | 2020 | | | | | | 2019 | | |

| $0.57 per quarter in 2019 | | | | | | | | | $ | 2.28 | |

Table of Contents

| Oct. 1 - Oct. 31, 2020 | | | | | | 1,361 | | | | | | $ | 357.83 | | | | | — | | | | | | 30.8 | | million |

| Nov. 1 - Nov. 30, 2020 | | | | | | 1,893 | | | | | | 333.30 | | | | | | — | | | | | | 30.8 | | million |

| Dec. 1 - Dec. 31, 2020 | | | | | | 2,305 | | | | | | 329.24 | | | | | | — | | | | | | 30.8 | | million |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | Year Ended December 31, | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| (in millions, except per share data) | | | 2020 | | | | | | 2019 | | | | | | 2018 | | | | | | 2017 | | | | | | 2016 | | | | | |

| Income statement data: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Revenue | | | $ | 7,442 | | | | | $ | 6,699 | | | | | $ | 6,258 | | | | | $ | 6,063 | | | | | $ | 5,661 | | | | |

| Operating profit | | | 3,617 | | | | | | 3,226 | | | | | | 2,790 | | | | | | 2,583 | | | | | | 3,341 | | | | | |

| Income before taxes on income | | | 3,228 | | | 1 | | | 2,930 | | | 2 | | | 2,681 | | | 3 | | | 2,461 | | | 4 | | | 3,188 | | | 5 | | |

| Provision for taxes on income 6 | | | 694 | | | | | | 627 | | | | | | 560 | | | | | | 823 | | | | | | 960 | | | | | |

| Net income attributable to S&P Global Inc. | | | 2,339 | | | | | | 2,123 | | | | | | 1,958 | | | | | | 1,496 | | | | | | 2,106 | | | | | |

| Earnings per share attributable to the S&P Global Inc. common shareholders: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Basic | | | 9.71 | | | | | | 8.65 | | | | | | 7.80 | | | | | | 5.84 | | | | | | 8.02 | | | | | |

| Diluted | | | 9.66 | | | | | | 8.60 | | | | | | 7.73 | | | | | | 5.78 | | | | | | 7.94 | | | | | |

| Dividends per share | | | 2.68 | | | | | | 2.28 | | | | | | 2.00 | | | | | | 1.64 | | | | | | 1.44 | | | | | |

| Operating statistics: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Return on average equity 7 | | | 457.8 | | % | | | | 377.5 | | % | | | | 292.6 | | % | | | | 222.3 | | % | | | | 472.0 | | % | | | |

| Income before taxes on income as a percent of revenue from operations | | | 43.4 | | % | | | | 43.7 | | % | | | | 42.8 | | % | | | | 40.6 | | % | | | | 56.3 | | % | | | |

| Net income from operations as a percent of revenue from operations | | | 34.0 | | % | | | | 34.4 | | % | | | | 33.9 | | % | | | | 27.0 | | % | | | | 39.4 | | % | | | |

| Balance sheet data (as of period end): | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Working capital 8 | | | $ | 2,401 | | | | | $ | 1,619 | | | | | $ | 957 | | | | | $ | 1,110 | | | | | $ | 1,060 | | | | |

| Total assets | | | 12,537 | | | | | | 11,348 | | | | | | 9,441 | | | | | | 9,425 | | | | | | 8,669 | | | | | |

| Total debt 9 | | | 4,110 | | | | | | 3,948 | | | | | | 3,662 | | | | | | 3,569 | | | | | | 3,564 | | | | | |

| Redeemable noncontrolling interest | | | 2,781 | | | | | | 2,268 | | | | | | 1,620 | | | | | | 1,352 | | | | | | 1,080 | | | | | |

| Equity | | | 571 | | | | | | 536 | | | | | | 684 | | | | | | 766 | | | | | | 701 | | | | | |

| Number of employees | | | 23,000 | | | | | | 22,500 | | | | | | 21,200 | | | | | | 20,400 | | | | | | 20,000 | | | | | |

1Includes impact of the following items: loss on the extinguishment of debt of $279 million, lease impairments of $120 million, employee severance charges of $66 million, IHS Markit merger costs of $24 million, a $16 million gain on dispositions, a technology-related impairment charge of $12 million, lease-related costs of $11 million, Kensho retention related expense of $11 million, a pension related charge of $3 million and amortization of intangibles from acquisitions of $123 million.

2Includes the impact of the following items: a pension related charge of $113 million, costs associated with early repayment of our Senior Notes of $56 million, a $49 million gain on dispositions, employee severance charges of $25 million, Kensho retention related expense of $21 million, lease impairments of $11 million, acquisition-related costs of $4 million and amortization of intangibles from acquisitions of $122 million.

3Includes the impact of the following items: legal settlement expenses of $74 million, Kensho retention related expense of $31 million, restructuring charges related to a business disposition and employee severance charges of $25 million, lease impairments of $11 million, a pension related charge of $5 million and amortization of intangibles from acquisitions of $122 million.

4Includes the impact of the following items: legal settlement expenses of $55 million, employee severance charges of $44 million, a charge to exit leased facilities of $25 million, non-cash acquisition and disposition-related adjustments of $15 million, a pension related charge of $8 million, an asset write-off of $2 million and amortization of intangibles from acquisitions of $98 million.

5Includes the impact of the following items: a $1.1 billion gain from our dispositions, a benefit related to net legal settlement insurance recoveries of $10 million, disposition-related costs of $48 million, a technology-related impairment charge of $24 million, employee severance charges of $6 million, a $3 million disposition-related reserve release, an acquisition-related cost of $1 million and amortization of intangibles from acquisitions of $96 million.

6Includes $4 million of tax benefit related to prior year divestitures in 2020 and $149 million of tax expense due to U.S. tax reform, primarily associated with the deemed repatriation of foreign earnings, which was partially offset by a $21 million tax benefit related to prior year divestitures in 2017.

7Includes the impact of the $16 million gain on dispositions in 2020, the $49 million gain on dispositions in 2019 and the $1.1 billion gain on dispositions in 2016.

8Working capital is calculated as current assets less current liabilities.

9Includes short-term debt of $399 million as of December 31, 2017.

| [Reports of Independent Registered Public Accounting [removed: Firm](#ibf9271d24cf24b0488e30dc99591f479_76)] [added: Firm](#ia7d01715e12145c281b398bf4c2c5942_76) (PCAOB ID: 42)] | | | [removed: [66](#ibf9271d24cf24b0488e30dc99591f479_76)] [added: [64](#ia7d01715e12145c281b398bf4c2c5942_76)] | | |

| [Consolidated Statements of [removed: Income](#ibf9271d24cf24b0488e30dc99591f479_79)] [added: Income](#ia7d01715e12145c281b398bf4c2c5942_79)] | | | [removed: [69](#ibf9271d24cf24b0488e30dc99591f479_79)] [added: [67](#ia7d01715e12145c281b398bf4c2c5942_79)] | | |

| [Consolidated Statements of Comprehensive [removed: Income](#ibf9271d24cf24b0488e30dc99591f479_82)] [added: Income](#ia7d01715e12145c281b398bf4c2c5942_82)] | | | [removed: [70](#ibf9271d24cf24b0488e30dc99591f479_82)] [added: [68](#ia7d01715e12145c281b398bf4c2c5942_82)] | | |

| [Consolidated Balance [removed: Sheets](#ibf9271d24cf24b0488e30dc99591f479_85)] [added: Sheets](#ia7d01715e12145c281b398bf4c2c5942_85)] | | | [removed: [71](#ibf9271d24cf24b0488e30dc99591f479_85)] [added: [69](#ia7d01715e12145c281b398bf4c2c5942_85)] | | |

| [Consolidated Statements of Cash [removed: Flows](#ibf9271d24cf24b0488e30dc99591f479_91)] [added: Flows](#ia7d01715e12145c281b398bf4c2c5942_88)] | | | [removed: [72](#ibf9271d24cf24b0488e30dc99591f479_91)] [added: [70](#ia7d01715e12145c281b398bf4c2c5942_88)] | | |

| [Consolidated Statements of [removed: Equity](#ibf9271d24cf24b0488e30dc99591f479_94)] [added: Equity](#ia7d01715e12145c281b398bf4c2c5942_91)] | | | [removed: [73](#ibf9271d24cf24b0488e30dc99591f479_94)] [added: [71](#ia7d01715e12145c281b398bf4c2c5942_91)] | | |

| [Notes to the Consolidated Financial [removed: Statements](#ibf9271d24cf24b0488e30dc99591f479_100)] [added: Statements](#ia7d01715e12145c281b398bf4c2c5942_94)] | | | [removed: [74](#ibf9271d24cf24b0488e30dc99591f479_100)] [added: [72](#ia7d01715e12145c281b398bf4c2c5942_94)] | | |

| [1 Accounting [removed: Policies](#ibf9271d24cf24b0488e30dc99591f479_103)] [added: Policies](#ia7d01715e12145c281b398bf4c2c5942_97)] | | | [removed: [74](#ibf9271d24cf24b0488e30dc99591f479_103)] [added: [72](#ia7d01715e12145c281b398bf4c2c5942_97)] | | |

| 2 [Acquisitions and [removed: Divestitures](#ibf9271d24cf24b0488e30dc99591f479_109)] [added: Divestitures](#ia7d01715e12145c281b398bf4c2c5942_103)] | | | [removed: [82](#ibf9271d24cf24b0488e30dc99591f479_109)] [added: [79](#ia7d01715e12145c281b398bf4c2c5942_103)] | | |

| 3 [Goodwill and Other Intangible [removed: Assets](#ibf9271d24cf24b0488e30dc99591f479_112)] [added: Assets](#ia7d01715e12145c281b398bf4c2c5942_106)] | | | [removed: [85](#ibf9271d24cf24b0488e30dc99591f479_112)] [added: [82](#ia7d01715e12145c281b398bf4c2c5942_106)] | | |

| [removed: 4 [Taxes on Income](#ibf9271d24cf24b0488e30dc99591f479_118)] [added: Deferred income taxes] | | | [removed: [86](#ibf9271d24cf24b0488e30dc99591f479_118)] [added: 13] | | | [added: | | | (31) | | | | | | 46 | | |]

| [removed: 8 [Stock-Based Compensation](#ibf9271d24cf24b0488e30dc99591f479_136)] [added: Stock-based compensation] | | | [removed: [98](#ibf9271d24cf24b0488e30dc99591f479_136)] [added: 122] | | | [added: | | | 90 | | | | | | 78 | | |]

| [12 Segment and Geographic [removed: Information](#ibf9271d24cf24b0488e30dc99591f479_154)] [added: Information](#ia7d01715e12145c281b398bf4c2c5942_133)] | | | [removed: [105](#ibf9271d24cf24b0488e30dc99591f479_154)] [added: [103](#ia7d01715e12145c281b398bf4c2c5942_133)] | | |

We have audited the accompanying consolidated balance sheets of S&P Global Inc. (the Company) as of December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] the related consolidated statements of income, comprehensive income, equity and cash flows for each of the three years in the period ended December 31, [removed: 2020,] [added: 2021,] and the related notes and financial statement schedule listed in Item 15(a)(2) (collectively referred to as the “consolidated financial statements”).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2020,] [added: 2021,] in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, [removed: 2020,] [added: 2021,] based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated February [removed: 9, 2021] [added: 8, 2022] expressed an unqualified opinion thereon.

| *Description of the Matter* | | | | | | As described in Notes 1 and 9 to the financial statements, the Company has an agreement with the minority partners of its S&P Dow Jones Indices LLC joint venture that contains redemption features outside of the control of the Company. This arrangement is reported as a redeemable noncontrolling interest at fair value of [removed: $2,781] [added: $3,429] million at December 31, [removed: 2020.] [added: 2021.] The Company adjusts the redeemable noncontrolling interest each reporting period to its estimated redemption value, but never less than its initial fair value, using both income and market valuation approaches. Auditing the Company's valuation of its redeemable noncontrolling interest was complex due to the estimation uncertainty in determining the fair value. The estimation uncertainty was primarily due to the sensitivity of the fair value to underlying assumptions about the future performance of the business. The more significant judgmental assumptions used to estimate the value of the S&P Dow Jones Indices LLC joint venture include an estimated discount rate, a range of assumptions that form the basis of the expected future net cash flows (e.g., revenue growth rates and operating margins), a company specific beta and earnings and transaction multiples for comparable companies and similar acquisitions, respectively. These significant judgmental assumptions that incorporate market data are forward-looking and could be affected by future economic and market conditions. | | |

[removed: February 9,] 2021

We have audited S&P Global Inc.’s internal control over financial reporting as of December 31, [removed: 2020,] [added: 2021,] based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 [removed: framework)] [added: framework),] (the COSO criteria).

In our opinion, S&P Global Inc. (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2020,] [added: 2021,] based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of [removed: S&P Global Inc.] [added: the Company] as of December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] the related consolidated statements of income, comprehensive income, equity and cash flows for each of the three years in the period ended December 31, [removed: 2020,] [added: 2021,] and the related notes and financial statement schedule listed in Item 15(a)(2) and our report dated February [removed: 9, 2021] [added: 8, 2022] expressed an unqualified opinion thereon.

| | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2018] [added: 2019] | | |

| Revenue | | | $ | [removed: 7,442] [added: 8,297] | | | | | $ | [removed: 6,699] [added: 7,442] | | | | | $ | [removed: 6,258] [added: 6,699] | |

| Operating-related expenses | | | [removed: 2,092] [added: 2,195] | | | | | | [removed: 1,976] [added: 2,094] | | | | | | [removed: 1,838] [added: 1,976] | | |

| Selling and general expenses | | | [removed: 1,543] [added: 1,714] | | | | | | [removed: 1,342] [added: 1,541] | | | | | | [removed: 1,424] [added: 1,342] | | |

| Depreciation | | | [removed: 83] [added: 82] | | | | | | [removed: 82] [added: 83] | | | | | | [removed: 84] [added: 82] | | |

| Amortization of intangibles | | | [removed: 123] [added: 96] | | | | | | [removed: 122] [added: 123] | | | | | | 122 | | |

| Total expenses | | | [removed: 3,841] [added: 4,087] | | | | | | [removed: 3,522] [added: 3,841] | | | | | | [removed: 3,468] [added: 3,522] | | |

| Gain on dispositions | | | [removed: (16)] [added: (11)] | | | | | | [removed: (49)] [added: (16)] | | | | | | [removed: —] [added: (49)] | | |

| Operating profit | | | [removed: 3,617] [added: 4,221] | | | | | | [removed: 3,226] [added: 3,617] | | | | | | [removed: 2,790] [added: 3,226] | | |

| Other (income) expense, net | | | [removed: (31)] [added: (62)] | | | | | | [removed: 98] [added: (31)] | | | | | | [removed: (25)] [added: 98] | | |

| Interest expense, net | | | [removed: 141] [added: 119] | | | | | | 141 | | | | | | [removed: 134] [added: 141] | | |

| Loss on extinguishment of debt | | | [removed: 279] [added: —] | | | | | | [removed: 57] [added: 279] | | | | | | [removed: —] [added: 57] | | |

| Income before taxes on income | | | [removed: 3,228] [added: 4,164] | | | | | | [removed: 2,930] [added: 3,228] | | | | | | [removed: 2,681] [added: 2,930] | | |

| Provision for taxes on income | | | [removed: 694] [added: 901] | | | | | | [removed: 627] [added: 694] | | | | | | [removed: 560] [added: 627] | | |

| Net income | | | [removed: 2,534] [added: 3,263] | | | | | | [removed: 2,303] [added: 2,534] | | | | | | [removed: 2,121] [added: 2,303] | | |

| Less: net income attributable to noncontrolling interests | | | [removed: (195)] [added: (239)] | | | | | | [removed: (180)] [added: (195)] | | | | | | [removed: (163)] [added: (180)] | | |

| Net income attributable to S&P Global Inc. | | | $ | [removed: 2,339] [added: 3,024] | | | | | $ | [removed: 2,123] [added: 2,339] | | | | | $ | [removed: 1,958] [added: 2,123] | |

| Basic | | | $ | [removed: 9.71] [added: 12.56] | | | | | $ | [removed: 8.65] [added: 9.71] | | | | | $ | [removed: 7.80] [added: 8.65] | |

| Diluted | | | $ | [removed: 9.66] [added: 12.51] | | | | | $ | [removed: 8.60] [added: 9.66] | | | | | $ | [removed: 7.73] [added: 8.60] | |

| 5 [Debt](#ia7d01715e12145c281b398bf4c2c5942_112) | | | [87](#ia7d01715e12145c281b398bf4c2c5942_112) | | |

| [6 Derivative Instruments](#ia7d01715e12145c281b398bf4c2c5942_115) | | | [88](#ia7d01715e12145c281b398bf4c2c5942_115) | | |

| 7 [Employee Benefits](#ia7d01715e12145c281b398bf4c2c5942_118) | | | [91](#ia7d01715e12145c281b398bf4c2c5942_118) | | |

| [9 Equity](#ia7d01715e12145c281b398bf4c2c5942_124) | | | [99](#ia7d01715e12145c281b398bf4c2c5942_124) | | |

| 10 [Earnings per Share](#ia7d01715e12145c281b398bf4c2c5942_127) | | | [102](#ia7d01715e12145c281b398bf4c2c5942_127) | | |

| [11 Restructuring](#ia7d01715e12145c281b398bf4c2c5942_130) | | | [103](#ia7d01715e12145c281b398bf4c2c5942_130) | | |

| [13 Commitments and Contingencies](#ia7d01715e12145c281b398bf4c2c5942_136) | | | [107](#ia7d01715e12145c281b398bf4c2c5942_136) | | |

February 8, 2022

February 8, 2022

| | | | (13) | | | | | | (2) | | | | | | 18 | | |

| Unrealized (loss) gain on cash flow hedges | | | (282) | | | | | | 17 | | | | | | (2) | | |

| | | | (214) | | | | | | 12 | | | | | | (2) | | |

| Asset for pension benefits | | | 359 | | | | | | 297 | | |

| Liabilities held for sale | | | 149 | | | | | | — | | |

| Depreciation | | | 82 | | | | | | 83 | | | | | | 82 | | |

| Amortization of intangibles | | | 96 | | | | | | 123 | | | | | | 122 | | |

| Loss on extinguishment of debt | | | — | | | | | | 279 | | | | | | 57 | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Comprehensive income 1 | | | | | | | | | | | | | | | 3,024 | | | | | | (204) | | | | | | | | | | | | 2,820 | | | | | | 24 | | | | | | 2,844 | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Balance as of December 31, 2021 | | | $ | 294 | | | | | $ | 1,031 | | | | | $ | 15,017 | | | | | $ | (841) | | | | | $ | 13,469 | | | | | $ | 2,032 | | | | | $ | 75 | | | | | $ | 2,107 | |

Revenue Recognition

billion.

Restricted cash primarily consisted of cash required to be on deposit under contractual agreements in connection with certain acquisitions and dispositions.

2021 and 2020, respectively.

In addition, we analyze any difference between the sum of the fair values of the

settled prior to December 31, 2022.

In October of 2021, the Financial Accounting Standards Board ("FASB") issued guidance that amends the acquirer's accounting for contract assets and contract liabilities from contracts with customers in a business combination in accordance with Topic 606.

In March of 2020, the FASB issued accounting guidance to provide temporary optional expedients and exceptions to the current contract modifications and hedge accounting guidance in light of the expected market transition from London Interbank Offered Rate ("LIBOR") to alternative rates.

The new guidance provides optional expedients and exceptions to transactions affected by reference rate reform if certain criteria are met.

The transactions primarily include (1) contract modifications, (2) hedging relationships, and (3) sale or transfer of debt securities classified as held-to-maturity.

The amendments were effective immediately upon issuance of the update.

The Company may elect to adopt the amendments prospectively to transactions existing as of or entered into from the date of adoption through December 31, 2022.

The FASB further issued guidance in January of 2021, to clarify the scope of Topic 848.

The guidance clarifies how to account for the transition into and out of the equity method of accounting when considering observable transactions under the measurement alternative.

On March 11, 2021, S&P Global and IHS Markit shareholders voted to approve the merger agreement.

- In December of 2021, as part of our Sustainable1 investments, we completed the acquisition of The Climate Service, Inc. ("TCS"), which has developed a climate risk analytics platform assisting corporates, investors and governments with assessing physical climate risks.

| 5 [Debt](#ibf9271d24cf24b0488e30dc99591f479_121) | | | [89](#ibf9271d24cf24b0488e30dc99591f479_121) | | |

| [6 Derivative Instruments](#ibf9271d24cf24b0488e30dc99591f479_127) | | | [90](#ibf9271d24cf24b0488e30dc99591f479_127) | | |

| 7 [Employee Benefits](#ibf9271d24cf24b0488e30dc99591f479_130) | | | [92](#ibf9271d24cf24b0488e30dc99591f479_130) | | |

| [9 Equity](#ibf9271d24cf24b0488e30dc99591f479_142) | | | [101](#ibf9271d24cf24b0488e30dc99591f479_142) | | |

| 10 [Earnings per Share](#ibf9271d24cf24b0488e30dc99591f479_145) | | | [104](#ibf9271d24cf24b0488e30dc99591f479_145) | | |

| [11 Restructuring](#ibf9271d24cf24b0488e30dc99591f479_151) | | | [104](#ibf9271d24cf24b0488e30dc99591f479_151) | | |

| [13 Commitments and Contingencies](#ibf9271d24cf24b0488e30dc99591f479_160) | | | [109](#ibf9271d24cf24b0488e30dc99591f479_160) | | |

| [14 Quarterly Financial Information](#ibf9271d24cf24b0488e30dc99591f479_163) | | | [112](#ibf9271d24cf24b0488e30dc99591f479_163) | | |

Table of Contents

| | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | (2) | | | | | | 18 | | | | | | (100) | | |

| | | | 12 | | | | | | (2) | | | | | | 2 | | |

| Accrued legal settlements | | | — | | | | | | (1) | | | | | | (108) | | |

| Purchase of additional CRISIL shares | | | — | | | | | | — | | | | | | (25) | | |

| Balance as of December 31, 2017 | | | $ | 412 | | | | | $ | 525 | | | | | $ | 10,023 | | | | | $ | (649) | | | | | $ | 9,602 | | | | | $ | 709 | | | | | $ | 57 | | | | | $ | 766 | |

| Comprehensive income 1 | | | | | | | | | | | | | | | 1,958 | | | | | | (103) | | | | | | | | | | | | 1,855 | | | | | | 12 | | | | | | 1,867 | | |

| Share repurchases | | | | | | | | | (75) | | | | | | | | | | | | | | | | | | 1,585 | | | | | | (1,660) | | | | | | | | | | | | (1,660) | | |

| Retirement of common stock | | | (118) | | | | | | | | | | | | | | | | | | | | | | | | (118) | | | | | | — | | | | | | | | | | | | — | | |

| Increase in CRISIL ownership | | | | | | | | | (25) | | | | | | | | | | | | | | | | | | | | | | | | (25) | | | | | | 2 | | | | | | (23) | | |

| Stock consideration for Kensho | | | | | | | | | 352 | | | | | | | | | | | | | | | | | | | | | | | | 352 | | | | | | | | | | | | 352 | | |

2 Includes opening balance sheet adjustments related to the adoption of the new revenue recognition standard and the reclassification of the unrealized loss on investments from Accumulated other comprehensive loss to Retained income.

In the first quarter of 2020, we changed our allocation methodology for allocating our centrally managed technology-related expenses to our reportable segments to more accurately reflect each segment's respective usage.

Prior-year amounts have been reclassified to conform with current presentation.

In April of 2018, we acquired Kensho Technologies Inc. ("Kensho") for approximately $550 million, net of cash acquired, in a mix of cash and stock.

Beginning in the first quarter of 2019, the contract obligations for revenue from Kensho's major customers were transferred to Market Intelligence for fulfillment.

As a result of this transfer, from January 1, 2019, revenue from contracts with Kensho’s customers is reflected in Market Intelligence’s results.

In 2018, the revenue from contracts with Kensho’s customers was reported in Corporate revenue.

Adoption of ASC 842, “Leases”

On January 1, 2019, we adopted Financial Accounting Standards Board Accounting Standards Codification ("FASB ASC") 842 that requires a lessee to recognize "right of use" assets with offsetting lease liabilities on the balance sheet, with expenses recognized similar to previously issued guidance.

We adopted the new lease standard effective January 1, 2019 using the modified retrospective transition method.

Under this transition method, the standard was adopted prospectively without restating prior period's financial statements.

As part of the adoption, we elected the practical expedient to not separate lease and non-lease components.

See Note 13 *—* *Commitments and Contingencies* for further details on our leases.

Adoption of ASC 606, “Revenue from Contracts with Customers”

We adopted FASB ASC 606 "Revenue from Contracts with Customers" using the modified retrospective transition method applied to our revenue contracts with customers as of January 1, 2018.

Results for reporting periods beginning after January 1, 2018 are presented under ASC 606, while prior year amounts are not adjusted and continue to be reported in accordance with our historic accounting under ASC 605 "Revenue Recognition".

We recorded a net increase to opening retained earnings of $35 million as of January 1, 2018 due to the cumulative effect of adopting ASC 606, with the impact primarily related to our treatment of costs to obtain a contract and to a lesser extent, changes to the timing of the recognition of our subscription and non-transaction revenues.

Under ASC 605, revenue was recognized as it was earned and when services were rendered.

RatingsDirect®, RatingsXpress®, and Credit Analytics.

As of December 31, [removed: 2020,] [added: 2021,] an evaluation was performed under the supervision and with the participation of management, including the CEO and CFO, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the U.S. Securities Exchange Act of 1934).

Based on that evaluation, management, including the CEO and CFO, concluded that our disclosure controls and procedures were effective as of December 31, [removed: 2020.][added: 2021.]

3.Based on management’s evaluation under this framework, management has concluded that our internal controls over financial reporting were effective as of December 31, [removed: 2020.][added: 2021.]

4.Our independent registered public accounting firm, Ernst & Young LLP, has audited our consolidated financial statements for the year ended December 31, [removed: 2020,] [added: 2021,] and has issued their reports on the financial statements and the effectiveness of our internal control over financial reporting.

These reports are located on pages [removed: 66, 67] [added: 64, 65] and [removed: 68] [added: 66] of this Annual Report on Form 10-K.

Pursuant to Section 219 of the Iran Threat Reduction and Syria Human Rights Act of 2012, which amended the [added: Securities] Exchange [removed: Act,] [added: Act of 1934,] an issuer is required to disclose in its annual or quarterly reports, as applicable, whether, during the [removed: reporting period, it or any of]

[added: reporting period, it or any of] its affiliates knowingly engaged in certain activities, transactions or dealings relating to Iran or with individuals or entities designated pursuant to certain Executive Orders.

During [removed: 2020,] [added: 2021,] Platts, a division of the Company that provides energy-related information in over 150 countries, [removed: sold] [added: provided] information and informational materials, which are generally exempt from U.S. economic sanctions, to subscribers that are owned or controlled, or appear to be owned or controlled, by the Government of Iran or are otherwise subject to disclosure pursuant to Section 219 of the Iran Threat Reduction and Syria Human Rights Act of 2012.

Platts provided such subscribers access to proprietary data, analytics, and industry information that enable commodities markets to perform with greater transparency and [removed: efficiency, generating revenue that was a de minimis portion of both the division's and the Company’s revenue.][added: efficiency.]

During 2021, the Company recorded no revenue or net profit attributable to the transactions or dealings described below.

The amount recorded in connection with the foregoing reflects the uncertainty of collection.

Table of Contents

Revenue in 2020 attributable to the transactions or dealings by the Company described below was approximately $10,175 with net profit from such sales being a fraction of the revenues.

PART III

None.

Table of Contents

PART III

Information about our directors is contained under the caption “Board of Directors and Corporate Governance-Director Biographies” in our Proxy Statement for our [removed: 2021] [added: 2022] Annual Meeting of Shareholders to be filed with the SEC within 120 days of the fiscal year ended December 31, [removed: 2020] [added: 2021] (the [removed: “2021] [added: “2022] Proxy Statement”) and is incorporated herein by reference.

The information under the heading [removed: “Executive Officers of the Registrant”] [added: “Information about our Executive Officers”] in Part I of this Annual Report on Form 10-K is also incorporated herein by reference.

Information about the procedures by which security holders may recommend nominees to our Board of Directors can be found in our [removed: 2021] [added: 2022] Proxy Statement under the caption “Board of Directors and Corporate Governance-Committees of the Board of Directors-Nominating and Corporate Governance Committee” and is incorporated herein by reference.

Information concerning the composition of the Audit Committee and our Audit Committee financial experts is contained in our [removed: 2021] [added: 2022] Proxy Statement under the caption “Board of Directors and Corporate Governance-Committees of the Board of Directors-Audit Committee” and is incorporated herein by reference.

Promptly following the [removed: 2021] [added: 2022] annual meeting of shareholders, we intend to file with the NYSE the CEO certification regarding our compliance with the NYSE’s corporate governance listing standards as required by NYSE Rule 303A.12.

Last year, we filed this CEO certification with the NYSE on June [removed: 17, 2020.][added: 4, 2021.]

Information about director and executive officer compensation, Compensation Committee interlocks and the Compensation Committee Report is contained in our [removed: 2021] [added: 2022] Proxy Statement under the captions [removed: “2020] [added: “2021] Director Compensation,” “Board of

The following table details our equity compensation plans as of December 31, [removed: 2020:][added: 2021:]

2Included in this number are [removed: 508,152] [added: 499,749] shares reserved for issuance under the Director Deferred Stock Ownership Plan.

The remaining [removed: 19,668,501] [added: 19,454,736] shares are reserved for issuance under the 2019 Stock Incentive Plan (the “2019 Plan”) for Performance Stock, Restricted Stock, Other Stock-Based Awards, Stock Options and Stock Appreciation Rights.

Information on the number of shares our common stock beneficially owned by each director and named executive officer, by all directors and executive officers as a group and on each beneficial owner of more than 5% of our common stock is contained under the caption “Ownership of Company Stock” in our [removed: 2021] [added: 2022] Proxy Statement and is incorporated herein by reference.

| Equity compensation plans approved by security holders | | | 280,281 | | | 1 | | | $ | 67.14 | | | | | 19,954,485 | | | 2,3 | | |

| Equity compensation plans approved by security holders | | | 457,088 | | | 1 | | | $ | 60.46 | | | | | 20,176,653 | | | 2,3 | | |

Information with respect to certain relationships and related transactions and director independence is contained under the captions “Board of Directors and Corporate Governance-Transactions with Related Persons” in our [removed: 2021] [added: 2022] Proxy Statement and is incorporated herein by reference.

During the year ended December 31, [removed: 2020,] [added: 2021,] Ernst & Young LLP audited the consolidated financial statements of the Registrant and its subsidiaries.

Information on our Audit Committee’s pre-approval policy for audit services and information on our principal accountant fees and services is contained in our [removed: 2021] [added: 2022] Proxy Statement under the caption “Independent Registered Public Accounting Firm’s Fees and Services” and is incorporated herein by reference.

- Consolidated Statements of Income for the three years ended December 31, [removed: 2020][added: 2021]

- Consolidated Statements of Comprehensive Income for the three years ended December 31, [removed: 2020][added: 2021]

- Consolidated Balance Sheets as of December 31, [removed: 2020] [added: 2021] and [removed: 2019][added: 2020]

- Consolidated Statements of Cash Flows for the three years ended December 31, [removed: 2020][added: 2021]

- Consolidated Statements of Equity for the three years ended December 31, [removed: 2020][added: 2021]

| Year ended December 31, [removed: 2018] [added: 2021] | | | | | | | | | | | | | | | | | | | | | | | |

| Allowance for doubtful accounts | | | $ | [removed: 33] [added: 30] | | | | | $ | [removed: 21] [added: 14] | | | | | $ | [removed: (20)] [added: (18)] | | | | | $ | [removed: 34] [added: 26] | |

| (3.2) | | | [By-Laws of Registrant, as amended and restated [removed: on April 27, 2016](http://www.sec.gov/Archives/edgar/data/64040/000006404016000062/ex32-4272016x8xk.htm),] [added: on](http://www.sec.gov/ix?doc=/Archives/edgar/data/0000064040/000095010321015436/dp159254_8k.htm) [September 29, 2021](http://www.sec.gov/ix?doc=/Archives/edgar/data/0000064040/000095010321015436/dp159254_8k.htm),] incorporated by reference from the Registrant’s Form 8-K filed [removed: April 29, 2016.] [added: October 5, 2021.] | | |

| [removed: (10.4)*] [added: (10.5)*] | | | [Form of [added: 2020] Performance Share Unit Terms and [removed: Conditions](http://www.sec.gov/Archives/edgar/data/64040/000006404015000004/mhfi-ex103x20141231xq4.htm),] [added: Conditions](http://www.sec.gov/Archives/edgar/data/0000064040/000006404020000119/spgi-ex101x2020331x10xq.htm), as] incorporated by reference from the [removed: Registrant's] [added: Registrant’s] Form [removed: 10-K for the fiscal year ended December 31, 2014.] [added: 10-Q filed on April 28, 2020] | | |

| [removed: (10.5)*] [added: (10.6)*] | | | [Form of [added: 2021] Performance Share Unit Terms and [removed: Conditions](http://www.sec.gov/Archives/edgar/data/64040/000006404015000008/mhfi-ex101x2015331xq1.htm), as] [added: Conditions](http://www.sec.gov/Archives/edgar/data/0000064040/000006404021000121/spgi-ex101xq12021.htm),] incorporated by reference from the [removed: Registrant’s] [added: Registrant's] Form 10-Q filed on April [removed: 28, 2015.] [added: 29, 2021.] | | |

| [removed: (10.6)*] [added: (10.4)*] | | | [Form of [added: 2019] Performance Share Unit Terms and [removed: Conditions](http://www.sec.gov/Archives/edgar/data/64040/000006404016000059/mhfi-ex105x2016331xq1.htm),] [added: Conditio](http://www.sec.gov/Archives/edgar/data/0000064040/000006404019000132/spgi-ex101x2019331xq1.htm)[ns](http://www.sec.gov/Archives/edgar/data/0000064040/000006404019000132/spgi-ex101x2019331xq1.htm),] incorporated by reference from the Registrant's Form 10-Q filed on [removed: April 26, 2016.] [added: May 3, 2019.] | | |

| (10.7)* | | | [Form of [removed: Performance Share] [added: 2019 Restricted Stock] Unit [added: Award] Terms and [removed: Conditions](http://www.sec.gov/Archives/edgar/data/64040/000006404017000031/spgi-ex1012017331xq1.htm),] [added: Conditions](http://www.sec.gov/Archives/edgar/data/0000064040/000006404019000132/spgi-ex102x2019331xq1.htm),] incorporated by reference from the [removed: Registrant's] [added: Registrant’s] Form 10-Q filed on [removed: April 26, 2017.] [added: May 3, 2019] | | |

| (10.8)* | | | [Form of [removed: Performance Share] [added: 2020 Restricted Stock] Unit [added: Award] Terms and [removed: Conditions](http://www.sec.gov/Archives/edgar/data/64040/000006404018000125/spgi-ex101x2018331xq1.htm),] [added: Conditions](http://www.sec.gov/Archives/edgar/data/0000064040/000006404020000119/spgi-ex102x20200331x10.htm),] incorporated by reference from the Registrant's Form 10-Q filed on April [removed: 26, 2018.] [added: 28, 2020] | | |

| (10.9)* | | | [Form of [added: 2021] Restricted Stock Unit Award Terms and [removed: Conditions](http://www.sec.gov/Archives/edgar/data/64040/000006404015000008/mhfi-ex102x2015331xq1.htm), as] [added: Conditions](http://www.sec.gov/Archives/edgar/data/0000064040/000006404021000121/spgi-ex102xq12021.htm),] incorporated by reference from the [removed: Registrant’s] [added: Registrant's] Form 10-Q filed on April [removed: 28, 2015.] [added: 29, 2021] | | |

| (10.10)* | | | [Form of [added: Cliff Vested] Restricted Stock Unit Award Terms and [removed: Conditions](http://www.sec.gov/Archives/edgar/data/64040/000006404016000059/mhfi-ex106x2016331xq1.htm),] [added: Conditions](http://www.sec.gov/Archives/edgar/data/0000064040/000006404021000121/spgi-ex104xq12021.htm),] incorporated by reference from the Registrant's Form 10-Q filed on April [removed: 26, 2016.] [added: 29, 2021] | | |

| (10.20) | | | [Revolving Five-Year Credit Agreement, dated as of [removed: June 30, 2017,] [added: April 26, 2021,] among the Company, Standard & Poor's Financial Services LLC, the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent and Bank of America, N.A. as syndication [removed: agent](http://www.sec.gov/Archives/edgar/data/64040/000006404020000055/spgi-ex1020x20191231xq4.htm),] [added: agent](http://www.sec.gov/Archives/edgar/data/64040/000006404021000155/spgi-ex101creditagreement2.htm),] incorporated by reference from the Registrant’s Form [removed: 10-K for the fiscal year ended December 31, 2019.] [added: 10-Q filed July 29, 2021.] | | |

| (10.27)* | | | [Sixth Amendment to Registrant’s Employee Retirement Plan Supplement, effective generally as of January 1, [removed: 2020](https://www.sec.gov/Archives/edgar/data/64040/000006404021000063/ex10271231202010-k.htm).] [added: 202](http://www.sec.gov/Archives/edgar/data/64040/000006404021000063/ex10271231202010-k.htm)[1](http://www.sec.gov/Archives/edgar/data/64040/000006404021000063/ex10271231202010-k.htm), incorporated by reference from the Registrant’s Form 10-K for the fiscal year ended December 31, 2020.] | | |

| (10.35)* | | | [Seventh Amendment to Standard & Poor’s Employee Retirement Plan Supplement, effective generally as of January 1, [removed: 2021](https://www.sec.gov/Archives/edgar/data/64040/000006404021000063/ex10351231202010-k.htm).] [added: 2021](http://www.sec.gov/Archives/edgar/data/64040/000006404021000063/ex10351231202010-k.htm), incorporated by reference from the Registrant’s Form 10-K for the fiscal year ended December 31, 2020.] | | |

| [removed: (10.54)] [added: (10.12)*] | | | [removed: [S&P] [added: [Form of S&P] Dow Jones Indices [removed: 2014] [added: 2020] Long-Term Cash Incentive Compensation [removed: Plan dated April 1, 2014](http://www.sec.gov/Archives/edgar/data/64040/000006404017000015/spgi-ex1043x20161231.htm),] [added: Plan](http://www.sec.gov/Archives/edgar/data/0000064040/000006404020000119/spgi-ex103x20200331x10.htm),] incorporated by reference from the Registrant's Form [removed: 10-K for the fiscal year ended December 31, 2017.] [added: 10-Q filed on April 28, 2020] | | |

| [removed: (10.55)] [added: (10.13)*] | | | [removed: [S&P] [added: [Form of S&P] Dow Jones Indices [removed: 2014] [added: 2021] Long-Term Cash Incentive Compensation [removed: Plan dated April 11, 2017](http://www.sec.gov/Archives/edgar/data/64040/000006404017000031/spgi-ex105x2017331xq1.htm),] [added: Plan](http://www.sec.gov/Archives/edgar/data/0000064040/000006404021000121/spgi-ex103xq12021.htm),] incorporated by reference from the Registrant's Form 10-Q filed on April [removed: 26, 2017.] [added: 29, 2021] | | |

| [removed: (10.56)] [added: (10.11)*] | | | [removed: [S&P] [added: [Form of S&P] Dow Jones Indices [removed: 2014] [added: 2019] Long-Term Cash Incentive Compensation [removed: Plan dated April 5, 2018](http://www.sec.gov/Archives/edgar/data/64040/000006404018000125/spgi-ex104x2018331xq1.htm),] [added: Plan](http://www.sec.gov/Archives/edgar/data/0000064040/000006404019000132/spgi-ex103x2019331xq1.htm),] incorporated by reference from the Registrant's Form 10-Q filed on [removed: April 26, 2018.] [added: May 3, 2019.] | | |

| [removed: (10.57)*] [added: (10.54)*] | | | [S&P Global Inc. Management Supplemental Death & Disability Benefits Plan, Amended and Restated January 1, 2020](http://www.sec.gov/Archives/edgar/data/64040/000006404020000055/spgi-ex1055x20191231xq4.htm), incorporated by reference from the Registrant’s Form 10-K for the fiscal year ended December 31, 2019. | | |

| (21) | | | [Subsidiaries of the [removed: Registrant](https://www.sec.gov/Archives/edgar/data/64040/000006404021000063/spgi-ex21x20201231xq4.htm).] [added: Registrant](https://www.sec.gov/Archives/edgar/data/64040/000006404022000055/ex2112312021subsidiarylist.htm).] | | |

| (23) | | | [Consent of Ernst & Young LLP, Independent Registered Public Accounting [removed: Firm](https://www.sec.gov/Archives/edgar/data/64040/000006404021000063/spgi-ex23x20201231xq4.htm).] [added: Firm](https://www.sec.gov/Archives/edgar/data/64040/000006404022000055/spgi-ex23x20211231xq4.htm).] | | |

| (31.1) | | | [Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as [removed: amended](https://www.sec.gov/Archives/edgar/data/64040/000006404021000063/spgi-ex311x20201231xq4.htm).] [added: amended](https://www.sec.gov/Archives/edgar/data/64040/000006404022000055/spgi-ex311x20211231xq4.htm).] | | |

| (31.2) | | | [Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as [removed: amended](https://www.sec.gov/Archives/edgar/data/64040/000006404021000063/spgi-ex312x20201231xq4.htm).] [added: amended](https://www.sec.gov/Archives/edgar/data/64040/000006404022000055/spgi-ex312x20211231xq4.htm).] | | |

| (32) | | | [Certification of the Chief Executive Officer and the Chief Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of [removed: 2002](https://www.sec.gov/Archives/edgar/data/64040/000006404021000063/spgi-ex32x20201231xq4.htm).] [added: 2002](https://www.sec.gov/Archives/edgar/data/64040/000006404022000055/spgi-ex32x20211231xq4.htm).] | | |

| (2.6) | | | [Amendment No. 1 to Agreement and Plan of Merger by and among S&P Global Inc., Sapphire Subsidiary, Ltd., and IHS Markit Ltd. dated as of January 20, 2021](http://www.sec.gov/Archives/edgar/data/64040/000119312521012559/d77334ds4a.htm#rom77334_95), incorporated by reference from the Registrant's Form S-4/A filed January 20, 2021 | | |

| (2.7) | | | [Asset Purchase Agreement, by and between S&P Global Inc. and Factset Research Systems Inc., dated as of December 24, 2021](https://www.sec.gov/Archives/edgar/data/64040/000006404022000055/spgi-ex271231202110xkriver.htm) | | |

| (22) | | | [Subsidiary Guarantor of Guaranteed Securities](https://www.sec.gov/Archives/edgar/data/64040/000006404022000055/ex2212312021subsidiaryguar.htm) | | |

| (10.11)* | | | [Form of Restricted Stock Unit Award Terms and Conditions](http://www.sec.gov/Archives/edgar/data/64040/000006404017000031/spgi-ex102x2017331xq1.htm), incorporated by reference from the Registrant's Form 10-Q filed on April 26, 2017. | | |

| (10.12)* | | | [Form of Restricted Stock Unit Award Terms and Conditions](http://www.sec.gov/Archives/edgar/data/64040/000006404018000125/spgi-ex102x2018331xq1.htm), incorporated by reference from the Registrant's Form 10-Q filed on April 26, 2018. | | |

| (10.13)* | | | [Form of Restricted Stock Unit Award - Tranche Vesting Terms and Conditions](http://www.sec.gov/Archives/edgar/data/64040/000006404018000125/spgi-ex103x2018331xq1.htm), incorporated by reference from the Registrant's Form 10-Q filed on April 26, 2018. | | |

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed on February [removed: 9, 2021] [added: 8, 2022] on behalf of the Registrant by the following persons who signed in the capacities as set forth below under their respective names.

February 8, 2022

| */s/ Gregory Washington* | | |

| Gregory Washington | | |

February 9, 2021

| */s/ Charles E. Haldeman, Jr.* | | |

| Charles E. Haldeman, Jr. | | |