MSCI (MSCI) Proxy Filing summary

Executive summary

• Achieved 11th consecutive year of double-digit adjusted EPS growth in 2025, with total run rate surpassing $3.3B and record ETF inflows driving AUM to ~$7T.

• Returned $2.4B to shareholders via share repurchases and $557M in dividends in 2025.

• Accelerated product innovation, especially in AI, with a 20% YoY increase in recurring sales from new products.

• Expanded private markets and wealth management offerings, with private asset database covering $17T and wealth manager platform run rate up nearly 11%.

• Leadership transitions included the retirement of President/COO Baer Pettit and new appointments to support client-centric growth.

Voting matters and shareholder proposals

• Shareholders to vote on election of 11 directors, advisory approval of executive compensation (Say-on-Pay), and ratification of PwC as independent auditor.

• Board recommends voting FOR all proposals.

• Annual meeting scheduled for April 21, 2026, with virtual participation options.

Board of directors and corporate governance

• Board comprises 11 directors, 10 of whom are independent; diverse in skills, backgrounds, and global experience.

• Ongoing board refreshment with six new independent directors since 2020, expanding expertise in AI, cybersecurity, and asset management.

• Strong governance practices: annual director elections, majority vote standard, proxy access, right to call special meetings, and robust clawback policy.

• Board and committees conduct annual self-assessments and director education; independent Lead Director facilitates robust oversight.