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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Stock Units (2) | $ 0 | (3) | (3) | Common Stock | 8,732 (1) | 8,732 (1) | D | ||||||||
| Phantom Stock Units | $ 0 | (4) | (4) | Common Stock | 1,439.52 | 1,439.52 | D | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| KELLY ROBERT P 55 WATER STREET NEW YORK, NY 10041 |
X | |||
| /s/ Alma Montanez, Attorney-in-Fact | 08/09/2024 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | In order to align with broader reporting practices of S&P Global Inc. ("SPGI"), restricted stock units and deferred stock units that were reported in Table I of prior reports are now reported in Table II. In addition, the balance of restricted stock units and deferred stock units is increased from prior reports by 14 due to a rounding error. |
| (2) | Each restricted stock unit represents a vested right to receive one share of SPGI common stock. The restricted stock units in this row also encompass deferred stock units. |
| (3) | Acquired as a result of the merger pursuant to the previously announced Agreement and Plan of Merger, dated as of November 29, 2020, as amended on January 20, 2021, by and among IHS Markit Ltd. ("IHS Markit"), SPGI and Sapphire Subsidiary, Ltd. (the "Merger Agreement"). Pursuant to the Merger Agreement, each IHS Markit restricted stock unit and deferred stock unit was converted into an equivalent restricted stock unit or deferred stock unit in respect of SPGI's common stock based on the Exchange Ratio and rounded up to the nearest whole number of restricted stock units or deferred stock units, with the same terms and conditions as those applied immediately prior to the consummation of the merger. |
| (4) | The phantom stock units were accrued under the S&P Global Director Deferred Stock Ownership Plan and are to be settled 100% in SPGI common stock at such time as the reporting person ceases to be a director. |