S&P Global (SPGI) risk factors, FY2025 10-K

S&P Global's FY2025 10-K, filed Feb 11, 2026, lists 30 risk factors in 3 groups. Against the prior year's 32: 8 new, 10 dropped, 11 substantially reworded.

Risk factors listed
303 groups
New this year
8vs 32 last year
Dropped
10since the prior 10-K
Substantially reworded
11of those kept
Section length
15k wordsItem 1A

What the changes say

  • S&P Global added new risks addressing AI investments, trade secret protection, and the planned spin-off of its Mobility business.
  • The company expanded disclosures regarding benchmark regulations for its Indices and Energy units and intellectual property disputes.

What changed since the prior 10-K

New

  • NewCybersecurity, Technology and Innovation Risks

    Our inability to innovate and compete with new or enhanced products and services of our competitors could have a material adverse effect on our business, financial condition or results of operations

    Our inability to innovate and compete with new or enhanced competitor products and services could harm our business and profitability.

  • NewCybersecurity, Technology and Innovation Risks

    Artificial Intelligence ("AI") presents new and evolving risks, and our approach to AI may not be successful, which could materially and adversely affect our business, financial condition or results of operations

    Artificial Intelligence investments may fail to achieve expected profitability or market acceptance.

  • NewCybersecurity, Technology and Innovation Risks

    our competitive position would be materially and adversely harmed. The loss of trade secret protection could make it easier for third parties to compete with our products and services by copying functionality, and pervasive data leakage could render our capabilities redundant over time

    Loss of trade secret protection and data leakage could allow competitors to copy our product functionality.

  • NewCybersecurity, Technology and Innovation Risks

    We have been, and may in the future be, subject to intellectual property disputes, which are costly to defend and could harm our business and operating results

    We face costly intellectual property litigation from competitors and nonpracticing entities alleging infringement.

  • NewCybersecurity, Technology and Innovation Risks

    errors, we may experience outages or other disruptions in the future, and such outages or disruptions could have a material adverse effect on our business, financial condition or results of operations

    Outages or disruptions in physical and technological infrastructure could harm our customer service and operations.

  • NewLegal and Regulatory Risks

    Our Indices and Energy businesses are subject to a global evolving regulatory landscape, which has and may continue to cause increased operating obligations, exposure, compliance risk and costs of doing business, and could have a material adverse effect on our business, financial condition or results of operations

    Our Indices and Energy businesses face increased compliance obligations under evolving global benchmark regulations in the EU and UK.

  • NewBusiness and Operational Risks

    The planned separation of our Mobility business into an independent, publicly traded company is contingent upon the satisfaction of a number of conditions, may not be completed on the currently contemplated timeline, or at all, and may not achieve the intended benefits

    The planned spin-off of our Mobility business is subject to conditions and may not achieve its intended strategic benefits.

  • NewBusiness and Operational Risks

    Sustainability and energy expansion matters pose operational, commercial and regulatory risks

    Shifting customer preferences and evolving sustainability regulations pose operational and commercial risks.

Dropped

  • DroppedCybersecurity, Technology and Innovation Risks

    The markets in which we operate continuously change to adapt to customer needs. Our inability to innovate and compete with new or enhanced products and services of our competitors could impact our profitability

    Risks from new competitors leveraging AI to make information processing inexpensive or free.

  • DroppedCybersecurity, Technology and Innovation Risks

    will need to deploy improved processes and technology to innovate, design, develop, assemble, test, market, and support new products and enhancements to our existing products in a timely and cost-effective manner

  • DroppedCybersecurity, Technology and Innovation Risks

    Our approach to AI may not be successful, which could materially and adversely affect our business, financial condition or results of operations

    Need to deploy improved processes and technology for new product development.

  • DroppedCybersecurity, Technology and Innovation Risks

    Social, ethical and operational issues relating to the use of new and evolving technologies, such as AI, in our offerings could materially and adversely affect our business, financial condition or results of operations

  • DroppedLegal and Regulatory Risks

    Changes in the global privacy, data localization and data protection legislative, regulatory, and commercial environments in which we operate may materially and adversely impact our ability to collect, compile, use, and publish data and may impact our financial results

    Our approach to AI may not be successful.

  • DroppedLegal and Regulatory Risks

    meaningfully limit the success of future attempts to compromise our information or information technology systems

    Social and ethical issues relating to AI usage in our offerings.

  • DroppedLegal and Regulatory Risks

    issuance of our credit ratings or our other products and services and may have a material adverse effect on our operations, profitability and competitiveness, the demand for our credit ratings or our other products and services, and the manner in which our credit ratings are utilized

  • DroppedBusiness and Operational Risks

    price references, whether price assessments, benchmarks or the related trading activity in physical commodities and commodities derivatives, could have a material adverse effect on our financial position, results of operations and cash flows

  • DroppedBusiness and Operational Risks

    From time to time, we lose key outside suppliers of data, products, and services or the data, products, or services of these suppliers have errors or are delayed, resulting in a disruption or inability to provide our clients with the information, products or services they desire

  • DroppedBusiness and Operational Risks

    Climate change and the transition to renewable energy and a net zero economy pose operational, commercial and regulatory risks

Reworded

  • 95% rewrittenCybersecurity, Technology and Innovation Risks

    Our inability to successfully develop, adapt, or implement new and improved processes and technology could materially adversely impact our business, financial condition or results of operations

    Added specific language regarding change management efforts and risks inherent in processes and technologies still in development.

  • 84% rewrittenCybersecurity, Technology and Innovation Risks

    Our inability to adequately obtain, protect and maintain our intellectual property and other proprietary rights could impact our competitive position

    Added explicit mention of unauthorized use of indices and price assessments requiring significant time and expense.

    Was: Our ability to protect our intellectual property rights could impact our competitive position

  • 80% rewrittenBusiness and Operational Risks

    Consolidation of customers, reduced staffing levels of customers or reduced spending by customers could have a material adverse effect on our business, financial condition or results of operations

    Updated customer industry categories to explicitly include energy and commodities alongside corporate, financial services, and automotive.

  • 69% rewrittenLegal and Regulatory Risks

    Exposure to litigation and government and regulatory proceedings, investigations and inquiries could have a material adverse effect on our business, financial condition or results of operations

    Added a specific note that investigations regularly relate to Ratings, Indices, and Energy businesses.

    Was: Exposure to litigation and government and regulatory proceedings, investigations and inquiries (including market studies) could have a material adverse effect on our business, financial condition or results of operations

  • 62% rewrittenCybersecurity, Technology and Innovation Risks

    Our operations and infrastructure may malfunction or fail, which could have a material adverse effect on our business, financial condition or results of operations

    Added that technology failures could result from inadequate implementation or poor governance.

  • 50% rewrittenCybersecurity, Technology and Innovation Risks

    We rely heavily on network systems and the Internet and any failures or disruptions may adversely affect our ability to serve our customers

    Added references to system resiliency and cloud providers alongside third-party internet providers.

  • 32% rewrittenCybersecurity, Technology and Innovation Risks

    Increased availability of free or relatively inexpensive information sources may materially reduce demand for our products and services and could have a material adverse effect on our business, financial condition or results of operations

    Removed specific AI mentions from the free information risk factor.

    Was: Increased availability of free or relatively inexpensive information sources may materially reduce demand for our products and could have a material adverse effect on our business, financial condition or results of operations

  • 30% rewrittenBusiness and Operational Risks

    Outsourcing certain aspects of our business could result in material financial loss, increased costs, regulatory actions and penalties, reputational harm, unauthorized access to our systems, system or network disruption, or improper disclosure of confidential information

    Minor phrasing adjustments regarding third-party service provider outsourcing risks with no substantive new constraints added.

    Was: Outsourcing certain aspects of our business could result in material financial loss, increased costs, regulatory actions and penalties, reputational harm, unauthorized access to our systems, system or network disruption and improper disclosure of confidential information

  • 28% rewrittenBusiness and Operational Risks

    Our expansion into and investments in new and growing markets may not be successful, which could adversely impact our business, financial condition and results of operations

    Was: Our expansion into and investments in new markets may not be successful, which could adversely impact our business, financial condition and results of operations

  • 26% rewrittenBusiness and Operational Risks

    Our reputation, credibility, and brand are key assets and competitive advantages of our Company and our business, financial condition or results of operations could be materially and adversely affected if we are negatively perceived in the marketplace

    Was: Our reputation, credibility, and brand are key assets and competitive advantages of our Company and our business may be affected by how we are perceived in the marketplace

  • 26% rewrittenLegal and Regulatory Risks

    We may become subject to liability or face reputational harm due to our offerings

All 30 risk factors

Headings as the filing states them, in filing order.

Cybersecurity, Technology and Innovation Risks

  1. 01Our inability to innovate and compete with new or enhanced products and services of our competitors could have a material adverse effect on our business, financial condition or results of operationsNew
  2. 02Our inability to successfully develop, adapt, or implement new and improved processes and technology could materially adversely impact our business, financial condition or results of operations95% rewritten
  3. 03Increased availability of free or relatively inexpensive information sources may materially reduce demand for our products and services and could have a material adverse effect on our business, financial condition or results of operations32% rewritten
  4. 04Artificial Intelligence ("AI") presents new and evolving risks, and our approach to AI may not be successful, which could materially and adversely affect our business, financial condition or results of operationsNew
  5. 05Our use of open source software could result in litigation or impose unanticipated restrictions on our ability to commercialize our products and services
  6. 06Our inability to adequately obtain, protect and maintain our intellectual property and other proprietary rights could impact our competitive position84% rewritten
  7. 07our competitive position would be materially and adversely harmed. The loss of trade secret protection could make it easier for third parties to compete with our products and services by copying functionality, and pervasive data leakage could render our capabilities redundant over timeNew
  8. 08We have been, and may in the future be, subject to intellectual property disputes, which are costly to defend and could harm our business and operating resultsNew
  9. 09We rely heavily on network systems and the Internet and any failures or disruptions may adversely affect our ability to serve our customers50% rewritten
  10. 10Our operations and infrastructure may malfunction or fail, which could have a material adverse effect on our business, financial condition or results of operations62% rewritten
  11. 11errors, we may experience outages or other disruptions in the future, and such outages or disruptions could have a material adverse effect on our business, financial condition or results of operationsNew

Legal and Regulatory Risks

  1. 12Exposure to litigation and government and regulatory proceedings, investigations and inquiries could have a material adverse effect on our business, financial condition or results of operations69% rewritten
  2. 13Future legislation, regulatory reform or policy changes, especially abrupt changes, could have a material adverse effect on our business, financial condition or results of operations
  3. 14Increasing regulation of our Ratings business in the U.S., Europe and elsewhere can increase our costs of doing business and therefore could have a material adverse effect on our business, financial condition or results of operations
  4. 15Our Indices and Energy businesses are subject to a global evolving regulatory landscape, which has and may continue to cause increased operating obligations, exposure, compliance risk and costs of doing business, and could have a material adverse effect on our business, financial condition or results of operationsNew
  5. 16We may become subject to liability or face reputational harm due to our offerings26% rewritten

Business and Operational Risks

  1. 17Inability to attract, retain or train key qualified personnel or to navigate key management transitions could have a material adverse effect on our business, financial condition or results of operations
  2. 18The planned separation of our Mobility business into an independent, publicly traded company is contingent upon the satisfaction of a number of conditions, may not be completed on the currently contemplated timeline, or at all, and may not achieve the intended benefitsNew
  3. 19Our acquisitions, divestitures and other strategic transactions may not produce anticipated results, which could have a material adverse effect on our business, financial condition or results of operations
  4. 20The markets in which we operate are intensely competitive, and our inability to successfully compete could materially adversely affect our business, financial condition or results of operations
  5. 21A significant increase in operating costs and expenses could have a material adverse effect on our profitability
  6. 22Consolidation of customers, reduced staffing levels of customers or reduced spending by customers could have a material adverse effect on our business, financial condition or results of operations80% rewritten
  7. 23Our inability to successfully recover should we, our third-party service providers or our clients experience a disaster or other business continuity problem could cause material financial loss, loss of human capital, regulatory actions, reputational harm, damaged client relationships or legal liability
  8. 24Our reputation, credibility, and brand are key assets and competitive advantages of our Company and our business, financial condition or results of operations could be materially and adversely affected if we are negatively perceived in the marketplace26% rewritten
  9. 25We are exposed to multiple risks associated with the global nature of our operations, which could have a material adverse effect on our reputation, business, financial condition or results of operations
  10. 26Adverse developments in any of these areas could have a material adverse effect on our business, financial condition or results of operations
  11. 27Outsourcing certain aspects of our business could result in material financial loss, increased costs, regulatory actions and penalties, reputational harm, unauthorized access to our systems, system or network disruption, or improper disclosure of confidential information30% rewritten
  12. 28Sustainability and energy expansion matters pose operational, commercial and regulatory risksNew
  13. 29Our expansion into and investments in new and growing markets may not be successful, which could adversely impact our business, financial condition and results of operations28% rewritten
  14. 30Our indebtedness, or a downgrade to our credit ratings, could adversely affect our business, financial condition, and results of operations

Other S&P Global 10-Ks

  • FY2024 10-K risk factors
    32 risks

    S&P Global faces extensive regulatory and compliance scrutiny across its ratings, indices, and commodity insights businesses globally. The company heavily relies on emerging technologies like AI, third-party data suppliers, and secure electronic delivery systems. Strategic acquisitions and restructurings, including Visible Alpha and ProntoNLP, present ongoing integration and debt risks.

    Filed Feb 11, 2025

About this page

The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.