S&P Global

Election of Directors (d) On June 22, 2021, the Board, on recommendation of its Nominating and Corporate Governance Committee, elected Gregory Washington to serve as a Director of the Company, effective immediately. Mr. Washington was appointed to serve on the Board’s Compensation and Leadership Development Committee and Nominating and Corporate Governance Committee. As a Director, Mr.

Reference is made to the previously announced Agreement and Plan of Merger (as amended by Amendment No. 1 thereto, the “Merger Agreement”), dated as of November 29, 2020, by and among S&P Global Inc., a New York corporation (the “Company” or “S&P Global”), IHS Markit Ltd., a Bermuda exempted company limited by shares (“IHS Markit”), and Sapphire Subsidiary, Ltd., a Bermuda exempted company limited by shares and wholly owned subsidiary of the Company (“Merger Sub”). Pursuant to the Merger Agreement, IHS Markit will merge with and into Merger Sub, with IHS Markit continuing as the surviving entity (the “Merger”).

(d) On February 18, 2021, pursuant to the previously announced Agreement and Plan of Merger (as amended by Amendment No. 1 thereto, the “ Merger Agreement ”), dated as of November 29, 2020, by and among the S&P Global Inc., a New York corporation (the “ Company ”), IHS Markit Ltd., a Bermuda exempted company limited by shares (“ IHS Markit ”), and Sapphire Subsidiary, Ltd., a Bermuda exempted company limited by shares and wholly owned subsidiary of the Company (“ Merger Sub ”), the board of directors of the Company (the “ Board ”) elected Jacques Esculier, Gay Huey Evans, Robert P. Kelly and Deborah McWhinney (collectively, the “ New SPGI Directors ”), each of whom was proposed by and is currently a member of the board of directors of IHS Markit, to serve as directors of the Company effective as of, and contingent upon, the merger of Merger Sub with and into IHS Markit (the “ Merger ”).

(b) The information under Item 8.01 is incorporated by reference into this

Departure of Directors (b) Charles E. Haldeman, Jr., age 71, a member of the Board of Directors (the “Board”) of S&P Global Inc. (the “Company”) since 2012, advised the Company on September 30, 2020 that he plans to retire from the Board at the end of his current term and will not to stand for re-election at the Company’s 2021 Annual Meeting of Shareholders. Mr. Haldeman’s decision not to stand for re-election was made in accordance with the Board’s refreshment policies under its Corporate Governance Guidelines, which provide for retirement from re-election after reaching age 72, and for the avoidance of doubt did not involve any disagreement with the Company on any matter relating to the Company’s operations, policies or practices. Election of Directors (d) On September 30, 2020 the Board, on recommendation of its Nominating and Corporate Governance Committee, also elected Ian P.

(b) On September 13, 2019, Alexander J. Matturri, a named executive officer of S&P Global Inc. (the “Company”), notified the Company of his decision to retire from his position as Chief Executive Officer, S&P Dow Jones Indices, effective September 1, 2020 or such earlier time as the Company appoints his successor. To help ensure a smooth and orderly transition, Mr. Matturri will remain with the Company through September 1, 2020. A copy of the related press release is furnished as Exhibit 99.1 hereto and incorporated herein by reference.

(d) On March 15, 2019, the Board of Directors of S&P Global Inc. (the “Company”) elected William "Bill" J. Amelio to serve as a Director of the Company, effective immediately. Mr. Amelio is expected to serve on the Board’s Audit Committee and Financial Policy Committee. As a Director, Mr. Amelio will be eligible to participate in the Company’s Director Deferred Stock Ownership Plan and Director Deferred Compensation Plan, which are included as exhibits to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2017 and described in the Company’s Proxy Statement filed with the Securities and Exchange Commission on March 19, 2018. A copy of the press release announcing the election of Mr. Amelio to the Board of Directors is furnished as Exhibit 99.1 hereto and incorporated herein by reference.

(b) On December 4, 2018, Michael A. Chinn, a named executive officer of S&P Global Inc. (the “Company”), notified the Company of his intent to step down from his position as President, S&P Global Market Intelligence and Executive Vice President, Data and Technology Innovation effective January 2, 2019. Mr. Chinn will remain with the Company until March 2019.

(b) On September 4, 2018, S&P Global Inc. (the "Company") announced the retirement of Mr. Robert J. MacKay, Senior Vice President, Controller (and chief accounting officer) of the Company. (c) Effective September 7, 2018, Mr. Christopher Craig, age 44, was appointed Senior Vice President, Controller & Chief Accounting Officer. Since joining the Company in 2010, Mr. Craig has served as Vice President, Assistant Controller of the Company and prior to that as Senior Director, Technical Accounting and Policy.

(d) On March 10, 2017, the Board of Directors of S&P Global Inc. (the “Company”), acting on the recommendation of its Nominating and Corporate Governance Committee, elected Marco Alverà to serve as a Director of the Company effective March 10, 2017. The Board expects to appoint Mr. Alverà to one or more committees of the Board following our annual meeting of shareholders. As a Director, Mr. Alverà will be eligible to participate in the Company’s Director Deferred Stock Ownership Plan and Director Deferred Compensation Plan, which are included as exhibits to the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 and described in the Company’s Proxy Statement filed with the Securities and Exchange Commission on March 14, 2016. A copy of the press release announcing the election of Mr.

(d) On March 10, 2017, the Board of Directors of S&P Global Inc. (the “Company”), acting on the recommendation of its Nominating and Corporate Governance Committee, elected Marco Alverà to serve as a Director of the Company effective March 10, 2017. The Board expects to appoint Mr. Alverà to one or more committees of the Board following our annual meeting of shareholders. As a Director, Mr. Alverà will be eligible to participate in the Company’s Director Deferred Stock Ownership Plan and Director Deferred Compensation Plan, which are included as exhibits to the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 and described in the Company’s Proxy Statement filed with the Securities and Exchange Commission on March 14, 2016. A copy of the press release announcing the election of Mr.

(d) On January 25, 2017, the Board of Directors of S&P Global Inc. (the “Company”), acting on the recommendation of its Nominating and Corporate Governance Committee, elected Stephanie C. Hill to serve as a Director of the Company and a member of the Board’s Financial Policy Committee, effective January 25, 2017. As a Director, Ms. Hill will be eligible to participate in the Company’s Director Deferred Stock Ownership Plan and Director Deferred Compensation Plan, which are included as exhibits to the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 and described in the Company’s Proxy Statement filed with the Securities and Exchange Commission on March 14, 2016. A copy of the press release announcing the election of Ms. Hill to the Board of Directors is furnished as Exhibit 99.1 hereto and incorporated herein by reference.

(d) On October 27, 2016, the Board of Directors of S&P Global Inc. (the “Company”), acting on the recommendation of its Nominating and Corporate Governance Committee, elected Maria R. Morris to serve as a Director of the Company and a member of the Board’s Audit Committee, effective October 27, 2016. As a Director, Ms. Morris will be eligible to participate in the Company’s Director Deferred Stock Ownership Plan and Director Deferred Compensation Plan, which are included as exhibits to the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 and described in the Company’s Proxy Statement filed with the Securities and Exchange Commission on March 14, 2016. A copy of the press release announcing the election of Ms. Morris to the Board of Directors is furnished as Exhibit 99.1 hereto and incorporated herein by reference.

On October 13, 2016, S&P Global Inc. (the “Company”) announced the appointment of Ewout Steenbergen as the Company’s Executive Vice President and Chief Financial Officer, effective November 14, 2016. Mr. Steenbergen, who is 47, has been Executive Vice President and Chief Financial Officer of Voya Financial, Inc. since 2010. Prior to that, he served as chief financial officer and chief risk officer for ING Asia Pacific. Previously, Mr. Steenbergen held a number of management roles for ING Group, including serving as regional general manager in Hong Kong, China, and as chief executive officer of RVS, an ING Group company based in the Netherlands. Mr. Steenbergen will receive a base salary from the Company at the annual rate of $750,000. He will participate in the Company’s Key Executive Short-Term Incentive Compensation Plan, with a target opportunity of $1,000,000 for 2017.

(d) On September 28, 2016, the Board of Directors of S&P Global Inc. (the “Company”), acting on the recommendation of its Nominating and Corporate Governance Committee, elected Monique F. Leroux to serve as a Director of the Company and a member of the Board’s Audit Committee, effective October 27, 2016. As a Director, Ms. Leroux will be eligible to participate in the Company’s Director Deferred Stock Ownership Plan and Director Deferred Compensation Plan, which are included as exhibits to the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 and described in the Company’s Proxy Statement filed with the Securities and Exchange Commission on March 14, 2016. A copy of the press release announcing the election of Ms. Leroux to the Board of Directors is furnished as Exhibit 99.1 hereto and incorporated herein by reference.

(c) On June 1, 2016, S&P Global Inc. (the “Company”) filed a Current Report on Form 8-K announcing the departure of the Company’s Executive Vice President and Chief Financial Officer (and principal financial officer), Jack F. Callahan, Jr. Effective August 5, 2016, Robert J. MacKay, the Company's Senior Vice President and Controller and Chief Accounting Officer (principal accounting officer), will assume the role of Chief Financial Officer (and principal financial officer) on an interim basis until such time as a new Executive Vice President and Chief Financial Officer (and principal financial officer) is appointed. Prior to joining S&P Global, Mr. MacKay spent 18 years at PepsiCo, Inc.

(b) On May 31, 2016, Jack F. Callahan, Jr., Executive Vice President and Chief Financial Officer (and principal financial officer) of S&P Global Inc. (the “Company”) notified the Company that he intended to resign in order to accept a leadership position at one of the world’s leading academic institutions. Mr. Callahan is expected to remain with the Company until early August 2016 and intends to assist the Company in the transition of his responsibilities. The Company expects to designate an interim or permanent successor for the position of principal financial officer prior to Mr. Callahan’s departure. Mr. Callahan joined the Company as Executive Vice President and Chief Financial Officer in December 2010.

Robert P. McGraw, a member of the Board of Directors of McGraw Hill Financial, Inc. (the "Company") since 1995, advised the Company on February 24, 2016 that he will retire from the Board at the Company’s 2016 annual meeting and will not stand for re-election at that meeting. Mr. McGraw’s decision to not stand for re-election, which will mark his retirement from the Board after more than twenty-one years of distinguished service, did not involve any disagreement with the Company or its management. Sidney Taurel, a member of the Board of Directors of the Company since 1996, advised the Company on February 22, 2016 that he will retire from the Board at the Company’s 2016 annual meeting and will not stand for re-election at that meeting. Mr.