MORGAN STANLEY 424B Filings

Morgan Stanley Finance LLC is offering Jump Securities with an auto-call feature due August 5, 2031, linked to the Russell 2000® Index and fully guaranteed by Morgan Stanley. Each security has a $1,000 stated principal amount, but principal is at risk and no periodic interest is paid.

The notes may be automatically redeemed on August 12, 2027 for an early redemption payment of $1,136 per security if the Russell 2000® closing level on August 9, 2027 is at or above 100% of its initial level. If held to maturity and not called, investors receive principal plus a performance-based upside if the index ends above its initial level, principal only if it finishes between 75% and 100% of the initial level, and a 1% loss of principal for each 1% index decline below 75%, potentially down to zero. The participation rate on upside is 125%. The estimated value on the pricing date is about $961 per $1,000 security, reflecting structuring and hedging costs, and all payments depend on Morgan Stanley’s creditworthiness.

Morgan Stanley Finance LLC is offering principal at risk Callable Contingent Income Buffered Securities due August 1, 2028, fully and unconditionally guaranteed by Morgan Stanley. Each security has a $1,000 stated principal amount and pays a contingent coupon at 10.85% per annum, but only if on each observation date the Nasdaq-100 Technology Sector Index, the Russell 2000 Index and the State Street Utilities Select Sector SPDR ETF are all at or above their respective coupon barrier levels set at 70% of initial level.

Beginning on October 30, 2026, the issuer may redeem the notes in whole on specified redemption dates, but only if a risk neutral valuation model indicates early redemption is economically rational for Morgan Stanley; redemption is not triggered directly by underlier performance. If held to maturity and each underlier finishes at or above its 80% buffer level, investors receive full principal plus any final contingent coupon. If any underlier finishes below its buffer, maturity payment is reduced 1% for every 1% decline of the worst performer beyond the 20% buffer, subject to a minimum payment of 20% of principal. The estimated value on the pricing date is approximately $983.60 per security, and all payments are subject to Morgan Stanley’s and MSFL’s credit risk.

Morgan Stanley Finance LLC is offering Buffered PLUS structured notes due August 5, 2031, fully and unconditionally guaranteed by Morgan Stanley. Each security has a $1,000 stated principal amount, pays no interest and exposes investors to the performance of the worst performing of the Dow Jones Industrial Average and the S&P 500® Index.

At maturity, if the final level of each index is above its initial level, investors receive principal plus a leveraged upside payment equal to 116.80% of the appreciation of the worst performer. If at least one index is at or below its initial level but both remain at or above 85% of initial (the buffer level), investors receive only principal. If either index falls below its buffer level, investors lose 1% of principal for each 1% decline of the worst performer beyond the 15% buffer, but not below a minimum payment of 15% of principal.

The estimated value on the pricing date is approximately $945.60 per security, reflecting issuance, selling, structuring and hedging costs. All payments are subject to the credit risk of Morgan Stanley Finance LLC and Morgan Stanley, and there may be limited or no secondary market liquidity.

Morgan Stanley Finance LLC is offering Jump Securities with Auto-Callable Feature linked to the iShares Semiconductor ETF, each with a $1,000 stated principal amount, fully and unconditionally guaranteed by Morgan Stanley but with principal at risk and no periodic interest.

The notes may be automatically redeemed quarterly from July 29, 2027 onward if the ETF’s closing level is at or above the call threshold, paying an early redemption amount that targets about 23.50% per annum, up to $1,685.417 per $1,000 if called on the final observation before maturity. If held to August 2, 2029 and not called, investors receive $1,705 per security if the final level is at or above the call threshold, only principal back if between the call and the 50% downside threshold, and a proportional loss of 1% of principal for each 1% decline below that threshold, potentially losing their entire investment.

The estimated value on the pricing date is about $946.50 per $1,000, reflecting issuance, selling, structuring and hedging costs and Morgan Stanley’s credit spreads. Payments depend on Morgan Stanley’s and MSFL’s credit, involve complex U.S. tax treatment, and expose holders to sector-specific risks of the semiconductor industry.

Morgan Stanley Finance LLC is offering market-linked notes due July 31, 2031, fully and unconditionally guaranteed by Morgan Stanley. Each note has a $1,000 stated principal amount, pays no periodic interest and is an unsecured obligation subject to the issuers’ credit risk.

The notes are linked to the S&P 500® Futures Excess Return Index. At maturity, if the final index level on the July 28, 2031 observation date is above the initial level set on July 27, 2026, investors receive principal plus an upside payment equal to 131.50% of the index gain. If the final level is equal to or below the initial level, investors receive only the principal back.

The notes will not be listed on any securities exchange, and secondary liquidity may be limited. The estimated value on the pricing date is approximately $947 per $1,000 note, reflecting issuance, selling, structuring and hedging costs. For U.S. tax purposes, the securities are expected to be treated as contingent payment debt instruments, requiring annual accrual of interest income based on a comparable yield.

Morgan Stanley Finance LLC is offering Contingent Income Memory Auto-Callable Securities due February 2, 2028, linked to the Class A common stock of Space Exploration Technologies Corp., and fully and unconditionally guaranteed by Morgan Stanley. These are principal-at-risk, unsecured notes with a stated principal amount of $1,000 per security.

Investors may receive a contingent coupon at an annual rate of 25.45%, paid on scheduled coupon dates only if on the related observation date the underlier’s closing level is at or above the coupon barrier level, set at 50% of the initial level. Missed coupons can be paid later if a future observation date meets the barrier, but unpaid coupons are forfeited if the barrier is never met again. The notes are auto-callable on specified redemption determination dates if the underlier closes at or above the call threshold level of 100% of the initial level, in which case investors receive principal plus the applicable contingent coupon and any previously unpaid contingent coupons, and the investment terminates early.

If not redeemed early, at maturity investors receive the stated principal amount plus any contingent coupon and unpaid coupons only if the final level is at or above the downside threshold level, also 50% of the initial level. If the final level is below this threshold, repayment is reduced by the full percentage decline of the underlier (payment equals principal multiplied by the performance factor), and the amount can be reduced to zero. The estimated value on the pricing date is approximately $960.50 per $1,000 security, reflecting embedded costs and a rate advantageous to the issuer. All payments are subject to the credit risk of Morgan Stanley Finance LLC and Morgan Stanley, and the securities involve limited liquidity, complex tax treatment and the risk of losing the entire investment.

Morgan Stanley Finance LLC is offering Contingent Income Memory Auto-Callable Securities due August 6, 2027, linked to Chipotle Mexican Grill, Inc. common stock, fully and unconditionally guaranteed by Morgan Stanley. Each security has a $1,000 stated principal amount and issue price of $1,000, with an estimated value of approximately $982.50 on the pricing date.

Investors may receive a contingent coupon at 17.64% per annum, but only when the stock’s closing level on an observation date is at or above the coupon barrier level of $21.658. The notes are automatically redeemed if the stock closes at or above the call threshold level of $33.32 on specified redemption determination dates, paying principal plus due and previously unpaid contingent coupons.

If not redeemed early and the final stock level is at or above the downside threshold level of $21.658, investors receive principal plus any payable coupons at maturity. If the final level is below the downside threshold, repayment is reduced one-for-one with the stock’s decline, and the maturity payment can be significantly less than principal or zero. All payments are subject to the credit risk of Morgan Stanley Finance LLC and Morgan Stanley, and the securities are not insured deposits.

Morgan Stanley Finance LLC is offering Contingent Income Memory Auto-Callable Securities due July 26, 2028, issued in $1,000 denominations and fully and unconditionally guaranteed by Morgan Stanley. The notes are unsecured, principal-at-risk obligations linked to the worst performing of Bank of America, Citigroup and JPMorgan Chase common stocks.

Investors may receive a contingent coupon at 11.00% per annum, payable only on observation dates when each stock closes at or above its coupon barrier level, with unpaid coupons potentially paid later if barriers are met. The notes are auto-callable quarterly starting October 21, 2026 if each stock is at or above its call threshold (100% of its initial level), in which case investors receive principal plus the applicable coupon and any previously unpaid coupons, and the notes terminate.

If the notes are not called, principal is repaid at maturity only if the final level of each stock is at or above its downside threshold set at 60% of its initial level. If any stock finishes below its downside threshold, the payoff is reduced by the full percentage decline of the worst performer, and could be zero. Initial stock levels on July 21, 2026 were $61.22 for BAC, $132.84 for C and $345.23 for JPM. The estimated value on the pricing date is approximately $976.20 per $1,000 note, reflecting issuing, selling, structuring and hedging costs. All payments are subject to the credit risk of Morgan Stanley Finance LLC and Morgan Stanley.

Morgan Stanley Finance LLC is offering Enhanced Buffered Jump Securities, $1,000-denomination notes linked to the Class A ordinary shares of Accenture plc, fully and unconditionally guaranteed by Morgan Stanley. The notes pay no interest and do not guarantee return of principal.

At maturity on August 6, 2027, if the Accenture share price (final level) is at or above the buffer level of 75% of the initial level, investors receive $1,000 plus a fixed upside payment of $240.50, a 24.05% return, regardless of how much the stock has risen. If the final level is below the buffer level, repayment is reduced by 1.3333% of principal for each 1% decline in the stock beyond the 25% buffer, with no minimum payment, so the investment could be worth zero.

The initial level is $140.86, set on July 21, 2026, and the payoff is determined solely by the closing level on the observation date of August 3, 2027. The estimated value on the pricing date is about $982 per $1,000, reflecting structuring and hedging costs and Morgan Stanley’s funding rate, and selling agents receive up to $10 per $1,000 in fees. Investors are exposed to Morgan Stanley’s and MSFL’s unsecured credit risk, limited liquidity, complex pricing, and uncertain U.S. tax treatment.

Morgan Stanley Finance LLC is offering Trigger GEARS, five-year principal-at-risk notes linked to a weighted basket of six global equity indices, fully and unconditionally guaranteed by Morgan Stanley. Each Security has a $10 issue price and is designed for investors seeking leveraged equity exposure without dividends or periodic interest.

At maturity in July 2031, if the Basket Return is greater than zero, holders receive $10 plus the Basket Return multiplied by the Upside Gearing of 1.505. If the Basket Return is less than or equal to zero but the Final Basket Level is at or above the Downside Threshold of 75 (75% of the Initial Basket Level of 100), investors receive their $10 principal per Security. If the Final Basket Level is below 75, repayment falls to $10 plus $10 times the negative Basket Return, exposing investors to a loss of up to 100% of principal.

The Basket weights are 30% EURO STOXX 50, 25% MSCI Emerging Markets, 18.75% Nikkei Stock Average, 13.125% FTSE 100, 7.50% Swiss Market Index and 5.625% S&P/ASX 200. The estimated value on the trade date is approximately $9.497 per Security, reflecting structuring and hedging costs, an underwriting discount of $0.35 per Security and proceeds to the issuer of $9.65 per Security. The notes offer no principal guarantee, no secondary market assurance and are subject to Morgan Stanley’s credit risk and complex market, volatility, liquidity and tax risks.

Morgan Stanley Finance LLC is issuing Buffered Jump Securities with an auto-callable feature, fully and unconditionally guaranteed by Morgan Stanley, as principal-at-risk notes linked to the worst performing of the Dow Jones Industrial Average and the S&P 500 Index. Each security has a $1,000 stated principal amount and no periodic interest. Starting August 3, 2027, the notes are automatically redeemed if both indices are at or above their call thresholds, paying fixed early redemption amounts that correspond to about 9.70% per annum, up to $1,388 per security in 2030.

If not redeemed early and on the final determination date both indices are at or above their call thresholds, investors receive $1,485 per security15% buffer level, only principal is returned. If either finishes below its buffer, investors lose 1% of principal for each 1% decline of the worst index beyond the buffer, subject to a minimum payment of 15% of principal. The estimated value on the pricing date is approximately $980.10 per security, and all payments depend on Morgan Stanley’s credit and limited secondary market liquidity.

Morgan Stanley Finance LLC is offering Trigger Jump Securities due August 26, 2027, linked to the common stock of Repligen Corporation and fully and unconditionally guaranteed by Morgan Stanley. Each security has a $1,000 stated principal amount, pays no interest and does not guarantee any return of principal.

At maturity, investors receive $1,000 plus a fixed upside payment of $477.50 per security (a 47.75% gain) if the Repligen share price on the observation date is at or above the initial level. If the final level is below the initial level but at or above 90% of the initial level, investors receive only the $1,000 principal. If the final level is below the 90% downside threshold, repayment is reduced 1% for each 1% decline in the stock, with no minimum payment, so the investment could lose all principal.

The securities are unsecured obligations of MSFL under its Series A Global Medium-Term Notes program, with all payments subject to Morgan Stanley’s and MSFL’s credit risk. The estimated value on the pricing date is approximately $981.90 per security, reflecting issuing, selling, structuring and hedging costs that reduce economic terms and likely secondary-market prices. The notes are designed for fee-based advisory accounts willing to forgo dividends and upside beyond 47.75% in exchange for contingent, limited downside protection at 90% of the initial level.

Morgan Stanley Finance LLC is offering Enhanced Buffered Jump Securities, unsecured notes linked to the S&P 500® Index and fully and unconditionally guaranteed by Morgan Stanley. Each security has a $1,000 stated principal amount, pays no interest and matures on October 18, 2027.

At maturity, if the index’s final level is at or above the buffer level of 6,758.28 (90% of the initial level of 7,509.20), investors receive $1,000 plus a fixed upside payment of $115.50, an 11.55% return. If the final level is below the buffer level, the payout is reduced 1% for each 1% decline beyond the 10% buffer, subject to a minimum payment of 10% of principal. The estimated value on the pricing date is approximately $993.70 per security. All payments are subject to the credit risk of Morgan Stanley Finance LLC and Morgan Stanley, and secondary market liquidity may be limited.

Morgan Stanley Finance LLC is offering market-linked, principal-at-risk notes tied to the Class A common stock of Meta Platforms, Inc., maturing on July 27, 2029 and fully and unconditionally guaranteed by Morgan Stanley. Each security has a $1,000 face amount and an estimated value on the pricing date of about $965.90, reflecting issuance, selling, structuring and hedging costs borne by investors.

The notes pay a contingent quarterly coupon at a rate to be set on the pricing date, but at least 14.30% per annum, only if Meta’s stock on each calculation day is at or above 70% of the starting price. Beginning in October 2026, the notes are auto-callable if Meta’s stock is at or above 90% of the starting price, returning the $1,000 face amount plus the applicable coupon. If not called, at maturity investors receive $1,000 only if the final price is at or above the 70% downside threshold; otherwise, repayment is reduced one-for-one with Meta’s decline, resulting in a loss of more than 30% and potentially all principal. Investors do not participate in any upside of Meta’s stock, all payments are subject to Morgan Stanley’s and MSFL’s credit risk, and there may be little or no secondary market.

Morgan Stanley Finance LLC is offering principal at risk, auto-callable market-linked securities due August 3, 2029, fully and unconditionally guaranteed by Morgan Stanley. Each security has a $1,000 face amount and is linked to an unequally weighted basket of five foreign equity indices (EURO STOXX 50, Nikkei 225, FTSE 100, Swiss Market Index and S&P/ASX 200) with weights of 40%, 25%, 17.5%, 10% and 7.5%, respectively.

The notes may be automatically called on August 5, 2027 if the basket level is at or above the starting level, paying a call amount of at least $1,100 per $1,000 face value; no further payments occur after a call. If not called, at maturity investors receive: (i) $1,000 plus 150% of any positive basket return; (ii) $1,000 if the basket is between 90 and 100; or (iii) a buffered downside payment with a 10% buffer, with losses up to 90% of principal possible.

The estimated value on the pricing date is approximately $955.10 per security, reflecting structuring and hedging costs and a selling commission of up to $25.75 per security (proceeds to the issuer of $974.25 per security). The securities pay no interest or dividends, have limited liquidity, are subject to Morgan Stanley’s credit risk and involve complex tax and market risks.

Morgan Stanley Finance LLC is offering principal at risk, auto-callable market-linked securities with a $1,000 face amount per security, fully and unconditionally guaranteed by Morgan Stanley and linked to the lowest performing of Broadcom, Micron Technology and Pfizer common stocks. The notes run to August 3, 2029, with monthly call observations starting in August 2027. If on any calculation day each stock’s closing price is at or above its call price (70% of its starting price), the security is automatically called for a fixed cash call payment, with scheduled minimum call payments ranging from $1,325.00 on the first calculation day up to $1,975.00 on the final calculation day.

If the notes are not called and, on the final calculation day, every stock is at or above its downside threshold price (50% of starting), investors receive $1,000 plus the absolute return of the lowest-performing stock, capped at a 50% gain. If any stock finishes below its downside threshold, repayment is $1,000 multiplied by that stock’s performance factor, so investors can lose more than 50% and up to all principal. The securities pay no interest or dividends, are unsecured obligations subject to Morgan Stanley’s credit risk, and have an estimated value on the pricing date of about $936.20 per security, below the $1,000 issue price due to issuance, selling, structuring and hedging costs.

Morgan Stanley Finance LLC is issuing structured auto-callable Jump Notes due July 21, 2033, fully and unconditionally guaranteed by Morgan Stanley. The notes are unsecured, sold in $1,000 denominations with an aggregate principal amount of $637,000, and pay no periodic interest.

The return is linked to the S&P® U.S. Equity Momentum 40% VT 4% Decrement Index, with an initial and call threshold level of 1,280.85. Starting July 21, 2027, if on any determination date the index closes at or above the call threshold, the notes are automatically redeemed for a fixed amount that steps up from $1,100 to $1,600 per note over six annual observation dates; no further payments occur thereafter.

If the notes are not redeemed early, at maturity investors receive the $1,000 principal plus an upside payment equal to 100% of any index appreciation, or only principal if the final index level is at or below the initial level. The estimated value on the pricing date is $924.70 per note, below the issue price, reflecting issuance, structuring and hedging costs. Key risks include issuer and guarantor credit risk, limited liquidity, capped upside if called, the complex decrement and volatility-targeting index methodology, and treatment as contingent payment debt instruments for U.S. tax purposes with a comparable yield of 5.2221% per annum.

Morgan Stanley Finance LLC is offering market-linked, principal-at-risk securities linked to the S&P 500® Index, due August 1, 2028, fully and unconditionally guaranteed by Morgan Stanley. Each security has a $1,000 face amount, with a price to the public of $1,000, dealer commissions of $17.75 per security and proceeds to the issuer of $982.25 per security. The current estimated value on the pricing date is expected to be about $972.90 per security (within $25 of that figure), reflecting issuance, selling, structuring and hedging costs borne by investors.

The notes feature a quarterly automatic call beginning February 1, 2027: if on any calculation day the S&P 500 closes at or above the starting level, investors receive a fixed call payment and the notes are redeemed early. Indicative minimum call payments range from $1,043.00 on the first calculation day (about 4.30% premium) up to $1,172.00 on the final calculation day (about 17.20% premium), with no further upside participation in index gains.

If the notes are not called, the maturity payment depends on the S&P 500 closing level on the final calculation day. If the ending level is below the starting level but at or above the threshold level (80% of the starting level), investors receive the face amount of $1,000. If the ending level is below the threshold level, the payoff is $1,000 × performance factor (ending level ÷ starting level), exposing holders 1-to-1 to index declines beyond 20%, with the possibility of losing more than 20% and up to all of principal. The securities pay no periodic interest or dividends, have limited appreciation potential, are subject to Morgan Stanley’s credit risk, and may have limited or no secondary market liquidity.

Morgan Stanley Finance LLC is offering principal-at-risk Jump Securities with an auto-callable feature, fully guaranteed by Morgan Stanley, linked to the S&P 500 Futures 40% Intraday 4% Decrement VT Index. Each security has a stated principal and issue price of $1,000, with an aggregate principal amount of $4,692,000 and an estimated value on the pricing date of $951.10.

The notes may be automatically redeemed quarterly from January 19, 2027 onward if the index closes at or above the call threshold of 3,028.275 (90% of the initial level of 3,364.75), paying increasing fixed early redemption amounts (about 20.50% per annum).

If not redeemed early, maturity on July 22, 2031 pays $2,025 per security if the final level is at or above the call threshold, $1,000 if the final level is between the call threshold and the downside threshold of 2,018.85 (60% of initial), and $1,000 × (final level / initial level) if below the downside threshold, exposing investors to full downside and potentially zero return. The notes pay no interest, do not participate in index upside beyond the fixed amounts, are unsecured obligations subject to Morgan Stanley’s credit risk, and reference a relatively new, leveraged, volatility-targeted index with a 4% per annum decrement and limited live history.

Morgan Stanley Finance LLC is issuing Enhanced Buffered Jump Securities linked to the MSCI Emerging Markets Index, fully and unconditionally guaranteed by Morgan Stanley. Each note has a $1,000 stated principal amount, issue price $1,000 and aggregate principal of $1,668,000, maturing on August 4, 2027.

If the final index level on the observation date is at or above the buffer level of 1,377.561 (85% of the 1,620.66 initial level), holders receive $1,000 plus an upside payment of at least $156.50 per note, a 15.65% return. If the final level falls below the buffer, investors lose 1.1765% of principal for every 1% decline beyond the 15% buffer, with no minimum payment; the return can be zero.

The notes pay no interest and do not guarantee return of principal. They are unsecured obligations of MSFL, subject to the credit risk of MSFL and Morgan Stanley. The estimated value on the pricing date is $982.10 per note, below the $1,000 issue price due to issuing, selling, structuring and hedging costs and the rate Morgan Stanley is willing to pay.

Morgan Stanley Finance LLC is offering $303,000 of S&P 500®-linked Trigger Participation Securities, fully and unconditionally guaranteed by Morgan Stanley, at $1,000 per security. These unsecured notes pay no interest and expose investors to full principal at risk.

At maturity on January 21, 2028, if the S&P 500 final level exceeds the initial level of 7,457.69, holders receive principal plus 100% of index gains, capped at a maximum payment of $1,215 per security (121.50% of principal). If the final level is between the initial level and the downside threshold of 5,220.383 (70% of the initial level), investors receive only their $1,000 principal.

If the index closes below the downside threshold, repayment is reduced 1% for each 1% index decline, with no minimum payment; the investment could be lost entirely. The estimated value on the pricing date is $987.60 per security, below the issue price due to issuance, structuring and hedging costs. Returns depend on MSFL and Morgan Stanley credit, limited liquidity and uncertain tax treatment.

Morgan Stanley Finance LLC is offering Performance Leveraged Upside Securities (PLUS), principal-at-risk structured notes fully and unconditionally guaranteed by Morgan Stanley, with a stated principal of $1,000 per security and aggregate principal of $250,000, maturing on July 23, 2029. The notes pay no interest and do not guarantee any return of principal.

The payoff is based on the worst performing of three ETFs: Invesco QQQ Trust, Series 1, iShares Semiconductor ETF and State Street Technology Select Sector SPDR ETF. If each final level exceeds its initial level (QQQ $697.75, SOXX $524.10, XLK $176.50), investors receive principal plus a leveraged upside of 230% of the appreciation of the worst performer. If any underlier finishes at or below its initial level, repayment equals principal multiplied by the performance factor of the worst performer, with no minimum payment; losses are 1% of principal for each 1% decline, and the amount due can be zero. The estimated value on the pricing date is $970.30 per security, below the issue price, reflecting structuring and hedging costs and issuer economics. Payments are subject to Morgan Stanley’s credit risk, and liquidity may be limited.

Morgan Stanley Finance LLC is offering $1,290,000 of Contingent Income Memory Buffered Auto-Callable Securities, due July 22, 2031, linked to the S&P® U.S. Equity Momentum 40% VT 4% Decrement Index, fully and unconditionally guaranteed by Morgan Stanley. Each security has a $1,000 stated principal amount and issue price, with an estimated value on the pricing date of $899.30, reflecting embedded issuance, structuring and hedging costs and issuer credit spreads.

The notes pay a 12.35% per annum contingent coupon, only when the index closes at or above the coupon barrier of 1,024.68 (80% of the 1,280.85 initial level) on the relevant observation date; missed coupons may be paid later if the barrier is met (“memory” feature). The notes are auto-callable on scheduled redemption dates if the index is at or above the call threshold of 1,280.85 (100% of initial), returning principal plus due and unpaid coupons. If held to maturity and not called, investors receive full principal only if the final index level is at or above the buffer level of 1,088.723 (85% of initial). Below this buffer, repayment is reduced 1% for each 1% index decline beyond the 15% buffer, but not below a minimum payment of 15% of principal, meaning substantial loss of capital is possible. Payments depend on Morgan Stanley’s credit, and the issuer warns of limited or no secondary market, complex tax treatment and significant risks tied to the relatively new decrement index.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering $1,208,000 of Fixed Income Buffered Auto-Callable Securities due June 22, 2029, linked to the worst of the State Street SPDR S&P Metals & Mining ETF (XME) and the VanEck Gold Miners ETF (GDX). Each $1,000 note pays a fixed coupon at 7.00% per annum, regardless of underlier performance, until automatic early redemption or maturity. Starting January 19, 2027, the notes are automatically redeemed if on a determination date both ETFs close at or above 100% of their initial levels, returning principal plus the coupon. If held to maturity and both final levels are at or above their 83% buffer levels, investors receive full principal plus the final coupon; otherwise, principal is reduced 1% for each 1% decline of the worst underlier beyond the 17% buffer, but not below a 17% minimum payment of principal. The estimated value on the pricing date is $955 per security, and all payments are subject to Morgan Stanley’s credit risk.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering Contingent Income Auto-Callable Securities due July 20, 2029 linked to the Class A common stock of ServiceTitan, Inc. The notes have a stated principal amount of $1,000 per security and an aggregate principal amount of $775,000.

Investors may receive a contingent coupon at 26.25% per annum, paid only if on each observation date the ServiceTitan share price is at or above the coupon barrier of $45.60, which is 60% of the initial level of $76.00. The notes are auto-callable quarterly starting October 19, 2026 if the underlier closes at or above the call threshold of $76.00, paying principal plus the applicable coupon and terminating further payments.

If not redeemed early, and the final share price on July 17, 2029 is at or above the downside threshold of $45.60, investors receive full principal (plus any final coupon). If it is below this level, repayment equals principal multiplied by the performance factor (final level/initial level), resulting in a 1% loss of principal for each 1% decline in the stock, down to possible total loss. The estimated value on the pricing date is $950.70 per $1,000 note, reflecting issuance, selling, structuring and hedging costs. All payments are subject to the credit risk of MSFL and Morgan Stanley, and liquidity and tax risks, including potential U.S. withholding for non-U.S. holders, are highlighted.

Morgan Stanley Finance LLC is issuing principal-at-risk Contingent Income Memory Auto-Callable Securities due July 22, 2031, linked to the S&P® 500 Futures 40% Intraday 4% Decrement VT Index and fully guaranteed by Morgan Stanley. The securities have a stated principal amount and issue price of $1,000 per security, with an aggregate principal amount of $1,319,000.

Investors may receive a contingent coupon at 8.00% per annum, paid only if the index’s closing level on an observation date is at or above the coupon barrier level of 1,850.613 (55% of the initial level). The notes are subject to automatic early redemption from April 19, 2027 onward if the index is at or above the call threshold level of 2,742.271 (81.50% of the 3,364.75 initial level), in which case investors receive principal plus the contingent coupon and any unpaid coupons.

If not redeemed early and the final index level is at or above the downside threshold level of 1,850.613, investors receive principal plus any due coupons. If the final level is below that threshold, the maturity payment is $1,000 multiplied by the performance factor (final level / initial level), resulting in a loss of 1% of principal for each 1% index decline and potentially a zero return. The estimated value on the pricing date is $906.20 per security, and all payments are subject to Morgan Stanley’s credit risk.

Morgan Stanley Finance LLC is issuing Contingent Income Memory Auto-Callable Securities due July 20, 2029, fully and unconditionally guaranteed by Morgan Stanley, with $1,000 denomination and $740,000 aggregate principal. The notes are linked to the worst performing of Broadcom Inc., Capital One Financial Corporation and Shift4 Payments, Inc. common stocks and are principal-at-risk.

Investors may receive a 16.25% per annum contingent coupon, paid only if on each observation date all three underliers close at or above their coupon barrier levels, set at 50% of initial levels ($185.415 AVGO, $104.015 COF, $25.155 FOUR). Missed coupons can be paid later if the condition is met, but can be lost entirely. The notes are automatically called on scheduled dates if all underliers are at or above their 100% call thresholds (the initial levels), returning principal plus due and unpaid coupons.

If not called, at maturity investors receive principal back only if every underlier is at or above its downside threshold (50% of initial) or at least one is at or above its initial level. Otherwise, repayment is reduced 1% for every 1% decline of the worst performing underlier, potentially to zero. The estimated value on the pricing date is $921.30 per $1,000 note, and all payments depend on Morgan Stanley’s credit.

Morgan Stanley Finance LLC is issuing Contingent Income Buffered Auto-Callable Securities due July 20, 2028, linked to the worst performer of the Dow Jones Industrial Average and the State Street Technology Select Sector SPDR ETF, fully and unconditionally guaranteed by Morgan Stanley. Each security has a $1,000 stated principal amount, with an aggregate principal of $610,000, and an original issue price of $1,000 including costs and dealer commissions; the estimated value on the pricing date is $962.10 per security.

Investors may receive a contingent coupon at 7.65% per annum, payable only when on an observation date the closing level of both underliers is at or above their coupon barrier levels (80% of initial levels). The notes are auto-callable quarterly from July 20, 2027 if each underlier is at or above its call threshold (100% of initial level), in which case investors receive principal plus the applicable coupon and no further payments.

If not called, at maturity investors receive principal back only if the final level of each underlier is at or above its buffer level (75% of initial level). Otherwise, the payoff is reduced 1% for each 1% decline of the worst-performing underlier beyond the 25% buffer, subject to a minimum payment of 25% of principal, so a substantial loss of principal is possible. Investors do not participate in any upside of either underlier. The securities are unsecured obligations subject to the credit risk of MSFL and Morgan Stanley and may have limited or no secondary market liquidity. The U.S. tax treatment is uncertain, and non-U.S. investors may face 30% withholding on coupons.

Morgan Stanley Finance LLC is issuing Dual Directional Buffered PLUS notes linked to the S&P 500® Futures Excess Return Index, fully and unconditionally guaranteed by Morgan Stanley. The notes pay no interest and are principal-at-risk unsecured obligations.

Each security has a $1,000 stated principal amount, with a total offering of $100,000, maturing on July 24, 2029. At maturity, if the index is above the initial level of 596.71, investors receive principal plus 116% of the index gain. If the final level is at or below the initial level but at or above the buffer level of 80% of the initial level, investors receive a positive absolute return up to a 20% gain.

If the index falls below the buffer, investors lose 1% of principal for each 1% decline beyond the 20% buffer, subject to a minimum payment of 20% of principal. The estimated value on the pricing date is $956.50 per $1,000 note, reflecting issuance, structuring and hedging costs. All payments depend on Morgan Stanley’s credit, secondary market liquidity may be limited, and U.S. tax treatment is uncertain.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering $5,066,000 of Trigger Participation Securities linked to the S&P 500® Index, maturing on July 22, 2031. The notes pay no interest and are principal-at-risk unsecured obligations subject to Morgan Stanley’s credit.

At maturity, investors receive $1,000 plus 102.75% of any index gain if the final index value exceeds the initial level of 7,457.69. If the index is flat or down but at or above the trigger level of 6,339.037 (85% of the initial value), repayment is $1,000. If the index closes below the trigger, repayment is $1,000 multiplied by the index performance factor, creating a 1% principal loss for each 1% index decline, up to a total loss.

The issue price is $1,000 per security, while the estimated value on the pricing date is $952.90, reflecting embedded commissions, structuring and hedging costs. Dealer selling commissions total $30 per security plus a $5 structuring fee. Proceeds are used for general corporate purposes and related hedging activities.

Morgan Stanley Finance LLC is offering Enhanced Trigger Jump Securities due August 20, 2027, linked to the worst performer of the Nasdaq-100 Index®, Russell 2000® Index and S&P 500® Index, fully and unconditionally guaranteed by Morgan Stanley. Each security has a $1,000 stated principal amount and pays no interest.

At maturity, if the final level of each index is at or above its downside threshold (70% of its initial level), investors receive $1,000 plus a fixed upside payment of $120 per security, a 12% return, regardless of how much the indices rise above the thresholds. If any index ends below its downside threshold, the payout is $1,000 multiplied by the performance factor of the worst-performing index, producing a 1% loss of principal for each 1% decline of that index; the payment can be reduced to zero and there is no minimum payment.

The aggregate principal amount is $2,940,000, with an issue price of $1,000 per security and an estimated value on the pricing date of $987.10 per security, reflecting issuance, selling, structuring and hedging costs and the issuer’s funding rate. All payments are subject to the credit risk of Morgan Stanley Finance LLC and Morgan Stanley, and there may be limited or no secondary market liquidity.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering $700,000 of Contingent Income Memory Auto-Callable Securities linked to the S&P® 500 Futures 40% Intraday 4% Decrement VT Index. Each note has a $1,000 principal amount and matures on July 22, 2031, with principal at risk.

The notes pay a 14.00% per annum contingent coupon, only when the index’s closing level on an observation date is at or above the coupon barrier of 2,018.85 (60% of the initial level). Missed coupons can be paid later if the barrier is subsequently met. The notes are automatically called if the index is at or above the call threshold of 3,364.75 (100% of the initial level) on a redemption determination date, returning principal plus due coupons.

If not called, and the final index level is at or above the downside threshold of 2,018.85, investors receive full principal plus applicable coupons; if below, repayment is reduced one-for-one with the index decline, potentially to zero. The estimated value on the pricing date is $950.40 per note, below the $1,000 issue price, and all payments depend on Morgan Stanley’s credit.

Morgan Stanley Finance LLC is issuing structured notes called Trigger PLUS, linked to the S&P 500® Index and maturing on August 4, 2032, fully and unconditionally guaranteed by Morgan Stanley. The notes have a $1,000 stated principal amount and an aggregate principal amount of $7,098,000.

At maturity, if the S&P 500 final index value is above the initial level of 7,457.69, investors receive $1,000 plus 130% of the index percent increase, capped at a maximum payment of $1,850 per note (185%). If the index is at or below the initial level but at or above the trigger level of 6,339.037 (85% of initial), investors receive only the $1,000 principal. If the index closes below the trigger level, repayment is $1,000 multiplied by the index performance factor, creating a 1% loss of principal for each 1% index decline, and investors can lose their entire investment.

The notes pay no interest, will not be listed on any exchange, and all payments are subject to the credit risk of MSFL and Morgan Stanley. The issue price is $1,000, but the estimated value on the pricing date is $942.70, reflecting embedded costs, including a $30 sales commission and a $5 structuring fee per note. The product involves complex risks, including market volatility, limited liquidity, issuer credit risk, model-based valuation and uncertain tax treatment.

Morgan Stanley Finance LLC is issuing $9,242,230 of Trigger Autocallable Notes linked to the Nasdaq-100 Index®, fully and unconditionally guaranteed by Morgan Stanley. Each Security has a $10 issue price and a 5-year term to July 22, 2031, subject to quarterly automatic call after one year.

If on any quarterly Observation Date beginning July 26, 2027 the index closes at or above the Initial Level of 28,592.66, the notes are called and pay $10 plus a fixed Call Return based on a 10.88% per annum Call Return Rate (up to 54.40% on the final date). Investors do not participate in any index appreciation beyond these fixed amounts.

If the notes are not called and the Final Level is below the Initial Level but at or above the Downside Threshold of 21,444.495 (75% of the Initial Level), investors receive only the $10 principal. If the Final Level is below the Downside Threshold, repayment is $10 × (1 + Underlying Return), exposing holders to the full downside of the index and potentially a complete loss of principal. The notes pay no interest or dividends, have limited or no secondary market liquidity, and all payments are subject to the credit risk of MSFL and Morgan Stanley. The estimated value on the trade date is $9.685 per $10 Security, below the issue price due to selling, structuring and hedging costs.

Morgan Stanley Finance LLC is offering $738,000 of Performance Leveraged Upside Securities (PLUS), unsecured notes fully and unconditionally guaranteed by Morgan Stanley, linked to an equally weighted basket of ten U.S. and foreign stocks and maturing on August 11, 2027. Each PLUS has a $1,000 stated principal amount, pays no interest and provides 150% leveraged upside on basket gains, capped at a maximum payment of $1,430 (143% of principal). If the final basket value is at or below the initial basket value of 100, investors receive $1,000 multiplied by the basket performance factor, with no minimum payment, so the entire investment can be lost.

The basket holds ten equally weighted components, including Bloom Energy, EQT, Eaton, GE Vernova, NextEra Energy, Trane Technologies, Vertiv, Vistra, Williams and Exxon Mobil, with fixed multipliers set from their July 17, 2026 initial prices. The PLUS are not listed on any exchange; the estimated value on the pricing date is $956.70 per PLUS versus the $1,000 issue price, reflecting embedded issuing, structuring and hedging costs and dealer compensation. Commissions total $10 per PLUS plus a $5 structuring fee, and all payments are subject to Morgan Stanley’s credit risk.

Morgan Stanley Finance LLC is issuing $6,017,000 of Callable Contingent Income Securities due January 22, 2029, fully and unconditionally guaranteed by Morgan Stanley. These principal-at-risk notes are linked to the worst performer among the EURO STOXX 50® Index, the iShares® Russell 2000 Value ETF and the iShares® Expanded Tech-Software Sector ETF.

Investors may receive a contingent coupon at 11.30% per annum, paid only if on each observation date all three underliers are at or above their coupon barrier levels, set at 55% of their initial levels and equal to the downside thresholds. If the notes are not redeemed early and any underlier finishes below its downside threshold, principal is reduced one-for-one with the loss of the worst-performing underlier, potentially to zero. Early redemption can occur on scheduled redemption dates only if a risk neutral valuation model indicates it is economically rational for the issuer; redemption is not triggered mechanically by underlier performance.

The notes price at $1,000 per security, with an estimated value of $980.30, reflecting issuance, structuring and hedging costs borne by investors. All payments are subject to the credit risk of Morgan Stanley Finance LLC and Morgan Stanley, and secondary market liquidity is expected to be limited.

Morgan Stanley Finance LLC is offering $422,000 of Contingent Income Memory Auto-Callable Securities due July 20, 2028, linked to the common stock of Advanced Micro Devices, Inc., fully and unconditionally guaranteed by Morgan Stanley but with principal at risk.

Each $1,000 note pays a 24.00% per annum contingent coupon only if AMD’s closing level on an observation date is at or above the coupon barrier of $297.456 (60% of the $495.76 initial level); missed coupons may be paid later if the barrier is met. The notes auto-call at par plus due coupons if AMD is at or above 100% of the initial level on any redemption determination date. If held to maturity and not called, principal is repaid only if the final level is at or above the downside threshold of $297.456; otherwise, repayment is reduced in full proportion to AMD’s decline and can be zero. The estimated value is $950.40 per note, below the $1,000 issue price, reflecting issuing, selling, structuring and hedging costs, and all payments depend on Morgan Stanley’s credit.

Morgan Stanley Finance LLC is issuing Contingent Income Memory Auto-Callable Securities due July 20, 2029, linked to the Class A common stock of Meta Platforms, Inc., in an aggregate principal amount of $500,000. Each security has a stated principal amount and issue price of $1,000 and is fully and unconditionally guaranteed by Morgan Stanley, with all payments subject to their credit risk. The estimated value on the pricing date is $969.30 per security, reflecting issuance, structuring and hedging costs.

The notes pay a contingent coupon at 12.20% per annum on scheduled coupon dates only if Meta’s closing level on the related observation date is at or above the coupon barrier level of $387.606 (60% of the $646.01 initial level); missed coupons may be paid later if the barrier is subsequently met. The notes are subject to automatic early redemption on specified dates if Meta’s level is at or above the call threshold of $646.01 (100% of the initial level), in which case holders receive principal plus the relevant coupon and any unpaid coupons, and the notes terminate. At maturity, if not previously redeemed, holders receive full principal plus any due coupons only if Meta’s final level is at or above the downside threshold of $387.606; otherwise, repayment is reduced proportionally to Meta’s decline, with losses matching the percentage drop and the payment potentially reduced to zero.

Morgan Stanley Finance LLC is offering Contingent Income Memory Auto-Callable Securities due August 3, 2027, linked to the common stock of KLA Corporation and fully and unconditionally guaranteed by Morgan Stanley. Each security has a $1,000 stated principal amount, with a total offering of $1,000,000. The notes pay a contingent coupon at 39.20% per annum only if KLA’s closing share price on an observation date is at or above the coupon barrier level of $109.519, with unpaid coupons potentially paid later if the barrier is subsequently met.

The notes are subject to automatic early redemption if, on any redemption determination date, KLA closes at or above the call threshold of $219.038 (100% of the initial level), returning principal plus applicable coupons. If not called, and on the final observation date the stock is at or above the downside threshold of $109.519 (50% of the initial level), investors receive full principal plus any contingent coupon. If the final level is below the downside threshold, repayment is reduced 1% for each 1% decline in KLA from the initial level of $219.038, potentially to zero. The securities are unsecured, subject to Morgan Stanley’s credit risk, and their estimated value on the pricing date is $984.20 per $1,000 security.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering $3,315,000 aggregate principal amount of Jump Securities with an auto-callable feature due July 22, 2031, linked to a weighted basket of the S&P 500 Index, Russell 2000 Index, iShares MSCI EAFE ETF and iShares MSCI Emerging Markets ETF.

The notes have a $1,000 stated principal amount, no coupons and put principal at risk. They auto-redeem on July 23, 2027 for $1,090 per security if the basket level is at or above 100% of its initial level. If held to maturity, investors receive principal plus 171% of any basket appreciation; principal only if the final level is between 65% and 100% of the initial level; and a proportional loss of 1% of principal for each 1% basket decline below 65%, potentially to zero. The estimated value on the pricing date is $977.30 per security, below the issue price, and secondary market liquidity and tax treatment are subject to significant uncertainties.

Morgan Stanley Finance LLC is issuing $1,500,000 of Dual Directional Trigger Jump Securities, each with a $1,000 principal amount, linked to the EURO STOXX 50® Index and fully and unconditionally guaranteed by Morgan Stanley. These principal-at-risk structured notes pay no interest and do not guarantee repayment of principal.

At maturity in July 2031, if the index final level is at or above the initial level of 6,230.87, investors receive $1,000 plus the greater of the index gain or a fixed $510 upside payment (51%). If the index is below the initial level but at or above the downside threshold of 4,673.153 (75% of initial), investors receive $1,000 plus a positive return equal to the absolute index decline, capped at a 25% gain. If the index finishes below the downside threshold, repayment is $1,000 × (final level / initial level), implying a 1% loss of principal for each 1% index decline and no minimum payment. The estimated value on the pricing date is $952.60 per security, below the issue price, reflecting structuring, hedging and distribution costs and the issuer’s lower funding rate. Agent commissions are $33.50 per security, and all payments are subject to the credit risk of Morgan Stanley Finance LLC and Morgan Stanley.

Morgan Stanley Finance LLC is issuing Auto-Callable Trigger PLUS notes linked to the EURO STOXX 50® Index, fully and unconditionally guaranteed by Morgan Stanley. The offering size is $28,025,000, at $1,000 stated principal amount per security, maturing on August 5, 2031.

The notes pay no interest and do not guarantee principal. They are automatically redeemed if, on the July 26, 2027 determination date, the index closes at or above the initial index value of 6,230.87, for an early redemption payment of $1,173.60 per $1,000 security. If not called, at maturity investors receive $1,000 plus 150% of any index gain; $1,000 if the final index value is between the initial level and the downside threshold of 4,984.696 (80% of initial); or $1,000 multiplied by index performance if below the threshold, which can result in a substantial or total loss.

The estimated value on the pricing date is $955.80 per security, below the issue price due to embedded costs, including $27.50 sales commissions and a $5 structuring fee per security. All payments are subject to the credit risk of Morgan Stanley Finance LLC and Morgan Stanley.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is issuing contingent income memory auto-callable securities due July 20, 2028, linked to the Class A subordinate voting shares of Shopify Inc. The aggregate offering is $122,000, at $1,000 stated principal amount per security.

Investors may receive a 20.00% per annum contingent coupon, payable only if Shopify’s closing level on an observation date is at or above the coupon barrier of $74.136 (60% of the initial level), with unpaid coupons potentially paid later if the barrier is met. The notes are automatically redeemed at par plus due and unpaid coupons if, on any redemption determination date from January 19, 2027 onward, Shopify closes at or above the call threshold of $123.56 (100% of the initial level).

If not redeemed early, principal is repaid at maturity only if the final level is at or above the downside threshold of $74.136; otherwise, repayment is reduced 1% for each 1% decline in the underlier, potentially to zero. The estimated value on the pricing date is $958.30 per security, below the issue price, reflecting issuance, selling, structuring and hedging costs. All payments are subject to the credit risk of MSFL and Morgan Stanley.

Morgan Stanley Finance LLC is offering Callable Contingent Income Securities due July 20, 2029, fully and unconditionally guaranteed by Morgan Stanley, with a stated principal amount of $1,000 per security and an aggregate principal amount of $11,534,000. These principal-at-risk notes are linked to the worst performer of the Nasdaq-100 Index, the Russell 2000 Index and the VanEck Semiconductor ETF.

The securities pay a contingent coupon at 20.30% per annum, but only if on each observation date the closing level of every underlier is at or above its coupon barrier, set at 60% of the initial level for each underlier. If any underlier is below its barrier on an observation date, no coupon is paid for that period. From January 22, 2027 onward, the issuer may redeem the notes early on specified monthly dates if a risk neutral valuation model indicates it is economically rational for Morgan Stanley to do so, paying principal plus any due coupon, after which no further payments are made.

If the notes are not redeemed early and on the final observation date each underlier is at or above its downside threshold level (also 60% of initial), investors receive the full principal plus any final contingent coupon. If any underlier finishes below its downside threshold, repayment is reduced in proportion to the decline of the worst-performing underlier, potentially to zero. The estimated value on the pricing date is $980.30 per security, below the $1,000 issue price, reflecting issuance, structuring and hedging costs. All payments are subject to the credit risk of Morgan Stanley Finance LLC and Morgan Stanley.

Morgan Stanley Finance LLC is offering digital basket-linked notes, fully and unconditionally guaranteed by Morgan Stanley, with a $1,000 face amount per note and no interest payments. The notes are principal-at-risk, unsecured obligations under the Series A Global Medium-Term Notes program.

Repayment at maturity, expected about 47–50 months after the trade date, depends on a weighted equity basket: EURO STOXX 50® (40%), TOPIX (25%), FTSE® 100 (17%), Swiss Market Index® (11%) and S&P®/ASX 200 (7%). If the basket return is positive or zero, investors receive the greater of a Threshold Settlement Amount expected between $1,396.70 and $1,465.50 per $1,000 or $1,000 plus the basket return. If the basket return is negative, investors receive $1,000 plus the basket return and can lose some or all principal.

The price to the public is $1,000 per note, including an agent’s commission of $42.60, for issuer proceeds of $957.40 per note. The estimated value on the trade date is about $945.20, reflecting issuance, structuring and hedging costs and Morgan Stanley’s internal funding rate. The notes will not be listed, secondary liquidity may be limited, and all payments are subject to the credit risk of Morgan Stanley Finance LLC and Morgan Stanley.

Morgan Stanley Finance LLC is issuing Contingent Income Memory Buffered Auto-Callable Securities due August 4, 2027, linked to the common stock of Amazon.com, Inc., fully and unconditionally guaranteed by Morgan Stanley. Each security has a $1,000 stated principal amount, issue price of $1,000 and an aggregate principal amount of $8,284,000. The securities are principal-at-risk notes and are unsecured obligations subject to Morgan Stanley’s and MSFL’s credit risk.

Holders may receive a contingent coupon at 19.16% per annum, payable on scheduled coupon dates only if the Amazon stock closing level is at or above the coupon barrier level of $210.146 (85% of the initial level of $247.23) on the related observation date. Unpaid coupons may be “remembered” and paid later if a subsequent observation meets the barrier, but can be lost entirely if the barrier is never met. The notes are automatically callable on specified redemption determination dates starting October 30, 2026 if the stock closes at or above the call threshold level of $247.23, for repayment of principal plus the current and any previously unpaid coupons.

If not called, at maturity investors receive principal back only if the final level is at or above the buffer level of $210.146. Below this buffer, repayment is reduced by 1.1765% for each 1% decline in the underlier beyond the 15% buffer, with no minimum payment at maturity, so the investment could result in a total loss. The estimated value on the pricing date is $984.60 per security, below the $1,000 issue price, reflecting issuance, selling, structuring and hedging costs.

Morgan Stanley Finance LLC is offering Callable Contingent Income Securities due August 3, 2028, fully and unconditionally guaranteed by Morgan Stanley. These principal-at-risk notes are linked to the worst performing of the Nasdaq-100® Technology Sector Index℠, the Russell 2000® Index and the State Street® Industrial Select Sector SPDR® ETF.

Investors may receive a contingent coupon at 13.15% per annum, paid only if on each observation date all three underliers are at or above their respective coupon barrier levels, set at 70% of initial levels. The notes are callable in whole, but not in part, on scheduled redemption dates beginning February 3, 2027 if a specified risk neutral valuation model indicates early redemption is economically rational for the issuer. If held to maturity and every underlier finishes at or above its downside threshold (also 70% of initial), investors receive the $1,000 stated principal plus any final coupon; otherwise, the maturity payment is reduced 1% for each 1% decline in the worst-performing underlier, potentially to zero. The estimated value on the pricing date is approximately $979 per $1,000, and all payments are subject to the credit risk of Morgan Stanley Finance LLC and Morgan Stanley.

Morgan Stanley Finance LLC is offering $290,000 of Contingent Income Auto-Callable Securities linked to Western Digital Corporation common stock, fully and unconditionally guaranteed by Morgan Stanley. These principal-at-risk notes have a stated principal amount and issue price of $1,000 per security.

Investors may receive a contingent coupon at 56.85% per annum, payable only if on each observation date the Western Digital share price is at or above the coupon barrier level of $286.332 (60% of the initial level of $477.22). The notes are automatically redeemed at par plus the contingent coupon if on any redemption determination date the stock closes at or above the $477.22 call threshold.

If not called and the final stock level is at or above the downside threshold of $286.332, investors receive principal back (plus any final coupon). If the final level is below this threshold, repayment is reduced in full proportion to the stock’s decline and may be zero. The estimated value on the pricing date is $954.80 per security, below the issue price due to embedded costs, and all payments are subject to Morgan Stanley’s credit and limited secondary-market liquidity.

Morgan Stanley Finance LLC is offering $500,000 of Contingent Income Memory Auto-Callable Securities, at $1,000 per security, linked to the common stock of Alaska Air Group, Inc., fully and unconditionally guaranteed by Morgan Stanley, with principal at risk.

The securities pay a 30.32% per annum contingent coupon only if the stock’s closing level on an observation date is at or above the coupon barrier level of $30.953. They are automatically redeemed if, on specified redemption determination dates starting October 29, 2026, the stock closes at or above the call threshold level of $47.62, paying principal plus the current and any previously unpaid contingent coupons.

If not redeemed early, and on the July 29, 2027 final observation date the stock is at or above the downside threshold level of $30.953, investors receive principal plus any contingent coupon due. If the final level is below the downside threshold, repayment is reduced in proportion to the stock’s decline, potentially to zero. The estimated value on the pricing date is $982.40 per security, reflecting issuance, structuring and hedging costs and the issuer’s credit spreads.