MORGAN STANLEY 424B Filings

Morgan Stanley Finance LLC is issuing $800,000 of Jump Securities with an auto-callable feature due July 18, 2029, fully and unconditionally guaranteed by Morgan Stanley. Each security has a $1,000 stated principal amount and is linked to the worst performing of the S&P 500 Index and the S&P 500 Equal Weight Index.

The notes pay no interest and do not guarantee principal. They are automatically redeemed on specified determination dates if the closing level of each index is at or above its call threshold (100% of its initial level), for early redemption payments implying about 9.65% per annum. If held to maturity and both final index levels are at or above their downside thresholds (80% of initial levels), investors receive $1,289.50 per security.

If at maturity either index is below its downside threshold, repayment is reduced dollar-for-dollar with the decline of the worst performing index, and the payout can fall to zero. The estimated value on the pricing date is $973.10 per security, reflecting issuance, structuring and hedging costs. All payments are subject to Morgan Stanley’s and MSFL’s credit risk, and the issuer highlights limited liquidity, valuation uncertainty, tax uncertainty and multiple conflicts of interest.

Morgan Stanley Finance LLC is offering Contingent Income Auto-Callable Securities due July 20, 2028 linked to the common stock of NVIDIA Corporation, fully and unconditionally guaranteed by Morgan Stanley. The aggregate principal amount is $2,101,000 at an issue price of $1,000 per security, with principal at risk.

The notes pay a contingent coupon at 13.90% per annum, but only if on each observation date NVIDIA’s closing level is at or above the coupon barrier level of $121.686, which is also the downside threshold level, set at 60% of the initial level of $202.81. The securities are auto-callable: if on any redemption determination date the stock closes at or above the call threshold level of $202.81, investors receive the stated principal plus the applicable contingent coupon and no further payments.

If the securities are not redeemed early and the final level is at or above the downside threshold, investors receive principal back (plus any final contingent coupon, if payable). If the final level is below the downside threshold, repayment is reduced in proportion to the stock’s decline, and the payment at maturity can be significantly less than principal and could be zero. The estimated value on the pricing date is $971.30 per security, reflecting issuing, selling, structuring and hedging costs borne by investors. 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 offering Trigger Autocallable Notes linked to the S&P 500 Index, maturing on July 27, 2028. Each note has a $10 principal amount and a term of about two years, with quarterly observation dates beginning August 2, 2027.

If on any observation date the S&P 500 closes at or above the initial level, the notes are automatically called and pay $10 plus a fixed call return based on a per-annum Call Return Rate of 9.00% to 9.55%, ending further payments. If not called and the final index level is below the initial level but at or above 75% of the initial level (the downside threshold), investors receive only the $10 principal.

If the final level is below the downside threshold, repayment equals $10 × (1 + Underlying Return), exposing investors to the full decline of the index and potentially a complete loss of principal. The notes pay no interest, do not participate in any index appreciation beyond the fixed call returns, and are unsecured obligations subject to the credit risk of MSFL and Morgan Stanley. The estimated value on the trade date is approximately $9.733 per $10 note, reflecting issuance, structuring and hedging costs and potentially lower secondary market prices.

Morgan Stanley Finance LLC is offering Jump Securities with an auto-call feature linked to the Nasdaq-100 Index®, fully and unconditionally guaranteed by Morgan Stanley. Each note has a stated principal amount and issue price of $1,000, with an aggregate principal amount of $1,783,000. The notes pay no interest and principal is at risk.

The notes are automatically redeemed on July 23, 2027 if, on July 20, 2027, the index is at or above the call threshold level of 28,592.66, for an early redemption payment of $1,125.50 per note. If not called, at maturity on July 20, 2029 holders receive upside exposure at a 200% participation rate if the final index level exceeds the initial level of 28,592.66, return of principal if the final level is between the initial level and the downside threshold of 20,014.862, and a loss of 1% of principal for each 1% decline in the index below that threshold, potentially down to zero.

The estimated value on the pricing date is $985.40 per note, below the issue price due to structuring, hedging and distribution costs borne by investors. The securities are unsecured obligations subject to the credit risk of both MSFL and Morgan Stanley, may have limited or no secondary market liquidity, and carry complex tax and regulatory considerations.

Morgan Stanley Finance LLC is offering Enhanced Dual Directional Buffered Jump Securities linked to the S&P 500 Index, maturing October 13, 2027, in an aggregate principal amount of $324,000. Each security has a $1,000 stated principal amount and pays no interest.

At maturity, if the S&P 500 final level is at or above the initial level of 7,457.69, holders receive principal plus a fixed digital payment of $67.50 per security (6.75%). If the index is between the digital threshold level 6,954.296 (93.25% of initial) and the initial level, investors receive principal, the digital payment and an additional positive return based on the absolute underlier return, capped at a 13.50% gain. If the index is between the buffer level 5,966.152 (80% of initial) and the digital threshold, investors participate 100% in the absolute decline, up to a 20% maximum gain.

Below the buffer level, investors lose 1% of principal for each 1% index decline beyond the 20% buffer, subject to a minimum payment at maturity of 20% of principal. The estimated value on the pricing date is $986.30 per $1,000 security, reflecting embedded costs. The notes are unsecured obligations of MSFL, fully and unconditionally guaranteed by Morgan Stanley, and are subject to the issuers’ credit risk.

Morgan Stanley Finance LLC is offering Enhanced Trigger Jump Securities linked to the S&P 500 Index, fully and unconditionally guaranteed by Morgan Stanley. The notes have a $1,000 stated principal amount per security, an aggregate principal amount of $2,482,000, and mature on August 4, 2027.

The securities pay no interest and do not guarantee any return of principal. If the S&P 500 final level on the July 30, 2027 observation date is at or above the downside threshold of 5,966.152 (80% of the 7,457.69 initial level), holders receive $1,000 plus a fixed upside payment of $84.70 per security, regardless of how much the index has risen. If the final level is below the threshold, repayment is $1,000 multiplied by the index performance factor, producing a 1% loss of principal for each 1% index decline, with no minimum payment and the potential for total loss.

The issue price is $1,000 per security, including selling, structuring and hedging costs; the estimated value on the pricing date is $982.90. Morgan Stanley & Co. acts as agent with up to $10 in fees per $1,000 security. All payments depend on the credit of Morgan Stanley Finance LLC and Morgan Stanley, and the issuer highlights limited liquidity, valuation, and U.S. tax uncertainties, including treatment as prepaid financial contracts and potential future changes in tax law.

Morgan Stanley Finance LLC is offering Callable Contingent Income Securities due January 21, 2028, fully and unconditionally guaranteed by Morgan Stanley, with principal at risk. The notes are linked to the worst performing of the Dow Jones Industrial Average℠, Nasdaq-100® Technology Sector Index℠ and Russell 2000® Index.

Each security has a $1,000 stated principal amount, with an aggregate principal of $4,321,000, and pays a 12.30% per annum contingent coupon only if on an observation date the closing level of each index is at or above its coupon barrier (70% of its initial level). The same 70% levels act as downside thresholds at maturity; if any final index level is below its threshold, investors lose 1% of principal for every 1% decline of the worst performing index, potentially down to zero.

Beginning April 22, 2027, the issuer may redeem the notes on specified monthly dates at par plus any due coupon if a risk neutral valuation model indicates early redemption is economically rational for Morgan Stanley. The estimated value on the pricing date is $980.20 per $1,000 note, reflecting structuring and hedging costs, and all payments are subject to Morgan Stanley’s credit risk.

Morgan Stanley Finance LLC is offering Callable Contingent Income Buffered Securities, fully and unconditionally guaranteed by Morgan Stanley, with a maturity on July 23, 2027. The notes are linked to the worst performer of the SPDR Gold Trust (GLD), VanEck Gold Miners ETF (GDX) and VanEck Junior Gold Miners ETF (GDXJ) and are issued in $1,000 denominations, totaling $10,447,000.

Investors may receive a 16.50% per annum contingent coupon, payable only when on each observation date all three underliers close at or above their coupon barrier levels, set at 75% of their initial levels. Beginning January 22, 2027, the notes are callable in whole on specified dates if a risk neutral valuation model indicates early redemption is economically rational for the issuer.

If not redeemed early, principal is repaid at maturity only if each underlier’s final level is at or above its 25% buffer level. If any underlier finishes below its buffer, repayment is reduced by 1.3333% of principal for each 1% decline of the worst performer beyond the buffer, potentially to zero. The estimated value on the pricing date is $972.90 per $1,000 note, and all payments are subject to Morgan Stanley’s credit risk.

Morgan Stanley Finance LLC is offering $840,000 of Enhanced Buffered Jump Securities with Downside Factor, linked to the capital stock of International Business Machines Corporation and fully and unconditionally guaranteed by Morgan Stanley. The notes are issued at $1,000 per security, pay no interest and do not guarantee any return of principal.

At maturity on August 3, 2027, if IBM’s final stock level is at or above the 75% buffer level, holders receive the stated principal plus a fixed upside payment of $191.70 per security (a 19.17% return), regardless of how much the stock has risen. If the final level is below the buffer, investors lose 1.3333% of principal for every 1% decline beyond the 25% buffer, with no minimum payment; the entire investment can be lost.

The initial level is $219.05 and the buffer level is $164.288. The estimated value on the pricing date is $984.50 per security, below the issue price, reflecting issuing, selling, structuring and hedging costs. The securities are unsecured obligations subject to Morgan Stanley’s credit risk, may have limited or no secondary market liquidity, involve complex U.S. tax treatment and are not equivalent to owning IBM stock.

Morgan Stanley Finance LLC prices a primary offering of callable, principal-at-risk notes linked to the worst performing of the Russell 2000® Index, the XLV Fund and the XLK Fund.

The securities have a stated principal amount of $1,000 per security, an aggregate principal amount of $1,233,000, a contingent annual coupon of 12.00%, a pricing/strike date of July 6, 2026, and a maturity date of April 11, 2028. Coupons are payable only if each underlier meets its coupon barrier on observation dates; principal is at risk if the worst performing underlier is below its 60% downside threshold at final observation.

Morgan Stanley Finance LLC priced Structured Investments — Enhanced Buffered Jump Securities linked to the Nasdaq-100 Index® due July 20, 2027. The notes have a $1,000 stated principal amount, $109 fixed upside payment at maturity if the final level is at or above the 85% buffer level, and a downside factor of 1.1765 for losses beyond a 15% buffer. Payments are unsecured obligations of MSFL and fully guaranteed by Morgan Stanley; all payments remain subject to Morgan Stanley's credit risk.

The offering's aggregate principal is $500,000, the issue price is $1,000 per security, estimated value on the pricing date was $985. Secondary market liquidity may be limited and there is no minimum payment at maturity.

Morgan Stanley Finance LLC priced a structured, market-linked note offering: $200,000 aggregate principal of notes due July 10, 2031 that are fully and unconditionally guaranteed by Morgan Stanley. Each note has a $1,000 stated principal amount and an original issue price of $1,000.

The notes pay no interest and provide a contingent payoff at maturity based on the performance of a 10-stock basket. If the final level exceeds the initial level, investors receive principal plus an upside payment equal to the stated principal amount multiplied by a 112% participation rate times the underlier percent change; otherwise investors receive only the stated principal amount. The pricing and observation dates are July 6, 2026 and July 7, 2031, respectively.

Morgan Stanley Finance LLC priced $1,890,000 of Principal-at-Risk securities linked to Micron Technology, Inc. The securities have a stated principal amount of $1,000 per security and mature on July 20, 2027, fully and unconditionally guaranteed by Morgan Stanley. Payment at maturity depends on the final level (arithmetic average on specified final averaging dates). If the final level is greater than or equal to the buffer level (60% of the initial level), each security pays the stated principal plus an $380.30 upside payment (a 38.03% return). If the final level is below the buffer level, investors lose 1.6667% of principal for every 1% decline beyond the 40% buffer; there is no minimum payment and investors could lose their entire investment. The initial estimated value on the pricing date was $975.80 per security; the issue price was $1,000 per security with agent fees of $10 per security.

Morgan Stanley Finance LLC is offering Principal-at-Risk securities linked to NVIDIA Corporation common stock with a stated principal of $1,000 per security and an aggregate principal amount of $837,000. The notes pay a contingent coupon at an annual rate of 7.50% only if the underlier meets the coupon barrier on observation dates and may be automatically redeemed early if the underlier meets the call threshold on specified redemption determination dates. At maturity, if not redeemed early, investors receive principal only if the final level is at or above the buffer level of $136.885 (70% of the initial level); otherwise, losses apply beyond the 30% buffer, subject to a minimum payment of 30% of principal. All payments are subject to the issuer's and guarantor's credit risk.

Morgan Stanley Finance LLC is offering Principal at Risk securities due July 11, 2029 linked to the worst performing of the Dow Jones Industrial, Nasdaq-100 and Russell 2000 indices. The securities have a $1,000 stated principal amount and an issue price of $1,000 per security; the estimated value on the pricing date was $989.10.

The notes pay a contingent coupon at an annual rate of 12.30% only if the closing level of each underlier is at or above its coupon barrier (set at 70% of the initial level) on each observation date. If any underlier is below its downside threshold (also 70% of initial level) at maturity, investors lose principal proportional to the worst performing underlier. The issuer may redeem early on scheduled redemption dates if a risk neutral valuation model indicates redemption is economically rational.

Morgan Stanley Finance LLC offers Principal-at-Risk market-linked securities due July 11, 2029 with a face amount of $1,000 per security. The offering’s total price to public is $1,125,000 and the estimated value per security on the pricing date is $963.40. The securities are auto-callable on July 9, 2027 for a call payment of $1,180 (an 18.00% call premium). If not called, maturity payoffs depend on the lowest-performing underlying (Nasdaq-100, S&P 500, Dow Jones Industrial) with a 150% participation rate in positive performance and a 75% threshold (losses greater than 25% are possible). Payments are fully subject to issuer credit risk and complex features and tax treatment are described in the accompanying supplements.

Morgan Stanley Finance LLC is offering Principal at Risk securities (stated principal $1,000 per security) due July 11, 2030, fully and unconditionally guaranteed by Morgan Stanley. The securities pay a contingent coupon of 10.25% per annum on each coupon payment date only if the closing level of each of three underliers is at or above its coupon barrier on the related observation date. The underliers are the Nasdaq-100® Technology Sector Index (NDXT), the Dow Jones Industrial Average (INDU) and the Russell 2000® Index (RTY).

If, at maturity, the final level of every underlier is at or above its downside threshold (each set at 70% of its initial level), investors receive the stated principal; otherwise the maturity payment equals the stated principal multiplied by the performance factor of the worst performing underlier, exposing investors to loss of principal, potentially down to zero. The offering aggregates $585,000; the estimated value on the pricing date was $989.10.

Morgan Stanley Finance LLC is offering Principal at Risk structured notes linked to the common stock of Micron Technology, Inc. The offering totals $6,515,000 in aggregate principal, with a stated principal amount of $1,000 per security and an original issue price of $1,000 per security. Each security pays no interest and at maturity will either return the stated principal plus a fixed $444.90 upside payment if the final level is at or above the downside threshold, or pay an amount equal to the stated principal multiplied by the final/initial level if the final level is below the downside threshold (initial level $975.56, downside threshold $487.78). The securities are unsecured obligations of MSFL and fully guaranteed by Morgan Stanley; all payments are subject to issuer credit risk. The estimated value on the pricing date was $974.10 per security; commissions and fees reduce proceeds to the issuer as disclosed.

Morgan Stanley Finance LLC is offering principal-at-risk structured notes linked to the Invesco QQQ Trust, Series 1, due August 3, 2029. Each security has a $1,000 stated principal amount and does not pay interest. The securities provide a 10% buffer: if the final level on the observation date is at or above 90% of the initial level, investors receive the stated principal; above the initial level investors participate 100% in upside subject to a $1,510 maximum payment at maturity. If the final level is below the buffer, investors incur losses equal to the underlier’s decline beyond the buffer, with a minimum payment of 10% of principal. Payments are unsecured obligations of MSFL and are fully guaranteed by Morgan Stanley; all payments are subject to Morgan Stanley’s credit risk. Pricing and estimated value (approximately $950.80 on the pricing date) are model-driven and include issuing, structuring and hedging costs borne by purchasers.

Morgan Stanley Finance LLC is offering structured, auto-callable Variable Income Notes due July 31, 2031 linked to the worst performing of Broadcom, Meta Platforms (Class A), Oracle and Alphabet (Class C). Each note has a $1,000 stated principal and an issue price of $1,000; estimated value on the pricing date is approximately $937. The notes pay a variable coupon of either 10.25% (higher coupon) or 0.25% (lower coupon) per annum and are automatically redeemable starting after the first redemption determination date on July 29, 2027, subject to the stated call thresholds and observation dates.

Morgan Stanley Finance LLC priced a preliminary offering of Structured Investments — Buffered Jump Securities due July 20, 2029, fully and unconditionally guaranteed by Morgan Stanley. The securities have a $1,000 stated principal amount and an original issue price of $1,000 per security; the estimated value on the pricing date is approximately $967.80 per security.

The notes pay no regular interest, include an automatic early‑redemption feature tied to the basket underlier (call threshold 100), and offer fixed early redemption payments of $1,120 (first call) and $1,240 (second call). At maturity investors receive either principal plus the greater of an $80 upside payment or participation (participation rate 100%) of underlier appreciation, full principal if the final level is at or above the buffer level (90%), or a reduced payment reflecting losses beyond the 10% buffer (minimum payment at maturity 10% of principal).

Morgan Stanley Finance LLC is offering principal-at-risk, callable contingent income memory-buffered securities linked to the worst performing of the Dow Jones Industrial, Nasdaq-100® Equal Weighted and the Russell 2000 Futures Excess Return indices. Each security has a stated principal amount of $1,000, a contingent coupon rate of 10.00% per annum, a 25% buffer and a downside factor of 1.3333. The securities pay coupons only if all three underliers are at or above their coupon barrier levels on observation dates, may be called early based on a risk neutral valuation model, and at maturity repay principal only if the final level of each underlier is at or above its buffer level; otherwise investors suffer leveraged losses tied to the worst performing underlier. All payments are subject to the issuer’s and guarantor’s credit risk.

The Pricing Supplement describes Principal at Risk Contingent Income Memory Securities issued by Morgan Stanley Finance LLC and fully guaranteed by Morgan Stanley. Each security has a stated principal amount of $1,000 and an original issue price of $1,000. The securities pay a contingent coupon at an annual rate of 16.95% only if the closing level of each underlying stock meets or exceeds its coupon barrier on each observation date. At maturity on July 31, 2029, if every underlier is at or above its downside threshold (each set at 50% of its initial level), investors receive the stated principal; otherwise the maturity payment equals $1,000 multiplied by the performance factor of the worst performing underlier, which can result in a significant loss of principal, possibly to zero.

The securities reference three underliers: NextEra Energy (NEE), Netflix (NFLX) and Palantir (PLTR). The estimated value on the pricing date is approximately $962.70 per security. All payments are subject to Morgan Stanley credit risk; secondary market liquidity may be limited and fees and structuring costs are included in the issue price.

Morgan Stanley Finance LLC is offering principal‑at‑risk structured notes due September 3, 2027 that are fully and unconditionally guaranteed by Morgan Stanley. The notes pay no interest, return a fixed $98 upside payment if the worst performing underlier is at or above its downside threshold, and otherwise return an amount tied to the percentage performance of the worst performing underlier (which could result in a total loss of principal). The notes reference the Russell 2000® Index and the S&P 500® Index, use a 70% downside threshold, have a strike/ pricing date of July 31, 2026, an observation date of August 31, 2027, and mature on September 3, 2027. All payments are subject to Morgan Stanley’s credit risk; estimated value on the pricing date is approximately $989.50 per security.

Morgan Stanley Finance LLC is offering structured, contingent-income auto-callable notes due July 31, 2031 with a stated principal amount of $1,000 per note. The notes pay a contingent coupon of 10.25% per annum on each coupon payment date only if the closing level of each underlying stock is at or above its coupon barrier (80% of initial level) on the related observation date. The notes are linked to the worst-performing of four underliers (ARM ADS, Marvell, Oracle, Palantir) and are subject to automatic early redemption if on any redemption determination date each underlier is at or above its call threshold (85% of initial level). Estimated value on the pricing date is approximately $934.20 per note. All payments are unsecured obligations of MSFL and fully guaranteed by Morgan Stanley and are subject to issuer credit risk.

Morgan Stanley Finance LLC is offering Structured Investments Step-Down Jump Securities with an Auto-Callable feature, fully and unconditionally guaranteed by Morgan Stanley. The securities are issued in $1,000 denominations with an original issue price of $1,000 per security and an estimated value on the pricing date of approximately $942.10 per security. The securities reference the S&P® 500 Futures 40% Intraday 4% Decrement VT Index, have a strike/pricing date of July 10, 2026, an original issue date of July 15, 2026 and a maturity date of July 15, 2031.

Automatic early redemption may occur on scheduled determination dates beginning July 19, 2027 if the closing level of the underlier meets or exceeds the applicable call threshold; early redemption payments are fixed per schedule (for example, $1,176.00 per security on the first determination/early redemption date in the illustrative schedule). If not redeemed, payment at maturity is either a fixed positive amount (illustratively $1,880.00 if the final level is at or above the downside threshold) or a principal-linked payment equal to the stated principal multiplied by the performance factor (final level/initial level), which could result in losses equal to the underlier’s decline (the downside threshold is 60% of the initial level). All payments are subject to MSFL's and Morgan Stanley's credit risk.

Morgan Stanley Finance LLC offers contingent income buffered auto-callable notes due July 25, 2029. These notes, fully and unconditionally guaranteed by Morgan Stanley, are principal‑at‑risk securities linked to the worst performing of the EURO STOXX 50, the S&P 500 Equal Weight Index and the State Street Utilities Select Sector SPDR ETF (XLU).

The notes have a stated principal amount of $1,000 per security, an annual contingent coupon of 7.60% payable only when all three underliers are at or above their coupon barrier levels on observation dates, an automatic early‑redemption feature beginning with a first redemption determination date of January 20, 2027, a buffer amount of 15% and a minimum payment at maturity of 15% of principal. If the final level of the worst performing underlier is below its buffer level, the payment at maturity equals principal × (performance factor of the worst performing underlier + buffer amount), exposing investors to losses beyond the buffer. All payments are subject to Morgan Stanley's credit risk.

Morgan Stanley Finance LLC is offering principal‑at‑risk, auto‑callable securities linked to the S&P 500® Index with a stated principal amount of $1,000 per security. The securities may automatically redeem on specific determination dates beginning July 23, 2027, with fixed early redemption payments shown for each date. If not called, investors receive $1,573.00 at maturity when the final level is at or above the call threshold; if the final level is below the threshold, payment equals $1,000 × (final level / initial level), exposing investors to full downside and possible loss of principal. All payments are subject to Morgan Stanley's credit risk. Estimated value on the pricing date is approximately $979.80 per security.

Morgan Stanley Finance LLC priced structured, principal-at-risk notes with automatic early redemption and a final maturity of July 22, 2031. Each security has a stated principal amount of $1,000 and an estimated value on the pricing date of approximately $955.60. The notes reference the S&P 500 Futures 40% Intraday 4% Decrement VT Index, include a 4% per annum decrement to the index level, a call threshold equal to 90% of the initial level and a downside threshold equal to 60% of the initial level. Automatic early redemption can occur on scheduled determination dates beginning January 19, 2027, with fixed early redemption payments shown in the pricing table. If not called and the final level is at or above the call threshold, maturity pays $2,025.00 per security; if between thresholds, the principal is returned; if below the downside threshold, investors lose in proportion to the index decline. All payments are unsecured and subject to Morgan Stanley and MSFL credit risk.

Morgan Stanley Finance LLC is offering principal-at-risk, fixed-income auto-callable securities due July 21, 2031, fully and unconditionally guaranteed by Morgan Stanley. Each security has a stated principal amount of $1,000 and an issue price of $1,000. The securities pay a fixed annual coupon of 8.00% monthly, are callable beginning on July 16, 2027, and observe the underlier on July 16, 2031 for final payment.

If not called, maturity payment depends on the final level of the S&P® 500 Futures 40% Intraday 4% Decrement VT Index relative to a downside threshold equal to 60% of the initial level; if the final level is below that threshold, investors lose 1% of principal for each 1% decline in the underlier and could lose their entire principal. The document states an estimated value on the pricing date of approximately $913.70 per security.

Morgan Stanley Finance LLC offers Principal at Risk Callable Contingent Income Securities tied to the worst performing of the EURO STOXX 50®, IWN and IGV. Each security has a $1,000 stated principal amount and a contingent coupon of 11.30% per annum, payable only if each underlier meets its coupon barrier on observation dates. The securities may be called beginning on October 22, 2026

The securities mature on January 22, 2029 with a final observation date of January 17, 2029. At maturity investors receive principal only if the final level of each underlier is at or above its downside threshold (55% of initial level); otherwise the payment equals the stated principal multiplied by the performance factor of the worst performing underlier, producing a proportional loss of principal. The pricing date and strike date are July 17, 2026, with an estimated value on the pricing date of approximately $975.90 per security. Payments are obligations of MSFL and fully guaranteed by Morgan Stanley and remain subject to Morgan Stanley credit risk. Additional terms, tax and risk disclosures appear in the product, index and tax supplements and the accompanying prospectus.

Morgan Stanley Finance LLC offers Principal at Risk Notes due August 27, 2027 linked to the worst performing of the Russell 2000® and S&P 500® indices. Each security has a $1,000 stated principal amount and a fixed $112 upside payment if both underliers finish at or above their 75% downside thresholds on the observation date (August 24, 2027). If either underlier finishes below its 75% threshold, the payment equals $1,000 multiplied by the worst performing underlier’s performance factor, and could be significantly less than principal or zero. Estimated value on the pricing date is approximately $990.50 per security; all payments are subject to issuer and guarantor credit risk.

Morgan Stanley Finance LLC is offering structured, principal-at-risk securities linked to the worst performing of the Dow Jones Industrial, Nasdaq-100 and S&P 500. Each security has a $1,000 stated principal amount and an original issue price of $1,000. The securities feature an automatic early redemption on the first determination date (July 27, 2027) for an early redemption payment of $1,186.50 if every underlier is at or above its call threshold. If not redeemed, maturity is July 27, 2029, with payout mechanics tied to the worst performing underlier, a 150% participation rate on upside, and 70% downside threshold levels. The estimated value on the pricing date was approximately $971.50 per security. All payments are subject to issuer and guarantor credit risk; investors may lose some or all principal.

Morgan Stanley Finance LLC issued a preliminary pricing supplement for principal-at-risk structured notes — Buffered Jump Securities with an auto-callable feature due July 31, 2031. Each security has a stated principal amount of $1,000 and an estimated value on the pricing date of approximately $905.90.

The notes reference the S&P® U.S. Equity Momentum 40% VT 4% Decrement Index. The call threshold is 100% of the initial level, the buffer level is 85% of the initial level (buffer amount 15%), and the minimum payment at maturity is 15% of stated principal. If not auto-redeemed, a final level at or above the call threshold yields a fixed payment of $1,945.00; below the buffer the payoff declines 1% per 1% drop beyond the buffer. Early redemption payments correspond to an approximate 18.90% per annum return on the specified determination dates. All payments are unsecured obligations of MSFL and fully guaranteed by Morgan Stanley and remain subject to the issuer’s credit risk.

Morgan Stanley Finance LLC priced contingent income auto-callable securities due July 21, 2031 linked to the worst performing of the Nasdaq-100, Russell 2000 and S&P 500. Each security has a stated principal amount of $1,000 and a contingent coupon of 7.85% per annum payable only if all three underliers meet their coupon barrier levels on observation dates. The securities may be automatically redeemed beginning with the first redemption determination date on July 19, 2027 if each underlier meets its call threshold. If not redeemed, maturity payoff returns principal only if each underlier is at or above its downside threshold (each set at 70% of initial level); otherwise investors lose in proportion to the worst performing underlier. Estimated pricing-date value was approximately $946.60 per security. All payments are unsecured obligations of MSFL and are fully guaranteed by Morgan Stanley and are subject to credit risk.

Morgan Stanley Finance LLC issues structured, market-linked notes due January 13, 2028 that are fully and unconditionally guaranteed by Morgan Stanley. The notes are sold at a $1,000 stated principal amount per note and pay no interest.

Payments at maturity are linked to the worst performing of the Nasdaq-100 Index and the S&P 500 Index. The notes provide 100% participation in the upside of the worst performing underlier subject to a $1,114.50 maximum payment at maturity (111.45% of principal). If the final level of either underlier is equal to or below its initial level, investors receive the stated principal amount only. The estimated value on the pricing date is approximately $985.70 per note. All payments are subject to the issuer and guarantor credit risk; the notes will not be listed on an exchange and are sold to fee-based advisory accounts.

Morgan Stanley Finance LLC is offering callable, principal-at-risk Structured Investments (Callable Contingent Income Memory Securities) with a $1,000 stated principal amount per security, fully and unconditionally guaranteed by Morgan Stanley. The securities pay a contingent coupon at an annual rate of 16.50% only if both underlying ETFs meet coupon barrier levels on observation dates. An early redemption can occur beginning on July 16, 2027 if a risk neutral valuation model indicates calling is economically rational. If not called, at maturity on July 13, 2029 investors receive principal only if both final levels are at or above their downside thresholds; otherwise the maturity payment equals the stated principal multiplied by the performance factor of the worst performing underlier, exposing investors to potential loss of principal (including total loss). The underliers are the iShares Expanded Tech-Software ETF (IGV) and the VanEck Semiconductor ETF (SMH), with closing levels of $94.13 and $581.45 respectively on July 7, 2026. All payments are subject to issuer and guarantor credit risk.

Morgan Stanley Finance LLC (guaranteed by Morgan Stanley) is offering Dual Directional Buffered PLUS notes linked to the S&P 500® Index with a stated principal amount of $1,000 per security. The securities pay no interest and mature on August 26, 2027. They provide: (1) a leveraged upside of 110% of index appreciation subject to a $1,075 maximum payment; (2) an absolute return participation feature if the final index level falls but remains at or above an 80% buffer level; and (3) a downside loss of principal for index declines below the buffer, with a minimum payment at maturity of 20% of principal. Payments depend solely on the index closing level on the observation date and are subject to issuer credit risk and calculation agent determinations. Pricing date and strike date are July 22, 2026, original issue date July 27, 2026, and observation date August 23, 2027 (subject to postponement).

Morgan Stanley Finance LLC offers Dual Directional Buffered PLUS notes linked to the common stock of Micron Technology, Inc. with a $1,000 stated principal amount per security. The notes mature on October 14, 2026, observe the underlier on October 8, 2026, and provide a 300% leverage factor on upside returns subject to a $1,230 maximum payoff (123% of principal). If the final level is between the initial level and the 15% buffer, investors receive a capped positive payment; if below the buffer, losses occur dollar-for-dollar beyond the buffer down to a 15% minimum payment. All payments are subject to the issuer’s and guarantor’s credit risk. Pricing date is July 10, 2026 with an estimated value on that date of approximately $980.40 per security.

Morgan Stanley Finance LLC offers structured, principal-at-risk notes with an auto-callable feature linked to the worst performing of the Dow Jones Industrial Average, the Nasdaq-100 and the Russell 2000. Each security has a stated principal amount of $1,000, an original issue date of July 24, 2031 and a final maturity of July 24, 2031. The securities will automatically redeem for an early redemption payment of $1,170 if on the first determination date (planned July 28, 2027) the closing level of each underlier is at or above its call threshold. If not auto-redeemed, payout at maturity depends on the worst performing underlier: investors may receive the stated principal plus an upside payment (participation rate 200% applied to the worst underlier’s gain), the stated principal, or a reduced payment that reflects losses in the worst performing underlier down to potentially zero. All payments are subject to the issuer’s and guarantor’s credit risk.

Morgan Stanley Finance LLC is offering Structured Investments — Enhanced Trigger Jump Securities due September 3, 2027, fully and unconditionally guaranteed by Morgan Stanley. Each security has a stated principal amount of $1,000, an upside payment of $121.50 (12.15%) if all underliers finish at or above their 70% downside thresholds, and downside exposure to the worst performing index. The securities reference the Nasdaq‑100, Russell 2000 and S&P 500, observe performance on August 31, 2027, and pay at maturity based solely on closing levels on that observation date. Estimated value on the pricing date is approximately $986.60 per security; the original issue price is $1,000 and includes issuance, structuring and hedging costs borne by investors.

Morgan Stanley Finance LLC priced structured notes offering contingent coupons at an annual rate of 11.45%, with a $1,000 stated principal per security and an estimated value on the pricing date of approximately $900.10. The notes are principal-at-risk: they pay contingent coupons only when the underlying S&P® U.S. Equity Momentum 40% VT 4% Decrement Index closes at or above a coupon barrier (75% of the initial level) on observation dates, and they automatically redeem early if the index closes at or above the call threshold (100% of the initial level) on a redemption determination date. If not redeemed, maturity pay‑out depends on the final level relative to a 15% buffer (buffer level = 85% of initial); if the final level is below the buffer, investors lose 1% of principal for each 1% decline beyond the buffer, subject to a minimum payment at maturity of 15% of principal. Final observation date is July 28, 2031 and maturity date is July 31, 2031. All payments are unsecured obligations of MSFL and fully guaranteed by Morgan Stanley; payments remain subject to issuer credit risk.

Morgan Stanley Finance LLC is offering Dual Directional Buffered PLUS notes due July 27, 2029, fully and unconditionally guaranteed by Morgan Stanley. The notes have a stated principal amount of $1,000 per security and pay no interest; at maturity returns depend on the S&P 500® Futures Excess Return Index closing level on the observation date.

Key mechanics disclosed: a leverage factor of 137.40% on upside, a 20% buffer (buffer level = 80% of initial level), an absolute return participation rate of 100% for limited positive return if the index declines but remains above the buffer, and a minimum payment at maturity of 20% of principal. The issuer estimates the securities' value on the pricing date at approximately $982.20. All payments are subject to issuer credit risk and the securities expose investors to possible substantial principal loss.

Morgan Stanley Finance LLC is offering structured, principal‑at‑risk securities due June 22, 2028 that are fully and unconditionally guaranteed by Morgan Stanley. Each security has a stated principal amount of $1,000 and pays a contingent coupon at an annual rate of 15.00% only if the closing level of each underlier meets or exceeds its coupon barrier on each observation date. The securities are linked to the worst performing of three underliers: the Russell 2000® Index, the S&P 500® Index and the State Street® Technology Select Sector SPDR® ETF (XLK). If not redeemed earlier and if the final level of any underlier is below its downside threshold (70% of its initial level), payment at maturity will be the stated principal multiplied by the performance factor of the worst performing underlier, which could result in a significant loss of principal or a zero payment. The issuer may call the securities on specified redemption dates beginning on October 21, 2026 if a risk neutral valuation model indicates redemption is economically rational; under no circumstances will the securities be redeemed before the first redemption date. All payments are subject to the credit risk of Morgan Stanley.

Morgan Stanley Finance LLC is offering Buffered Securities based on the Russell 2000® Index due July 6, 2032 with an aggregate principal amount of $2,000,000. Each Buffered Security has a stated principal amount of $1,000, an original issue price of $1,000 and an estimated value on the pricing date of $972.60. The securities provide layered payoff terms: an upper strike at 99% of the initial average, a middle strike at 88%, a 12% downside buffer, a minimum payment of $120 and a maximum payment of $1,643.50. Payments are unsecured, fully guaranteed by Morgan Stanley and subject to the issuer's credit risk; these securities do not pay interest and are not listed for trading.

Morgan Stanley Finance LLC is offering structured, principal-at-risk, auto-callable notes due August 3, 2029, linked to the worst performing of Amazon, Meta Platforms Class A and Microsoft common stock. Each security has a $1,000 stated principal amount and an issue price of $1,000. The securities pay no regular interest, may be automatically redeemed on the first determination date if each underlier meets its call threshold, and otherwise deliver either the principal plus an upside payment or a principal reduced in proportion to the decline of the worst performing underlier at maturity.

The securities include a 300% participation rate for upside, an early redemption payment of $1,700 if triggered on the first determination date, and an estimated value on the pricing date of approximately $934.90 per security. All payments are subject to Morgan Stanley Finance LLC's and Morgan Stanley's credit risk.

Morgan Stanley Finance LLC is offering Dual Directional Buffered PLUS notes due July 29, 2030, fully guaranteed by Morgan Stanley. Each note has a $1,000 stated principal amount and does not pay interest. Returns depend on the S&P 500® Futures Excess Return Index final level versus the strike. Upside is leveraged at 168% of appreciation. A 20% buffer protects against losses up to 20%, but losses beyond the buffer reduce principal dollar-for-dollar subject to a 20% minimum payment at maturity. Estimated value on the pricing date was approximately $979.80 per security. All payments are subject to issuer and guarantor credit risk and the offering includes issuance, structuring and hedging costs embedded in the issue price.

Morgan Stanley Finance LLC priced a Preliminary Pricing Supplement for Dual Directional Buffered PLUS securities due July 29, 2031 linked to the S&P 500® Futures Excess Return Index. The securities have a $1,000 stated principal amount per security and an estimated value on the pricing date of approximately $974.70 per security.

The payout at maturity depends on the final level on the observation date of July 24, 2031: if the underlier is higher, holders receive principal plus a 195.50% leverage of appreciation; if the underlier is down but at or above an 80% buffer level, holders receive principal plus the absolute depreciation (capped effectively at 20% positive return); if below the buffer, losses occur dollar-for-dollar beyond the 20% buffer with a minimum payment of 20% of principal.

Morgan Stanley Finance LLC is offering Contingent Income Auto-Callable Securities due January 13, 2028 with a 1-year initial non-call period. The notes pay a contingent semi-annual coupon at an annual rate of 55.20% only if each underlying stock closes at or above a downside threshold equal to 40% of its initial share price on observation dates.

Payments (including principal) are based on the worst performing of Advanced Micro Devices, Inc., Bloom Energy Corporation and Palantir Technologies Inc.. Securities are principal-at-risk: if the worst-performing underlying closes below its downside threshold at final observation, maturity payment equals $1,000 multiplied by that stock’s performance factor and could be less than 60% or zero. All payments are subject to issuer credit risk and the securities are fully and unconditionally guaranteed by Morgan Stanley.