Morgan Stanley 424B Filings

Morgan Stanley Finance LLC is issuing $2,175,000 of dual directional buffered participation securities linked to the S&P 500® Equal Weight Index, fully and unconditionally guaranteed by Morgan Stanley. Each note has a $1,000 stated principal amount, pays no interest and matures on November 26, 2027, with principal at risk.

At maturity, if the index is above the initial level of 7,515.89, investors receive $1,000 plus 100% of the index gain, capped at a maximum payment of $1,203.50 per security (120.35% of principal). If the index is at or below the initial level but at or above the 85% buffer level, investors earn a positive return up to 15% based on the index’s decline. Below the buffer, principal is reduced 1% for each 1% additional drop, subject to a minimum payment of 15% of principal. The estimated value on the pricing date is $985.10 per security, and the notes will not be listed on any exchange.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is issuing Enhanced Buffered Jump Securities linked to the S&P 500® Index, with an aggregate principal amount of $1,362,000 and a price of $1,000 per security. The notes pay no interest and expose investors to principal risk.

At maturity on May 24, 2029, if the S&P 500 final level is at or above the buffer level of 5,612.542 (85% of the 6,602.99 initial level), each security pays $1,000 plus a fixed upside payment of $220, a 22% return. If the index finishes below the buffer, investors lose 1% of principal for each 1% drop beyond the 15% buffer, with a minimum payment of 15% of principal.

The estimated value on the pricing date is $949 per security, reflecting issuance, structuring and hedging costs and the issuer’s internal funding rate. The securities will not be listed on any exchange, secondary liquidity may be limited, and all payments depend on Morgan Stanley’s creditworthiness.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering $795,000 of Callable Contingent Income Buffered Securities due November 27, 2028, linked to the worst performer of the XLE, XLRE and XLV sector ETFs. Each $1,000 note can pay a contingent coupon at an annual rate of 10.00% on scheduled dates, but only if all three funds are at or above their coupon barrier levels (75% of initial levels).

At maturity, if not previously called and each fund is at or above its buffer level (85% of initial), investors receive full principal back plus any final coupon. If any fund finishes below its buffer, principal is reduced 1% for each 1% decline of the worst performer beyond the 15% buffer, with a minimum payment of 15% of principal. The notes are callable from May 27, 2026 based on a risk-neutral valuation model, are not listed on any exchange, had an estimated value of $976 per $1,000 at pricing, and are subject to Morgan Stanley’s credit risk.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering Buffered Performance Leveraged Upside Securities ("Buffered PLUS") linked to the S&P 500® Index, maturing on July 6, 2028. Each Buffered PLUS has a stated principal amount of $1,000 and pays no interest.

At maturity, if the index has risen, holders receive $1,000 plus 200% of the index percent increase, capped at a maximum payment of $1,219.20 (121.92% of principal). If the index has fallen by up to the 10% buffer, investors receive back $1,000. If the decline exceeds 10%, the payout falls in proportion to the loss beyond the buffer, with a minimum of $100 per note, meaning investors can lose up to 90% of principal.

The notes are unsecured, subject to Morgan Stanley’s credit risk, will not be listed on any exchange and may have limited liquidity. The estimated value on the pricing date is approximately $959.30 per Buffered PLUS, reflecting issuing, selling, structuring and hedging costs embedded in the $1,000 issue price.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering Dual Directional Trigger Jump Securities linked to the EURO STOXX 50® Index, maturing on January 3, 2031. Each note has a stated principal of $1,000 and pays no coupons, with full principal at risk.

At maturity, if the index is at or above its initial level, investors receive $1,000 plus the greater of the index’s percentage gain or a fixed upside payment of $463.50 (a 46.35% minimum positive return when the index is up at all). If the index is below the initial level but at or above a trigger level set at 75% of the initial value, investors receive a positive “absolute return” of 1% for each 1% index decline, capped at a 25% gain.

If the index falls below the trigger level, repayment is reduced 1% for each 1% index loss, with no buffer or minimum, so the entire principal can be lost. The estimated value on the pricing date is approximately $954.50 per security versus the $1,000 issue price, reflecting embedded issuing, selling, structuring and hedging costs, including a $30 sales commission and $5 structuring fee per note.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering principal-at-risk Buffered Jump Securities linked to the iShares Bitcoin Trust ETF. Each security has a $1,000 stated principal amount and does not pay interest.

The notes are automatically redeemed on January 4, 2027 if, on December 29, 2026, the ETF’s closing level is at or above the call threshold level, paying an early redemption amount of $1,240 to $1,250. If not called, at maturity on December 28, 2028 investors receive upside exposure with a 125% participation rate if the final level is above the initial level, full principal back if the final level is between 90% and 100% of the initial level, and a loss of 1% of principal for every 1% decline below the 10% buffer, subject to a minimum payment of 10% of principal.

The estimated value on the pricing date is approximately $936.70 per security, reflecting issuing, selling, structuring and hedging costs and the issuer’s internal funding rate. All payments depend on Morgan Stanley’s credit and the highly volatile and evolving bitcoin market underlying the ETF.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering principal-at-risk buffered participation securities linked to the S&P 500® Index, maturing on December 27, 2030. The notes pay no interest and are unsecured obligations.

At maturity, investors receive the $1,000 stated principal plus 100% of any S&P 500® gain, capped at a maximum payment of $1,730 per security (173.00% of principal). If the index ends between 90% and 100% of its initial level, investors receive only their principal back. Below 90% of the initial level, principal is reduced 1% for each 1% drop beyond the 10% buffer, but not below a minimum payment of 10% of principal.

The estimated value on the pricing date is approximately $949 per security, reflecting issuance, selling, structuring and hedging costs and Morgan Stanley’s internal funding rate. The notes are subject to the credit risk of Morgan Stanley and MSFL, will not be listed on an exchange, and may have limited or no secondary market liquidity.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is issuing Jump Securities with an auto-callable feature linked to the worst performer of the Dow Jones Industrial Average, Nasdaq-100 Index and S&P 500 Index. The notes have a stated principal amount of $1,000 per security and an aggregate principal amount of $856,000, with an issue price of $1,000 and an estimated value on the pricing date of $944.40 per security.

The notes may be automatically redeemed on November 30, 2026 if each index closes at or above its initial level, paying $1,118 per security. If held to November 26, 2030 and not called, investors get principal plus a 175% participation in the gain of the worst-performing index if all finish above their initial levels, only principal if all stay above 70% of initial, and a 1% loss of principal for every 1% decline in the worst performer below 70% of initial, up to total loss. The securities pay no interest and all payments depend on Morgan Stanley’s credit.

Morgan Stanley Finance LLC is offering an aggregate principal amount of $907,000 of Dual Directional Buffered Jump Securities, each with a stated principal amount of $1,000, linked to the S&P 500® Futures Excess Return Index and guaranteed by Morgan Stanley. The notes pay no interest and return depends entirely on index performance at a single observation date on November 21, 2030.

If the index finishes at or above the initial level of 539.99, investors receive principal plus the greater of the index gain or a fixed upside payment of $451 per security (45.10%). If the index is below the initial level but at or above the 85% buffer level, investors earn a positive return matching the absolute decline, up to 15%. Below the buffer, investors lose 1% of principal for each 1% additional decline, with a minimum payment of 15% of principal. The estimated value on the pricing date is $945.50 per security, and the securities carry full principal risk, credit risk of Morgan Stanley, limited liquidity and complex tax and futures-market exposures.

Morgan Stanley Finance LLC is offering Contingent Income Auto-Callable Securities due November 26, 2027, linked to the iShares® Bitcoin Trust ETF. The notes have an aggregate principal amount of $4,766,000 and a stated principal of $1,000 per security, but principal is fully at risk.

Holders may receive a contingent quarterly coupon at an annual rate of 23.00% (about $57.50 per quarter per $1,000) for each determination date when the ETF’s price is at least 75% of the initial share price, i.e., the downside threshold of $35.978 based on an initial price of $47.97. If on a redemption determination date the ETF closes at or above the initial price, the notes auto-call for principal plus that coupon.

If not redeemed early and the final share price is at or above the threshold, investors receive principal plus the final coupon; if it is below, repayment is reduced 1‑for‑1 with the ETF decline and can be zero. The estimated value on the pricing date is $959.20 per security, below the $1,000 issue price, and the notes are unsecured, unlisted, and exposed to bitcoin-related and issuer credit risks.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering Enhanced Buffered Jump Securities linked to the S&P 500® Futures Excess Return Index. Each security has a $1,000 stated principal amount, pays no interest and exposes investors to issuer credit risk.

At maturity on December 27, 2030, if the index level is at or above 85% of its initial level, investors receive $1,000 plus the greater of a fixed upside payment of $422.50 (42.25%) or the index gain, capped at a maximum payment of $1,500 (150%). If the index falls below the 85% buffer, principal is reduced 1% for each 1% drop beyond the 15% buffer, with a minimum payment of 15% of principal.

A hypothetical 100% index gain returns only the $1,500 cap, while an 85% decline returns $300. The estimated value on the pricing date is approximately $950.90 per security, reflecting issuing, selling, structuring and hedging costs and an internal funding rate that is advantageous to the issuer. The securities will not be listed, and secondary market liquidity may be limited.

Morgan Stanley Finance LLC is offering Buffered Performance Leveraged Upside Securities (Buffered PLUS) linked to the EURO STOXX 50® Index, fully and unconditionally guaranteed by Morgan Stanley. These are principal-at-risk structured notes that pay no coupon and return a variable amount at maturity on July 6, 2028.

Each Buffered PLUS has a stated principal amount of $1,000, a 200% leverage factor on any index gains and a maximum payment of $1,300 (130% of principal). A 15% buffer protects against moderate index declines; if the index falls more than 15%, repayment is reduced in line with the loss beyond the buffer, but not below a minimum of $150 (15% of principal). Examples show a 2% index gain producing a 4% note return and a 40% index loss producing a 25% loss on the note.

The estimated value on the pricing date is about $958.90 per Buffered PLUS, below the $1,000 issue price due to embedded issuing, selling, structuring and hedging costs and Morgan Stanley’s internal funding rate. The notes are unsecured, subject to Morgan Stanley’s credit risk, will not be listed on an exchange, and secondary liquidity may be limited.

Morgan Stanley Finance LLC is offering structured “Buffered Jump Securities with Auto-Callable Feature” linked to the S&P 500® Futures Excess Return Index, fully and unconditionally guaranteed by Morgan Stanley. Each security has a $1,000 stated principal amount and issue price, with an aggregate principal amount of $581,000.

The notes may be automatically redeemed on December 1, 2026 for $1,110 per security if the index closing level on November 25, 2026 is at or above the initial level of 539.99. If not redeemed, at maturity in 2030 investors participate at a 125% participation rate in index gains above the initial level. A 15% buffer protects principal for index declines down to 85% of the initial level (buffer level 458.992), but below that investors lose 1% of principal for each 1% additional decline, subject to a minimum payment of 15% of principal.

The securities pay no interest, are unsecured and subject to the credit risk of MSFL and Morgan Stanley, will not be listed on any exchange, and may have limited liquidity. The estimated value on the pricing date is $940.60 per security, reflecting embedded costs, which may weigh on secondary market prices.

Morgan Stanley Finance LLC is offering principal-at-risk structured notes called Dual Directional Buffered Jump Securities linked to the S&P 500 Futures Excess Return Index, maturing on December 27, 2030. Each security has a $1,000 stated principal amount and pays no interest.

At maturity, if the index is at or above its initial level, investors receive $1,000 plus the greater of the index gain or a fixed upside payment of $466.5046.65% of principal. If the index is below the initial level but at or above 85% of it, investors gain the absolute percentage decline in the index, up to a 15% positive return. If the index falls below 85% of its initial level, investors lose 1% of principal for every 1% decline beyond the 15% buffer, but not less than 15% of principal.

The estimated value on the pricing date is approximately $952.70 per security, reflecting issuance, structuring and hedging costs and Morgan Stanley’s internal funding rate. The notes are unsecured obligations of MSFL, fully and unconditionally guaranteed by Morgan Stanley, will not be listed on any exchange and may have limited or no secondary market liquidity. Investors are exposed to the performance of the futures-based index and to Morgan Stanley’s credit risk.

Morgan Stanley Finance LLC is offering Enhanced Buffered Jump Securities linked to the S&P 500® Index, fully and unconditionally guaranteed by Morgan Stanley. These are $1,000 principal-at-risk notes that pay no interest and mature on June 28, 2029.

At maturity, if the S&P 500® final level is at or above 85% of its initial level, investors receive their $1,000 principal plus a fixed upside payment of $237.50 per security, a 23.75% total return. If the index finishes below the 85% buffer level, investors lose 1% of principal for each 1% decline beyond the 15% buffer, with a minimum payment of 15% of principal ($150).

The notes are unsecured obligations of MSFL, subject to Morgan Stanley’s credit risk, are not insured by the FDIC, and will not be listed on any exchange, so secondary liquidity may be limited. The estimated value on the pricing date is approximately $959.20 per security, reflecting issuing, selling, structuring and hedging costs and the issuer’s internal funding rate. The tax treatment is complex and may be affected by future IRS or legislative changes.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is issuing Contingent Income Auto-Callable Securities with an aggregate principal amount of $1,415,000, linked to the worst performer of the Nasdaq-100® Technology Sector IndexSM and the Russell 2000® Index. Each security has a stated principal amount and issue price of $1,000.

The notes offer a contingent coupon at an annual rate of 12.60%, paid only if on each observation date both indices close at or above their coupon barrier levels, set at 75% of their initial levels. The notes are auto-callable quarterly starting in May 2026 if both indices are at or above their initial levels, returning principal plus the applicable coupon, with no further payments afterward.

At maturity in February 2027, if not called and both indices are at or above their downside threshold levels (also 75% of initial), investors receive principal back (plus any final coupon). If either index finishes below its downside threshold, repayment is reduced 1% for each 1% decline of the worst-performing index, potentially to zero. The estimated value on the pricing date is $982.40 per security, reflecting embedded issuing, structuring and hedging costs. The notes are unsecured, subject to Morgan Stanley’s credit risk, not listed, and may have limited or thin secondary market liquidity.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering fixed income buffered securities linked to the Russell 2000® Index, maturing on December 29, 2027. Each security has a stated principal amount of $1,000 and pays a fixed coupon at an annual rate of 5.20%, with quarterly payments.

At maturity, if the index’s final level is at or above the buffer level of 85% of the initial level, investors receive the full $1,000 principal plus the final coupon. If the final level is below the buffer, principal is reduced 1% for each 1% decline beyond the 15% buffer, but not below a minimum payment equal to 15% of principal.

The securities are unsecured, subject to Morgan Stanley’s credit risk, are not listed on any exchange, and may have limited or no secondary market. The estimated value on the pricing date is approximately $966.40 per security, reflecting issuing, selling, structuring and hedging costs borne by investors.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering Enhanced Buffered Jump Securities linked to the Russell 2000® Index, maturing on June 28, 2029. The $1,000-denomination notes pay no interest and are principal-at-risk.

At maturity, if the index level is at or above an 85% buffer level, holders receive principal plus a fixed upside payment of $262.50 per security, a 26.25% gain. If the index falls more than the 15% buffer, principal is reduced 1% for each 1% decline beyond that buffer, with a minimum payment of 15% of principal.

The securities’ estimated value on the pricing date is approximately $957.50 per $1,000, reflecting issuance, selling, structuring and hedging costs and Morgan Stanley’s internal funding rate. Key risks include exposure to small-cap volatility in the Russell 2000®, the unsecured credit risk of Morgan Stanley and MSFL, limited or no secondary market liquidity, and uncertain U.S. tax treatment.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering Buffered PLUS notes linked to the S&P 500® Index, maturing on June 28, 2028. Each security has a $1,000 stated principal amount, no periodic interest, and principal is at risk. If the index finishes above its initial level, holders receive $1,000 plus 200% of the index gain, capped at a maximum payment of $1,225.50 (122.55% of principal). If the index declines but remains at or above 90% of the initial level, investors receive only their principal. Below this 10% buffer, repayment is reduced 1% for each additional 1% index loss, but not below a minimum of 10% of principal. The estimated value on the pricing date is approximately $963.60 per security, and the notes will not be listed on any exchange, with all payments subject to Morgan Stanley’s credit risk.

Morgan Stanley Finance LLC is offering $1,291,000 of principal-at-risk market-linked securities tied to an unequally weighted basket of five international equity indices, fully and unconditionally guaranteed by Morgan Stanley. Each $1,000 security provides 100% upside participation in the basket to a maximum return of 38%, for a maximum maturity payment of $1,380 per security, if the basket ends above its starting level.

If the basket ends at or below the starting level but no lower than the 85% threshold, investors receive a positive “contingent absolute return,” gaining 1% for each 1% basket loss, capped at $1,150. Below the threshold, losses are buffered only for the first 15% decline; beyond that, losses match further declines and investors can lose up to 85% of principal. The notes pay no coupons, are not listed, and the estimated value is $962.10 per $1,000 at pricing, reflecting issuer costs and internal funding assumptions. Maturity is scheduled for May 25, 2028, with all payments subject to Morgan Stanley’s credit risk.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering principal-at-risk Buffered Jump Securities with an auto-call feature linked to the iShares Bitcoin Trust ETF. Each security has a stated principal amount of $1,000 and pays no interest.

The notes can be automatically redeemed on January 4, 2027 if, on December 29, 2026, the ETF’s closing level is at or above 100% of its initial level, delivering an early redemption payment of $1,290 to $1,300 per security and ending the investment. If held to the December 28, 2028 maturity and not auto-called, investors receive 125% of the ETF’s upside when the final level is above the initial level, full principal back if the final level is between 90% and 100% of the initial level, and lose 1% of principal for each 1% decline beyond the 10% buffer, subject to a 10% minimum payment.

The estimated value on the pricing date is approximately $958.20 per $1,000, reflecting issuing, selling, structuring and hedging costs and the issuer’s internal funding rate. The securities are unsecured obligations subject to Morgan Stanley’s credit risk, will not be listed on any exchange, and are exposed to significant volatility and regulatory risks associated with bitcoin and the bitcoin-linked ETF.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering $1,090,000 of Jump Securities with an auto-callable feature linked to the worst performer of the Nasdaq-100 Technology Sector Index, the S&P 500 Index and the Russell 2000 Index. Each security has a stated principal amount of $1,000 and is a principal-at-risk note that pays no interest.

The securities may be automatically redeemed on scheduled determination dates if all three indices are at or above their call threshold levels, paying a fixed early redemption amount that targets about 15.15% per annum. If held to maturity and all indices end at or above their upside thresholds, investors receive $1,454.50 per security; if they are between upside and downside thresholds, only principal is returned. If any index finishes below its downside threshold, repayment is reduced 1% for each 1% decline of the worst-performing index, potentially down to zero. The estimated value on the pricing date is $972.60 per security, reflecting issuance, structuring and hedging costs and Morgan Stanley’s internal funding rate.

Morgan Stanley Finance LLC is offering principal-at-risk, contingent income memory auto-callable securities linked to the common stock of Micron Technology, Inc. (MU), fully and unconditionally guaranteed by Morgan Stanley. Each security has a stated principal amount and issue price of $1,000, with an estimated value on the pricing date of approximately $945.30 per security.

The notes pay a contingent coupon at an annual rate of 19.00% to 20.00%, but only if MU’s closing level on a given observation date is at or above a coupon barrier set at 60% of the initial level. Missed coupons may be paid later if the barrier is met on a future observation date. The securities are automatically redeemed if MU’s closing level on a redemption determination date is at or above the call threshold, set at 100% of the initial level, starting with the first determination date on June 22, 2026.

If not called, and on the final observation date MU is at or above the downside threshold of 60% of the initial level, investors receive back principal plus any due coupons. If MU finishes below this downside threshold, repayment is reduced 1% for each 1% decline in MU from the initial level, and the maturity payment can be significantly less than principal or even zero. The securities are unsecured obligations of MSFL, subject to Morgan Stanley’s credit, will not be listed on any exchange, and may have limited or no secondary market liquidity.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering $512,000 of Step-Down Jump Securities with an auto-call feature linked to Antero Resources Corporation common stock. Each security has a $1,000 stated principal amount and an estimated value on the pricing date of $957.

The notes can be automatically redeemed on scheduled determination dates if the stock closes at or above specified call threshold levels, paying fixed early redemption amounts of $1,179 in 2026 or $1,358 in 2027 per security. If not called and held to maturity on November 27, 2028, investors receive $1,537 per security if the final stock level is at or above the upside threshold level of $30.195.

If the final level is between the upside threshold and the downside threshold of $21.808, investors get only their principal back. Below the downside threshold, repayment is reduced 1% for each 1% decline in the underlier, and the payment at maturity can be zero. The notes pay no interest, are unsecured, not listed, and all payments depend on Morgan Stanley’s credit.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering Dual Directional Buffered Participation Securities linked to the S&P 500® Index, due December 9, 2026. Each note has a $1,000 stated principal amount, with a total offering size of $500,000, and pays no interest.

At maturity, investors participate 100% in S&P 500 gains, but returns are capped at a maximum payment of $1,092.10 per security, or 109.21% of principal. If the index is down but not below the 15% buffer (buffer level 85% of the initial level 6,602.99, or 5,612.542), investors receive a positive return matching the absolute decline, up to 15%. Below the buffer, losses accelerate at a 1.1765% loss for each 1% additional index drop, with no minimum payment, so principal can be fully lost.

The estimated value on the pricing date is $983.40 per note, below the issue price, reflecting structuring and hedging costs and the issuer’s internal funding rate. The notes are unsecured, subject to Morgan Stanley’s credit risk, will not be listed on an exchange, and may have limited or no secondary market liquidity.

Morgan Stanley Finance LLC is offering principal-at-risk Jump Securities with an auto-call feature due November 27, 2026, fully and unconditionally guaranteed by Morgan Stanley. Each security has a $1,000 stated principal amount and issue price, with an aggregate principal of $14,085,000 and an estimated value on the pricing date of $960.10 per security.

The notes are linked to the worst performer of three ETFs: the SPDR S&P Regional Banking ETF (KRE), iShares Semiconductor ETF (SOXX) and Energy Select Sector SPDR Fund (XLE). They can be automatically redeemed quarterly from February 23, 2026 if each ETF closes at or above its call threshold, paying early redemption amounts from $1,030 to $1,110 per security, corresponding to about 12% per annum.

If not called, at maturity investors receive $1,120 per security if each ETF is at or above its upside threshold, par if all are above their downside thresholds, and a loss of 1% of principal for each 1% decline in the worst ETF below its downside threshold, potentially to zero. The notes pay no coupons, are unsecured, not listed on an exchange, carry Morgan Stanley credit risk and involve complex U.S. tax treatment and sector-specific ETF risks.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering principal-at-risk structured notes linked to the common stock of Tesla, Inc., maturing on December 28, 2027. The notes may pay a contingent coupon at an annual rate of 15.50% to 16.50%, but only on observation dates when Tesla’s closing price is at or above a barrier set at 60% of its initial level; missed coupons can be “remembered” and paid later if the barrier is met.

The notes are automatically callable starting June 22, 2026 if Tesla closes at or above 100% of its initial level on specified redemption dates, returning principal plus the applicable coupon and any unpaid coupons, with no further payments afterward. If the notes are not called and Tesla’s final level is at or above the downside threshold (also 60% of the initial level), investors receive full principal back; if it is below, repayment is reduced 1% for each 1% decline in Tesla, and can fall to zero. The notes are unsecured obligations, subject to Morgan Stanley’s credit risk, with an estimated value of about $946.80 per $1,000 issue price on the pricing date.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering principal-at-risk contingent income auto-callable securities linked to Oracle Corporation common stock, maturing on December 28, 2027. Each security has a stated principal amount of $1,000 and an estimated value on the pricing date of approximately $945.40 per security. Investors may receive a contingent coupon at an annual rate of 14.00%–15.00%, but only if Oracle’s closing level on each observation date is at or above a coupon barrier level set at 60% of the initial level.

The notes can be automatically redeemed on scheduled dates if Oracle’s closing level is at or above a call threshold equal to 100% of the initial level, in which case investors receive principal plus the applicable contingent coupon and no further payments. If the notes are not redeemed and Oracle’s final level is at or above the downside threshold (also 60% of the initial level), investors receive full principal back (plus any final coupon, if payable). If the final level is below the downside threshold, repayment is reduced one-for-one with the decline in Oracle, and investors can lose some or all of their principal. All payments are unsecured obligations subject to Morgan Stanley’s credit risk, and the securities will not be listed on any exchange.

Morgan Stanley Finance LLC is offering principal-at-risk contingent income auto-callable securities linked to Amazon.com, Inc. common stock, maturing on December 28, 2027 and fully and unconditionally guaranteed by Morgan Stanley. Each security has a $1,000 stated principal amount and an estimated value on the pricing date of approximately $950.60.

Investors can receive a contingent coupon at an annual rate of 10.00% to 11.00%, but only if Amazon’s closing level on each observation date is at or above a coupon barrier set at 70% of the initial level. The notes are automatically redeemed if, on any redemption determination date starting June 22, 2026, Amazon’s closing level is at or above the call threshold set at 100% of the initial level, paying back principal plus the applicable coupon.

If the notes are not called and the final level on the December 22, 2027 observation date is at or above the 70% downside threshold, investors receive principal back (plus any final coupon). If the final level is below that threshold, repayment is reduced 1% for every 1% decline in the stock from the initial level, and the maturity payment can be significantly less than principal or zero. All payments depend on Morgan Stanley’s credit and the securities will not be listed on any exchange.

Morgan Stanley Finance LLC is offering two-year Jump Securities linked to the iShares Bitcoin Trust ETF, maturing on December 1, 2027, fully and unconditionally guaranteed by Morgan Stanley. The notes pay no interest and are issued in $1,000 denominations as principal-at-risk securities.

At maturity, if the ETF’s final share price is greater than or equal to its initial share price, each note pays $1,000 plus a fixed upside payment of at least $762, a 76.20% gain, regardless of how far the ETF has risen. If the final share price is below the initial level, repayment is reduced 1% for every 1% decline, with no buffer and no minimum, so the entire investment can be lost.

The estimated value on the pricing date is about $969.90 per $1,000, reflecting embedded selling, structuring and hedging costs and an internal funding rate advantageous to the issuer. The notes will not be listed, secondary liquidity depends on Morgan Stanley & Co., and all payments are subject to Morgan Stanley’s credit risk. Extensive risk disclosures highlight bitcoin and digital-asset volatility, regulatory and security risks, limited ETF history and uncertain U.S. tax treatment.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering $1,991,000 of autocallable buffered notes linked to the S&P 500® Index, with a face amount of $1,000 per note. The notes pay no interest and are unsecured principal-at-risk securities.

The notes may be automatically called on November 30, 2026 if the S&P 500 closes at or above the initial level of 6,602.99, paying $1,000 plus a 9.84% call premium ($1,098.40 per note). If not called, at maturity in November 2027 investors participate in index gains at a 150% upside participation rate.

There is a 10% downside buffer: if the index is down 10% or less, investors receive $1,000; below that, losses accelerate via a buffer rate of approximately 111.11%, and the entire investment can be lost. The estimated value on the trade date is $975.60 per note, below the $1,000 issue price, reflecting issuance, selling, structuring and hedging costs. The notes will not be listed, secondary trading may be limited, and all payments depend on Morgan Stanley’s credit.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering $1,966,000 of capped buffered S&P 500® Index-linked notes maturing on July 23, 2027. The notes pay no interest and your payoff depends entirely on S&P 500® performance between the November 21, 2025 trade date and the July 21, 2027 determination date.

For each $1,000 note, you receive up to a maximum of $1,164.30 (a 16.43% cap) if the index rises. If the index is flat or down by up to 20%, you receive your $1,000 back. If the index falls more than 20%, losses accelerate at about 1.25x beyond that buffer and you can lose all principal. The estimated value on the trade date is $977.80 per note, reflecting issuance, structuring and hedging costs, and all payments are subject to Morgan Stanley’s credit risk.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering $907,000 of Enhanced Buffered Jump Securities linked to the S&P 500 Futures Excess Return Index, maturing on November 26, 2030. Each security has a $1,000 principal amount and pays no interest.

At maturity, if the index’s final level is at or above the 85% buffer level (458.992), holders receive $1,000 plus the greater of a fixed $400 upside payment or $1,000 multiplied by the index percent gain, capped at a maximum of $1,500 per security. If the final level is below the buffer, principal is reduced 1% for each 1% drop beyond the 15% buffer, but not below a minimum payment of 15% of principal ($150).

The securities are unsecured, subject to Morgan Stanley’s credit risk, and will not be listed on an exchange. The estimated value on the pricing date is $941.60 per $1,000 security, reflecting issuance, structuring and hedging costs and the issuer’s internal funding rate.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is issuing Enhanced Buffered Jump Securities linked to the S&P 500® Index with a stated principal amount of $1,000 per note and an aggregate principal of $131,000. The notes pay no interest and mature on November 26, 2030.

At maturity, if the S&P 500® final level is at or above the buffer level of 5,612.542 (about 85% of the 6,602.99 initial level), investors receive $1,000 plus a fixed upside payment of $352, a 35.20% gain regardless of how much the index has risen above the buffer. If the final level is below the buffer, repayment is reduced 1% for each 1% decline beyond the 15% buffer, but not below a minimum payment of $150 per note.

The securities are unsecured, subject to Morgan Stanley’s credit risk, will not be listed on an exchange, and may have limited liquidity. The estimated value on the pricing date is $941.80 per note, below the $1,000 issue price, reflecting embedded costs and the issuer’s internal funding rate.

Morgan Stanley Finance LLC is offering $639,000 of Jump Securities with an auto-call feature, fully and unconditionally guaranteed by Morgan Stanley and linked to the worst performer of the EURO STOXX 50®, S&P 500® and Nasdaq‑100 Index®.

The notes are issued at $1,000 per security, pay no interest and put principal at risk. If on a determination date all three indexes are at or above their call thresholds (100% of initial levels), the notes auto‑redeem for a cash payment reflecting an annualized return of 11.00%, rising from $1,110 to $1,440 over the four potential call dates.

If not called, maturity payment ranges from $1,550 per security if every index is at or above its call threshold, to only the principal if all are above their downside thresholds (70% of initial), and to a loss of 1% of principal for each 1% decline in the worst index below its downside threshold, potentially resulting in a zero return. All payments depend on Morgan Stanley’s credit.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is issuing $2,825,000 of Trigger PLUS notes linked to the S&P 500 Futures Excess Return Index. Each security has a $1,000 principal amount, pays no interest and can return less than principal at maturity.

At maturity in 2030, holders gain leveraged upside of 187% of any index appreciation. If the index is flat or down but not below 70% of its initial level, investors receive only principal. If the index finishes below this downside threshold, repayment falls 1% for each 1% decline and can go to zero.

The notes are unsecured and subject to Morgan Stanley’s credit risk. They are not exchange listed, and secondary market liquidity depends mainly on Morgan Stanley & Co. The estimated value on the pricing date is $951.20 per security, below the $1,000 issue price due to embedded costs and the issuer’s internal funding rate.

Morgan Stanley Finance LLC is offering $315,000 of Jump Securities with Auto-Callable Feature, at $1,000 per security, fully and unconditionally guaranteed by Morgan Stanley. These principal-at-risk notes are linked to the worst performer of NVIDIA, Meta Platforms and Alphabet Class A common stocks.

The notes may be automatically redeemed on November 27, 2026 for an early redemption payment of $1,700 per security if each stock is at or above its call threshold (100% of its initial level) on the first determination date. If not called, maturity is November 27, 2028, with upside equal to principal plus a 350% participation rate on the gain of the worst-performing stock if all three finish above their initial levels.

If any stock finishes below its initial level but at or above its downside threshold (60% of its initial level), investors receive only the $1,000 principal. If any stock ends below its downside threshold, repayment is reduced 1% for each 1% decline of the worst performer, potentially to zero. The estimated value on the pricing date is $951.10 per security, the notes are unsecured, not listed on any exchange, and all payments depend on Morgan Stanley’s credit.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering $428,000 aggregate principal amount of Callable Contingent Income Securities due November 26, 2030, linked to the worst performing of the Utilities Select Sector SPDR Fund, the S&P 500 Index and the Russell 2000 Index. The notes pay a contingent coupon at an annual rate of 9.15% only if on each observation date every underlier is at or above its coupon barrier level, set at 70% of its initial level. The securities can be called in whole on specified redemption dates if a risk neutral valuation model indicates that early redemption is economically rational for the issuer. If not redeemed and any underlier finishes below its downside threshold level, also 70% of its initial level, investors lose 1% of principal for each 1% decline in the worst performer and may lose their entire investment. The issue price is $1,000 per security, while the estimated value on the pricing date is $972.50, 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 linked to the worst performer of the S&P 500® Equal Weight Index, the Dow Jones Industrial Average℠ and the Energy Select Sector SPDR® Fund. Each security has a $1,000 stated principal amount and issue price, with an aggregate principal amount of $1,500,000.

The securities pay a 12.00% per annum contingent coupon only if, on each observation date, every underlier is at or above its coupon barrier level, set at 75% of its initial level. They may be automatically redeemed on specified dates if all underliers are at or above their 100% call threshold levels, returning principal plus the applicable coupon.

If not called and, at maturity, each underlier is at or above its downside threshold level (also 75% of initial), investors receive principal plus any final coupon. If any underlier finishes below its downside threshold, the payout is reduced 1% for every 1% decline in the worst-performing underlier, potentially resulting in a total loss. The estimated value on the pricing date is $983.50 per security, the notes are not listed, and all payments are subject to Morgan Stanley’s credit risk.

Morgan Stanley Finance LLC is offering principal-at-risk Jump Securities with an auto-call feature linked to the S&P 500® Futures Excess Return Index, issued in an aggregate principal amount of $1,530,000 at $1,000 per security. The notes may be automatically redeemed on December 1, 2026 for $1,140 per security if the index is at or above 566.990, about 105% of the 539.99 initial level.

If not called and the final index level is above the initial level, investors receive principal plus an upside payment based on a 200% participation rate. If the final level is between 70% and 100% of the initial level, only principal is returned; below 70%, repayment falls in line with index losses and can be reduced to zero. The estimated value on the pricing date is $944.80 per security. The notes are unsecured, subject to Morgan Stanley’s credit risk, pay no interest, will not be listed on any exchange and may have limited secondary liquidity.

Morgan Stanley Finance LLC is offering $5,754,000 of Contingent Income Auto-Callable Securities due November 27, 2028, linked to Bank of America common stock and fully guaranteed by Morgan Stanley. Each security has a $1,000 principal amount and may pay a contingent quarterly coupon at an annual rate of 10.34% (about $25.85 per quarter) if Bank of America’s share price on the determination date is at or above the downside threshold of $38.67, which is 75% of the initial share price of $51.56.

The notes can be automatically redeemed on any of the first eleven quarterly determination dates if the stock is at or above the initial share price, returning principal plus that period’s coupon. If not redeemed early, at maturity investors receive principal plus the final coupon if the stock is at or above the downside threshold, but if it finishes below that level, repayment is reduced 1-for-1 with the stock’s decline and can fall to zero. Investors do not receive dividends or participate in stock appreciation, face issuer and guarantor credit risk, limited liquidity, and an estimated initial value of $964.90 per $1,000, reflecting embedded fees and funding costs.

Morgan Stanley Finance LLC is issuing $2,779,000 of buffered jump securities with an auto-call feature linked to the worst performer of the S&P 500® Index and EURO STOXX 50® Index, fully and unconditionally guaranteed by Morgan Stanley. Each security has a $1,000 stated principal amount and matures on November 26, 2030.

The notes can be automatically redeemed on scheduled determination dates starting December 4, 2026 if both indices are at or above their call threshold levels, paying early redemption amounts that reflect approximately 10.00% per annum, up to $1,475 per security before maturity. If held to maturity and both indices are at or above their call thresholds, investors receive $1,500 per security.

The structure includes a 15% buffer; if the worst-performing index falls beyond this, investors lose 1.1765% of principal for every 1% additional decline, with no minimum payment, so the entire investment can be lost. The estimated value on the pricing date is $955.80 per $1,000, and investors face both market risk on the indices and credit risk of MSFL and Morgan Stanley, with limited or no secondary market liquidity expected.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering principal-at-risk Callable Contingent Income Securities due November 30, 2028, linked to the worst performer of the S&P 500 Index, Nasdaq-100 Technology Sector Index and Russell 2000 Index.

The notes pay a contingent coupon at 12.10% per annum, but only if on each observation date all three indices close at or above their respective coupon barrier levels, set at 70% of initial levels. If any index is below its barrier, no coupon is paid for that period, and investors may receive few or no coupons over the life of the notes.

Starting on May 29, 2026, the securities are callable in whole on specified redemption dates if a risk neutral valuation model indicates early redemption is economically rational for the issuer. If not redeemed, and at maturity each index is at or above its downside threshold (also 70% of initial), investors receive full principal plus any final coupon. If any index finishes below its downside threshold, repayment is reduced 1% for each 1% decline of the worst-performing index, potentially to zero.

The estimated value on the pricing date is approximately $984.90 per $1,000 security. The notes are unsecured, subject to Morgan Stanley’s credit risk, will not be listed on any exchange, and embed sector and small-cap risks through their technology and Russell 2000 exposures.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering $570,000 of Dual Directional Buffered Participation Securities due November 26, 2027, at $1,000 per security. These principal-at-risk notes pay no interest and are linked to the worst performer of the Dow Jones Industrial Average, the S&P 500 Index and the EURO STOXX 50 Index.

At maturity, if the worst-performing index is above its initial level, investors receive full principal plus 100% of that gain. If it is below its initial level but at or above 75% of its initial level, investors get principal plus an “absolute return” on the decline, capped at a 25% positive return. If the worst-performing index finishes below 75% of its initial level, investors lose 1% of principal for each 1% drop beyond the 25% buffer, with a minimum payment of 25% of principal.

The securities are unsecured obligations subject to Morgan Stanley’s credit risk, have an estimated value of $980.10 per $1,000 at pricing, will not be listed on any exchange and may have limited secondary market liquidity.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is issuing $3,000,000 of S&P 500®-linked Jump Securities with an auto-call feature maturing on November 26, 2027. These unsecured notes pay no interest and expose investors to loss of principal.

The notes are automatically redeemed on December 9, 2026 for $1,117 per $1,000 if on the first determination date the S&P 500® closes at or above the initial level of 6,602.99. If not called, at maturity investors receive 150% of any index gain above the initial level, or just principal back if the final level is between 80% and 100% of the initial level. Below the downside threshold of 5,282.392, repayment is reduced one-for-one with index declines and can fall to zero.

The estimated value on the pricing date is $978.70 per security, below the $1,000 issue price due to issuance, structuring and hedging costs and the issuer’s internal funding rate. The securities will not be listed on an exchange, secondary liquidity may be limited, and all payments are subject to Morgan Stanley’s credit risk and uncertain tax treatment.

Morgan Stanley Finance LLC is offering callable contingent income securities due November 27, 2028, fully and unconditionally guaranteed by Morgan Stanley. The notes have a stated principal amount of $1,000 per security, with an aggregate principal amount of $2,823,000, and are linked to the worst performer of the Utilities Select Sector SPDR Fund (XLU), the EURO STOXX 50 Index and the Nasdaq-100 Technology Sector Index.

Investors may receive a 9.00% per annum contingent coupon, paid only if on each observation date all three underliers are at or above their coupon barrier levels, set at 60% of their initial levels. From the first redemption date on November 27, 2026, the issuer may redeem the notes early if a risk neutral valuation model indicates redemption is economically rational for Morgan Stanley. At maturity, if not redeemed and any underlier finishes below its 60% downside threshold, repayment of principal is reduced 1% for every 1% decline in the worst-performing underlier and could be zero. The estimated value on the pricing date is $974.60 per security, and all payments are subject to Morgan Stanley’s credit risk.

Morgan Stanley Finance LLC is offering $11,752,000 of structured “Buffered Jump Securities” linked to the EURO STOXX 50® Index, fully and unconditionally guaranteed by Morgan Stanley. Each security has a $1,000 stated principal amount and may be automatically redeemed on set dates starting November 30, 2026 if the index is at or above the 4,963.581 call threshold, paying fixed early redemption amounts that correspond to about 8.50% per year. If not called, and on the final determination date in 2030 the index is at or above the call threshold, investors receive $1,425 per security; if it is between the 4,687.827 buffer level and the call threshold, they receive only their $1,000 principal. Below the buffer, investors lose 1.1765% of principal for each 1% index decline beyond the 15% buffer and could lose their entire investment. The notes pay no interest, do not participate in any index upside, will not be listed on an exchange, and carry Morgan Stanley credit risk, with an estimated value on the pricing date of $988.70 per $1,000 security.

Morgan Stanley Finance LLC is offering $650,000 of Dual Directional Buffered Participation Securities linked to the Nasdaq-100 Index®, due November 26, 2027. Each security has a $1,000 denomination, pays no interest and is fully and unconditionally guaranteed by Morgan Stanley.

At maturity, if the index is above the initial level of 24,239.57, investors receive principal plus 100% of the index gain, capped at $1,200 per security (120% of principal). If the index is at or below the initial level but at or above the 80% buffer level of 19,391.656, investors earn a positive return matching the index’s absolute decline, up to 20%.

If the index closes below the buffer level, principal is reduced 1% for each 1% drop beyond the 20% buffer, with a minimum payment of 20% of principal; for example, a 95% decline would pay $250. The estimated value on the pricing date is $985.30 per $1,000 security, reflecting issuance and hedging costs, and the notes are subject to Morgan Stanley’s credit and limited liquidity risk.

Morgan Stanley Finance LLC is offering $1,034,000 of Contingent Income Memory Auto-Callable Securities linked to the common stock of Tesla, Inc., fully and unconditionally guaranteed by Morgan Stanley. Each security has a stated principal amount of $1,000 and an issue price of $1,000, with proceeds to the issuer of $981.50 per security after selling commissions and fees. The notes pay a contingent coupon at a 15.00% annual rate only if Tesla’s closing price on an observation date is at or above the coupon barrier of $186.55 (47.70% of the initial level of $391.09), with unpaid coupons able to “catch up” later if conditions are met.

The securities are auto-callable quarterly starting May 21, 2026 if Tesla’s price is at or above the call threshold of $391.09, returning principal plus the applicable contingent coupon and any unpaid coupons, after which no further payments are made. If the notes are not redeemed early and Tesla’s final level on November 22, 2027 is at or above the downside threshold of $186.55, investors receive full principal back (plus any contingent coupon then due). If the final level is below the downside threshold, the maturity payment is reduced on a 1-for-1 basis with Tesla’s decline, and can fall to zero, meaning full principal is at risk. The estimated value on the pricing date is $968.70 per security, below the issue price, reflecting structuring, distribution and hedging costs and the issuer’s internal funding rate. All payments depend on Morgan Stanley’s credit and the notes will not be listed on any securities exchange.