Morgan Stanley exec reports equity award and tax shares

Morgan Stanley Chief Client Officer Mandell Crawley reported a mix of equity award activity and related tax withholding.

Rhea-AI Filing Summary

Morgan Stanley Chief Client Officer Mandell Crawley reported a mix of equity award activity and related tax withholding. On February 19, 2026, he acquired 9,666 shares of common stock at $0.00 per share as a grant/award, earned based on the company’s achievement of pre-established average return on tangible common equity performance criteria tied to a performance stock unit award granted on January 18, 2023. On the same date, 4,935 shares of common stock were disposed of at $176.59 per share to satisfy tax obligations upon conversion of that performance award. Following these transactions, Crawley held 73,926.888 shares of Morgan Stanley common stock directly.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider CRAWLEY MANDELL

Role Chief Client Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	9,666	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	4,935	$176.59	$871K

Holdings After Transaction: Common Stock — 73,926.888 shares (Direct)

Footnotes (2)

1. F1. Shares earned based on the Company's achievement of pre-established Company average return on tangible common equity performance criteria with respect to one-half of the target performance stock unit award ("PSU Award") granted on January 18, 2023.
2. F2. Shares withheld to satisfy taxes upon the conversion of the PSU Award described in footnote (1).

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did Morgan Stanley (MS) Chief Client Officer Mandell Crawley report?

Mandell Crawley reported acquiring 9,666 Morgan Stanley common shares as an equity award and disposing of 4,935 shares for tax withholding. Both transactions occurred on February 19, 2026, and relate to a previously granted performance stock unit award.

Was Mandell Crawley’s Morgan Stanley (MS) Form 4 transaction a purchase or a sale?

The Form 4 shows a grant/award acquisition of 9,666 Morgan Stanley shares and a tax-withholding disposition of 4,935 shares. These were not open-market buys or sells, but equity compensation settlement and related tax withholding.

What performance criteria determined the 9,666-share award to Morgan Stanley (MS) executive Mandell Crawley?

The 9,666-share award was earned based on Morgan Stanley’s achievement of pre-established average return on tangible common equity performance criteria. It represents one-half of the target performance stock unit award originally granted to Mandell Crawley on January 18, 2023.

Why were 4,935 Morgan Stanley (MS) shares disposed of in Mandell Crawley’s Form 4 filing?

The 4,935 Morgan Stanley shares were withheld to satisfy taxes due upon conversion of the performance stock unit award into common shares. This tax-withholding disposition is reported under transaction code F, reflecting payment of tax liability by delivering securities.

How many Morgan Stanley (MS) shares does Mandell Crawley hold after the reported Form 4 transactions?

After the reported grant and tax-withholding disposition, Mandell Crawley directly holds 73,926.888 shares of Morgan Stanley common stock. This figure reflects his updated direct ownership following the February 19, 2026 equity award settlement.

What do transaction codes A and F mean in the Morgan Stanley (MS) Form 4 for Mandell Crawley?

Code A indicates a grant, award, or other acquisition of 9,666 common shares. Code F indicates 4,935 shares disposed of to pay a tax liability by delivering securities upon conversion of the performance stock unit award into shares.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 02/20/2026 - 04:17 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

CRAWLEY MANDELL

(Last) (First) (Middle)

C/O MORGAN STANLEY

1585 BROADWAY

(Street)

NEW YORK NY 10036

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MORGAN STANLEY [ MS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Client Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/19/2026		A(1)		9,666	A	$0	78,861.888	D
Common Stock	02/19/2026		F(2)		4,935	D	$176.59	73,926.888	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares earned based on the Company's achievement of pre-established Company average return on tangible common equity performance criteria with respect to one-half of the target performance stock unit award ("PSU Award") granted on January 18, 2023.

2. Shares withheld to satisfy taxes upon the conversion of the PSU Award described in footnote (1).

Remarks:

	/s/ Martin M. Cohen, Attorney-in-Fact	02/20/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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