Morgan Stanley (MS) CEO Edward Pick reports stock grant and tax withholding

Rhea-AI Filing Summary

Morgan Stanley Chairman and CEO Edward Pick reported equity compensation activity in company stock. He acquired 60,897 shares of common stock at a price of $0.0000 per share as a grant or award, based on the company’s achievement of pre-established average return on tangible common equity performance criteria for a performance stock unit award originally granted on January 18, 2023.

On the same date, 33,731 shares of common stock were disposed of at $176.5900 per share to satisfy tax withholding obligations upon conversion of that performance stock unit award. After these transactions, he held 639,028.764 shares of common stock directly, plus additional indirect holdings of 4,298.477 shares through a 401(k) plan and 104,963 shares through a grantor retained annuity trust.

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

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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^*

PICK EDWARD

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman and CEO

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)		60,897	A	$0	672,759.764	D
Common Stock	02/19/2026		F(2)		33,731	D	$176.59	639,028.764	D
Common Stock								4,298.477	I	By 401(k) Plan
Common Stock								104,963	I	By Grantor Retained Annuity Trust

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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FAQ

What did Morgan Stanley (MS) CEO Edward Pick report in this Form 4 filing?

Edward Pick reported a stock grant and related tax withholding transactions in Morgan Stanley common stock. He received 60,897 shares from a performance stock unit award and had 33,731 shares withheld at $176.5900 per share to cover taxes tied to that award.

How many Morgan Stanley (MS) shares did Edward Pick acquire in this transaction?

Edward Pick acquired 60,897 shares of Morgan Stanley common stock at $0.0000 per share. These shares were earned under a performance stock unit award linked to the company’s average return on tangible common equity criteria set for a grant made on January 18, 2023.

Why were 33,731 Morgan Stanley (MS) shares disposed of in Edward Pick’s Form 4?

The 33,731 Morgan Stanley shares were withheld to satisfy tax liabilities upon conversion of a performance stock unit award. The shares were valued at $176.5900 per share, and the disposition reflects tax-withholding mechanics rather than an open-market sale or discretionary share sale.

What is Edward Pick’s direct Morgan Stanley (MS) share ownership after these transactions?

Following the reported grant and tax withholding, Edward Pick directly owned 639,028.764 shares of Morgan Stanley common stock. This figure reflects his direct holdings only and excludes additional indirect positions reported through a 401(k) plan and a grantor retained annuity trust.

What indirect Morgan Stanley (MS) holdings did Edward Pick report on this Form 4?

Edward Pick reported indirect ownership of 4,298.477 Morgan Stanley shares through a 401(k) plan and 104,963 shares through a grantor retained annuity trust. These entries reflect beneficial holdings via those vehicles, separate from his direct ownership in company common stock.

What performance criteria were tied to Edward Pick’s Morgan Stanley (MS) stock grant?

The grant was earned based on Morgan Stanley’s achievement of pre-established average return on tangible common equity performance criteria. These criteria applied to one-half of the target performance stock unit award that was originally granted to Edward Pick on January 18, 2023.