STOCK TITAN

Morgan Stanley (NYSE: MS) Pizzi discloses RSU grant and tax shares

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Morgan Stanley executive Michael A. Pizzi, Head of Technology & Operations, reported equity compensation changes. On January 16, 2026, he acquired 23,213.92 shares of common stock at $0 through restricted stock units granted in 2026 as part of 2025 year-end compensation, which convert into common stock on a 1-to-1 basis. On the same date, 12,218 shares were disposed of at $191.23 per share to cover taxes on restricted stock units granted on January 18, 2023. Following these transactions, he directly beneficially owned 147,872.293 shares of Morgan Stanley common stock.

Positive

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Negative

  • None.
Insider Pizzi Michael A.
Role Head Technology & Operations
Type Security Shares Price Value
Grant/Award Common Stock 23,213.92 $0.00 --
Tax Withholding Common Stock 12,218 $191.23 $2.34M
Holdings After Transaction: Common Stock — 160,090.293 shares (Direct)
Footnotes (1)
  1. Restricted Stock Units granted in 2026 as part of 2025 year-end compensation, which are convertible to shares of Common Stock at a ratio of 1 to 1. Shares withheld to satisfy taxes upon the conversion of Restricted Stock Units granted on January 18, 2023.
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*
Pizzi Michael A.

(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)
Head Technology & Operations
3. Date of Earliest Transaction (Month/Day/Year)
01/16/2026
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 01/16/2026 A(1) 23,213.92 A $0 160,090.293 D
Common Stock 01/16/2026 F(2) 12,218 D $191.23 147,872.293 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. Restricted Stock Units granted in 2026 as part of 2025 year-end compensation, which are convertible to shares of Common Stock at a ratio of 1 to 1.
2. Shares withheld to satisfy taxes upon the conversion of Restricted Stock Units granted on January 18, 2023.
Remarks:
/s/ Martin M. Cohen, Attorney-in-Fact 01/16/2026
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

Who is the insider reporting this Form 4 transaction for MS?

The reporting person is Michael A. Pizzi, who serves as Head Technology & Operations at Morgan Stanley.

What stock award did Michael A. Pizzi report receiving from Morgan Stanley (MS)?

On January 16, 2026, Michael A. Pizzi acquired 23,213.92 shares of Morgan Stanley common stock at $0 per share from restricted stock units granted in 2026 as part of 2025 year-end compensation, on a 1-to-1 conversion basis.

Why were some Morgan Stanley (MS) shares disposed of in this Form 4?

The Form 4 shows that 12,218 shares of Morgan Stanley common stock were disposed of at $191.23 per share to satisfy taxes upon the conversion of restricted stock units granted on January 18, 2023.

How many Morgan Stanley shares does Michael A. Pizzi own after these transactions?

After the reported transactions on January 16, 2026, Michael A. Pizzi directly beneficially owned 147,872.293 shares of Morgan Stanley common stock.

What type of securities are involved in Michael A. Pizzi’s Form 4 for MS?

The transactions involve Morgan Stanley common stock, including shares received from restricted stock units and shares withheld to cover related tax obligations.

Are the restricted stock units in the MS Form 4 convertible into common stock?

Yes. The filing states that the restricted stock units granted in 2026 as part of 2025 year-end compensation are convertible to shares of common stock at a ratio of 1 to 1.