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Morgan Stanley (NYSE: MS) CEO reports RSU tax withholding and share transfer

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

Rhea-AI Filing Summary

Morgan Stanley Chairman and CEO Edward Pick reported changes in his holdings of the company’s common stock. On January 16, 2026, 35,134 shares were disposed of at $191.23 per share in a transaction coded “F,” which the notes explain as shares withheld to cover taxes when previously granted restricted stock units vested.

On the same date, a separate transaction coded “G” shows the disposition of 8,149 shares at $0 per share, leaving Pick with 610,454.899 shares held directly. He also has 4,273.444 shares held indirectly through a 401(k) plan and 104,963 shares indirectly through a grantor retained annuity trust. The notes add that since his last report, 77,013 shares previously held indirectly by such a trust were transferred back to him as an annuity payment.

Positive

  • None.

Negative

  • None.
Insider PICK EDWARD
Role Chairman and CEO
Type Security Shares Price Value
Tax Withholding Common Stock 35,134 $191.23 $6.72M
Gift Common Stock 8,149 $0.00 --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 618,603.899 shares (Direct); Common Stock — 4,273.444 shares (Indirect, By 401(k) Plan)
Footnotes (1)
  1. Shares withheld to satisfy taxes upon the conversion of Restricted Stock Units granted on January 18, 2023. Since the Reporting Person's last report, 77,013 shares of Common Stock previously reported as indirectly beneficially owned by a grantor retained annuity trust were transferred back to the Reporting Person in satisfaction of an annuity payment.
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Form 4 Insider Transactions: What Each Field Means →
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*
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)
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 F(1) 35,134 D $191.23 618,603.899(2) D
Common Stock 01/16/2026 G 8,149 D $0 610,454.899 D
Common Stock 4,273.444 I By 401(k) Plan
Common Stock 104,963(2) 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 withheld to satisfy taxes upon the conversion of Restricted Stock Units granted on January 18, 2023.
2. Since the Reporting Person's last report, 77,013 shares of Common Stock previously reported as indirectly beneficially owned by a grantor retained annuity trust were transferred back to the Reporting Person in satisfaction of an annuity payment.
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.

Source: View Original Filing on SEC EDGAR

FAQ

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

The reporting person is Edward Pick, who serves as Chairman and CEO of Morgan Stanley (MS) and is also a director of the company.

What was the largest reported share disposition by the Morgan Stanley CEO?

On January 16, 2026, Edward Pick reported the disposition of 35,134 shares of Morgan Stanley common stock at $191.23 per share in a transaction coded “F.”

Why were 35,134 Morgan Stanley shares disposed of in the F-coded transaction?

The filing notes that 35,134 shares were withheld to satisfy taxes upon the conversion of restricted stock units that were granted on January 18, 2023.

What does the G-coded transaction in this Morgan Stanley Form 4 represent?

The G-coded transaction on January 16, 2026 shows the disposition of 8,149 shares of Morgan Stanley common stock at $0 per share, after which Edward Pick directly owned 610,454.899 shares.

What indirect Morgan Stanley shareholdings does Edward Pick report?

Edward Pick reports indirect ownership of 4,273.444 shares through a 401(k) plan and 104,963 shares through a grantor retained annuity trust.

What is the significance of the 77,013-share transfer mentioned in the footnotes?

The notes state that 77,013 shares of Morgan Stanley common stock previously reported as indirectly owned by a grantor retained annuity trust were transferred back to Edward Pick in satisfaction of an annuity payment since his last report.