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Morgan Stanley (NYSE: MS) CEO gets stock award, covers taxes with shares

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

Rhea-AI Filing Summary

Morgan Stanley Chairman and CEO Edward Pick reported a stock-based compensation event involving the company’s common stock. He received a grant of 60,897 shares on March 12, 2026 at $0.0000 per share, earned based on the company’s achievement of pre-established relative return on tangible common equity performance criteria for a prior performance stock unit award.

To cover tax obligations upon conversion of this performance stock unit award, 33,677 shares were withheld at a price of $160.89 per share. After these transactions, he directly owned 666,248.764 shares of common stock, with additional indirect holdings of 4,298.477 shares through a 401(k) plan and 104,963 shares through a Grantor Retained Annuity Trust.

Positive

  • None.

Negative

  • None.
Insider PICK EDWARD
Role Chairman and CEO
Type Security Shares Price Value
Grant/Award Common Stock 60,897 $0.00 --
Tax Withholding Common Stock 33,677 $160.89 $5.42M
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 699,925.764 shares (Direct); Common Stock — 4,298.477 shares (Indirect, By 401(k) Plan)
Footnotes (1)
  1. Shares earned based on the Company's achievement of pre-established relative 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. Shares withheld to satisfy taxes upon the conversion of the PSU Award described in footnote (1).
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)
03/12/2026
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 03/12/2026 A(1) 60,897 A $0 699,925.764 D
Common Stock 03/12/2026 F(2) 33,677 D $160.89 666,248.764 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 relative 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 03/13/2026
** 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

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

Edward Pick reported a stock compensation event, receiving 60,897 Morgan Stanley common shares tied to a prior performance stock unit award. The award was earned based on pre-established relative return on tangible common equity performance criteria set in January 2023.

How many Morgan Stanley (MS) shares were granted to Edward Pick in this filing?

Edward Pick was granted 60,897 shares of Morgan Stanley common stock on March 12, 2026. These shares were earned upon conversion of a performance stock unit award that depended on the company’s relative return on tangible common equity performance versus predefined criteria.

Why were some Morgan Stanley (MS) shares withheld in Edward Pick’s Form 4?

A total of 33,677 Morgan Stanley shares were withheld to satisfy tax obligations arising from the conversion of the performance stock unit award. This tax-withholding disposition is not an open-market sale but an administrative share reduction to cover required tax liabilities.

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

Following the grant and tax-withholding entries, Edward Pick directly owned 666,248.764 shares of Morgan Stanley common stock. This figure reflects his updated direct holdings after the performance-based award conversion and related tax withholding on March 12, 2026.

What indirect Morgan Stanley (MS) holdings does Edward Pick report?

Edward Pick reports 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 indirect positions are in addition to his directly held shares reported in the same Form 4 filing.

Is the tax-withholding event in Edward Pick’s Morgan Stanley (MS) Form 4 a market sale?

The tax-withholding event is not an open-market sale. Instead, 33,677 shares were delivered to satisfy taxes owed upon conversion of the performance stock unit award, a routine administrative mechanism commonly used to cover equity-related tax liabilities.