Morgan Stanley filings document the company’s financial services business, capital structure, governance and material events. The record includes 8-K reports for current events, proxy materials for annual meeting and shareholder voting matters, and securities listings covering common stock, depositary preferred shares and medium-term notes associated with Morgan Stanley Finance LLC.
Filings also disclose governance procedures, registered security classes, NYSE listing information, preferred stock series, debt-security registration matters and formal status changes such as a Form 25 notice for removal of a listed note class from exchange registration.
Morgan Stanley Finance LLC is offering Buffered Jump Securities with Auto-Callable Feature, fully guaranteed by Morgan Stanley, linked to the worst performer of the S&P 500 Index and the iShares Expanded Tech-Software Sector ETF. Each security has a $1,000 principal amount, with an aggregate issuance of $3,108,000.
The notes pay no interest and may be automatically redeemed on determination dates in 2027 and 2028 if both underliers are at or above their call thresholds (100% of initial levels), for early redemption payments of $1,165 or $1,330, corresponding to about 16.50% per annum. If held to July 26, 2029 and both final underlier levels are at or above their call thresholds, investors receive $1,495 per security.
A 20% buffer applies: if either underlier finishes below its call threshold but both remain at or above 80% of initial level, investors receive principal only. If the worst underlier ends below its buffer level, principal is reduced 1% for each 1% decline beyond the 20% buffer, subject to a minimum payment of 20% of principal. The notes are subject to Morgan Stanley’s credit risk, and the estimated value on the pricing date is $978.20 per $1,000.
Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is issuing market-linked, principal-at-risk securities maturing on August 2, 2027. The notes are linked to the lowest performing of NVIDIA and Broadcom common stock.
Each $1,000 security offers a 20.00% contingent fixed return ($200) at maturity if the ending price of the lowest performing stock is at or above its threshold price (60% of its starting price). If the lowest performer finishes below its threshold, the payoff becomes $1,000 plus $1,000 times that stock’s return, exposing investors to losses greater than 40% and potentially a total loss of principal.
The starting prices are $207.29 for NVIDIA and $386.50 for Broadcom, with threshold prices of $124.374 and $231.90, respectively. The estimated value on the pricing date is $963.30 per $1,000 security, reflecting embedded issuing, selling, structuring and hedging costs. The notes pay no interest, provide no dividend exposure, have limited liquidity, and all payments depend on Morgan Stanley’s credit.
Morgan Stanley Finance LLC is issuing Market Linked Securities, auto-callable notes linked to the iShares Semiconductor ETF and guaranteed by Morgan Stanley, maturing July 26, 2028. Each security has a $1,000 face amount and pays a contingent coupon of 21.25% per annum, assessed monthly.
Coupons are paid only if the ETF’s closing price on a calculation day is at or above the coupon threshold price of $331.614, equal to 60% of the starting level; otherwise no coupon is paid. After a six‑month non‑call period, the notes are automatically called if the ETF is at or above the starting level, returning $1,000 plus the applicable coupon.
If the notes are not called and the ETF finishes below the downside threshold price of $331.614 on the final calculation day, repayment of principal is reduced one‑for‑one with the ETF decline, exposing investors to losses of more than 40% and potentially their entire investment. The estimated value is $962.10 per $1,000 security, below the issue price, reflecting embedded costs. The total offering is $5,931,000, and investors face Morgan Stanley credit risk and limited secondary market liquidity.
Morgan Stanley Finance LLC is offering Leveraged Buffered S&P 500 Index‑Linked Notes, fully and unconditionally guaranteed by Morgan Stanley. The notes are unsecured, pay no interest, and expose investors to the price performance of the S&P 500 Index over an expected term of about 13–15 months, with principal at risk.
At maturity, for each $1,000 note, investors receive: (i) $1,000 plus 130% of any positive index return, capped at a Maximum Settlement Amount$1,137.93 and $1,162.24 per $1,000, corresponding to a cap level expected between 110.61% and 112.48% of the initial index level. If the index is flat or down by up to 12.50%, investors receive $1,000. Below a Buffer Level of 87.50% of the initial index level, repayment is reduced using a buffer rate of approximately 114.29%, and investors can lose some or all of their principal.
The notes are issued at $1,000 per note with no underwriting discount to investors; the estimated value on the trade date is approximately $996.00 per note due to issuing, structuring and hedging costs and the issuer’s internal funding rate. The notes will not be listed, secondary liquidity may be limited, and all payments are subject to the credit risk of Morgan Stanley Finance LLC and Morgan Stanley.
Morgan Stanley Finance LLC is issuing Jump Securities with an auto-callable feature due July 24, 2031, linked to the common stock of Astera Labs, Inc., and fully and unconditionally guaranteed by Morgan Stanley. These are unsecured principal at risk securities that pay no interest and do not guarantee return of principal.
Each security has a $1,000 stated principal amount and issue price, with an aggregate principal amount of $303,000. The initial level and call threshold level of the underlier are both $319.79; the downside threshold level is $159.895 (50% of the initial level). The securities are automatically redeemed on scheduled determination dates if the closing level of the underlier is at or above the call threshold, for cash payments that correspond to a return of approximately 52.75% per annum, starting at $1,527.50 per security and increasing over up to 48 determination dates.
If not previously redeemed and the final level is at or above the call threshold, investors receive $3,637.50 per security at maturity. If the final level is below the call threshold but at or above the downside threshold, investors receive only the $1,000 principal. If the final level is below the downside threshold, repayment is reduced one-for-one with the decline in the underlier via a performance factor, and the payment can be zero. The estimated value on the pricing date is $925.00 per security, below the issue price, reflecting issuing, selling, structuring and hedging costs and Morgan Stanley’s pricing. All payments are subject to the credit risk of Morgan Stanley Finance LLC and Morgan Stanley.
Morgan Stanley Finance LLC is issuing $4,955,000 of Trigger GEARS, 5‑year structured notes linked to a weighted basket of six global equity indices, fully and unconditionally guaranteed by Morgan Stanley. Each Security has a $10 principal amount and offers leveraged upside with 1.505 Upside Gearing if the Basket Return is positive.
The Initial Basket Level is set to 100 with a Downside Threshold of 75, so if the Final Basket Level is below 75, investors are fully exposed to the negative Basket Return and can lose up to all principal. If the Basket Return is less than or equal to zero but the Final Basket Level is at or above 75, investors receive only their principal back. The notes pay no interest or dividends and all payments depend on Morgan Stanley’s credit. The issue price is $10 per Security, while the estimated value on the trade date is $9.497, reflecting upfront costs and issuer pricing.
Morgan Stanley Finance LLC is offering Dual Directional Buffered PLUS notes due August 3, 2028, linked to the worst performer of the State Street SPDR S&P 500 ETF and the EURO STOXX 50 Index, fully and unconditionally guaranteed by Morgan Stanley.
Each $1,000 security pays no interest and offers at least 171% leveraged upside if the worst performing underlier finishes above its initial level. If the worst performer is down but not below its 10% buffer, investors receive a positive return up to 10%. Below the buffer, principal is lost 1% for each 1% further decline, subject to a 10% minimum payment of principal, and all payments are subject to Morgan Stanley’s credit risk.
Morgan Stanley Finance LLC is offering Jump Securities with an auto-callable feature linked to Vertiv Holdings Co Class A common stock, fully and unconditionally guaranteed by Morgan Stanley. Each note has a $1,000 stated principal amount, issue price $1,000, and aggregate principal amount $269,000, maturing on July 24, 2031.
The initial level of Vertiv is $304.50, which is also the call threshold level. The downside threshold is $152.25 (50% of the initial level). From the first determination date on July 28, 2027, the notes are automatically redeemed if the underlier closes at or above the call threshold, paying a fixed cash amount that implies approximately 27.90% per annum, from $1,279 on the first date up to $2,371.75 on the last determination date. If held to maturity and not called, payment per note is $2,395 if the final level is at or above the call threshold, par if between the call and downside thresholds, and par multiplied by the performance factor if below the downside threshold, exposing investors to up to a 100% loss of principal.
The estimated value on the pricing date is $927.10 per note, below the $1,000 issue price due to embedded costs. The notes pay no interest, are unsecured obligations subject to Morgan Stanley’s credit risk, may have limited or no secondary market, and carry complex tax and structural risks described in the risk and tax sections.
Morgan Stanley Finance LLC is offering $940,000 of Enhanced Trigger Jump Securities linked to the capital stock of International Business Machines Corporation, fully and unconditionally guaranteed by Morgan Stanley. These unsecured notes pay no interest, are issued at $1,000 per security and mature on August 5, 2027.
At maturity, if IBM’s closing level on the observation date is at or above the downside threshold level of $149.10 (70% of the $213.00 initial level), investors receive the $1,000 principal plus a fixed upside payment of $243.70, a 24.37% return, regardless of how much the stock has risen or modestly fallen. If the final level is below the threshold, repayment is $1,000 multiplied by the performance factor (final level divided by initial level), creating a 1% loss of principal for each 1% decline in the underlier, with no minimum payment and potential loss of the entire investment.
The estimated value on the pricing date is $987.10 per security, reflecting issuing, selling, structuring and hedging costs. All payments depend on the credit of Morgan Stanley Finance LLC and Morgan Stanley, and secondary market liquidity may be limited, with any market-making driven primarily by Morgan Stanley & Co. LLC.
Morgan Stanley Finance LLC is issuing Contingent Income Memory Auto-Callable Securities due July 24, 2031, linked to the S&P 500 Futures 40% Intraday 4% Decrement VT Index, in $1,000 denominations with an aggregate principal of $251,000, fully and unconditionally guaranteed by Morgan Stanley. These are principal-at-risk notes.
Investors may receive a 12.35% per annum contingent coupon, payable on scheduled dates only if the index’s closing level is at or above the coupon barrier of 2,411.108 (70% of the 3,444.44 initial level), with missed coupons potentially paid later if the barrier is subsequently met. The notes are auto-callable quarterly from January 21, 2027 if the index is at or above the call threshold of 3,444.44 (100% of initial), returning principal plus the applicable coupon and any unpaid coupons.
If not called, and the final index level on July 21, 2031 is at or above the downside threshold of 2,066.664 (60% of initial), investors receive full principal plus any due coupons; otherwise repayment is principal multiplied by the performance factor, exposing investors to a 1:1 loss with index declines and potentially a zero return of principal. The issuer’s estimated value on the pricing date is $909.30 per $1,000, reflecting embedded costs and credit spreads, and all payments depend on Morgan Stanley’s credit.