Morgan Stanley SEC Filings

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering principal-at-risk, auto-callable Jump Securities linked to the worst performer of the S&P 500 Futures Excess Return Index and the Utilities Select Sector SPDR Fund. Each security has a $1,000 stated principal and issue price. The notes may be automatically redeemed on quarterly determination dates starting October 28, 2026 if both underliers are at or above their call thresholds, paying an amount that targets approximately 11.10% per annum (e.g., $1,111.00 on the first call date, rising to $1,527.25 by July 29, 2030). The estimated value on the pricing date is about $945.80 per security.

If not called, at maturity on October 31, 2030: if both final underlier levels are at or above their call thresholds, investors receive $1,555.00 per security; if at least one is below the call threshold but each is at or above the downside threshold (70% of initial level), investors receive the stated principal; otherwise, the payoff declines 1% for each 1% drop of the worst performer, potentially to zero. The securities pay no interest, do not participate in underlier upside beyond the fixed payouts, are unsecured, and all payments are subject to the issuer’s and guarantor’s credit risk. The notes will not be listed.

Morgan Stanley Finance LLC is offering Buffered PLUS, principal-at‑risk structured notes due November 3, 2028, linked to the S&P 500 Futures Excess Return Index and fully and unconditionally guaranteed by Morgan Stanley. Each security is issued at $1,000 and pays no interest.

At maturity, if the final index level is above the initial level, holders receive principal plus a 133% leveraged share of the index gain. If the final level is at or below the initial level but at or above the 20% buffer, holders receive principal only. If the final level is below the buffer, investors lose 1% of principal for each 1% decline beyond the buffer, subject to a minimum payment at maturity of 20% of principal. Key dates: strike/pricing October 31, 2025; observation October 31, 2028. The notes are unsecured obligations subject to the issuer’s and guarantor’s credit risk, will not be listed, and have an estimated value on the pricing date of approximately $983 per security (±$45).

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, filed Amendment No. 1 to a preliminary pricing supplement for Enhanced Buffered Jump Securities due November 20, 2026 linked to the worst performer of the S&P 500 Futures Excess Return Index, Utilities Select Sector SPDR Fund, and Russell 2000 Index. The notes are sold at $1,000 per security, pay no interest, are principal-at-risk, and will not be listed.

The structure offers a digital payment of $121 per security (12.10%) at maturity if each underlier’s final level is at or above its digital threshold of 75% of initial. Repayment of principal is buffered so that if each underlier is at or above its buffer level of 90% of initial, investors also receive the stated principal amount. If any underlier finishes below its buffer, maturity value is reduced 1% for each 1% decline of the worst performer beyond the 10% buffer, subject to a minimum payment of 10% of principal.

The observation date is November 17, 2026. The estimated value on the pricing date is approximately $987 per security (within $25), reflecting issuance, structuring, and hedging costs. Sales are through fee-based advisory accounts; MS&Co., an affiliate, acts as agent without a sales commission. All payments are subject to Morgan Stanley’s credit risk.

Morgan Stanley Finance LLC priced a structured note offering of Callable Jump Notes linked to the S&P 500 Futures Excess Return Index, fully and unconditionally guaranteed by Morgan Stanley. The notes carry a stated principal amount of $1,000 per note, an aggregate principal amount of $1,181,000, and were issued at $1,000 per note.

The issuer’s estimated value on the pricing date is $954.70 per note. Sales commissions are $31.25 per note, with proceeds to the issuer of $968.75 per note (total proceeds $1,144,093.75). The notes pay no interest and may be redeemed early, in whole but not in part, if a risk‑neutral valuation model indicates redemption is economically rational. The first possible redemption date is October 28, 2026, with scheduled redemption payments stepping up (e.g., $1,120 on the first date), corresponding to approximately 12.00% per annum.

If not redeemed, payment at maturity on October 21, 2030 equals principal plus a 120% participation in positive index performance; otherwise, investors receive principal only. The initial underlier level is 543.95. The notes are unsecured, subject to MS/MSFL credit risk, and will not be listed on any exchange.

Morgan Stanley Finance LLC is offering principal-at-risk Callable Contingent Income Securities due October 27, 2028, based on the worst performing of the S&P 500 Index, Nasdaq-100 Technology Sector Index, and Russell 2000 Index, and fully and unconditionally guaranteed by Morgan Stanley.

The notes pay a contingent coupon at 8.75% per annum only if each index closes at or above its coupon barrier on the related observation date; otherwise no coupon is paid. Starting April 29, 2026, the issuer may redeem the notes in whole on scheduled redemption dates if a risk neutral valuation model indicates it is economically rational to do so. At maturity, if not redeemed and each index is at or above its downside threshold (70% of initial level), investors receive the stated principal; if any index is below its threshold, repayment is reduced 1% for each 1% decline of the worst performer.

The issue price is $1,000 per security, with an estimated value on the pricing date of approximately $957.70 per security. Payments are subject to the issuer’s and guarantor’s credit risk, and the securities will not be listed on any exchange.

Morgan Stanley Finance LLC priced a primary offering of Market‑Linked Notes totaling $1,180,000, fully and unconditionally guaranteed by Morgan Stanley. The notes pay no interest and mature on October 21, 2030, with returns tied to a performance‑allocation basket of the S&P 500, EURO STOXX 50 and TOPIX. Basket weights are set on the observation date based on relative performance (50% best, 30% second, 20% worst).

At maturity, holders receive principal back if the basket performance factor is zero or negative; if positive, they receive principal plus upside at a 100% participation rate, capped at a maximum payment of $1,470 per $1,000 note. The notes were offered at $1,000 per note with an estimated value of $963.70. Agent commissions are $25 per note, for issuer proceeds of $975 per note (total $1,150,500). The notes will not be listed, and all payments are subject to the issuers’ credit risk.

Morgan Stanley Finance LLC priced a primary offering of Trigger Jump Securities due October 21, 2030, with an aggregate principal amount of $1,199,000 at $1,000 per security, fully and unconditionally guaranteed by Morgan Stanley. These principal-at-risk notes pay no interest and are linked to a basket of equity indices: EURO STOXX 50 (38%), FTSE 100 (17%), S&P/ASX 200 (8%), TOPIX (26%) and Swiss Market Index (11%).

At maturity, if the basket’s final level is at or above the initial level (100), holders receive principal plus the greater of the basket return or a fixed $530 upside payment per security. If the final level is below the initial but at or above the 80% downside threshold, holders receive principal only. Below the threshold, losses match the decline, up to total loss. The securities will not be listed. The estimated value on the pricing date was $962.80 per security. Observation date is October 16, 2030; settlement/maturity are October 21, 2025/2030. Proceeds to the issuer total $1,199,000.

Morgan Stanley Finance LLC priced a Rule 424(b)(2) offering of S&P 500-linked Callable Jump Notes due October 21, 2030, fully and unconditionally guaranteed by Morgan Stanley. The aggregate principal amount is $735,000 at $1,000 per note.

The notes pay no interest. If not called and the S&P 500 final level exceeds the initial level of 6,629.07, holders receive principal plus 100% of the index gain; otherwise, only principal is returned at maturity. Early redemption is at the issuer’s discretion via a risk‑neutral valuation model, with fixed redemption payments that increase over time (approximately 7.10% per annum), starting on the first redemption date of October 21, 2026.

The estimated value on the pricing date is $968.00 per note. Sales commissions are $25 per note; proceeds to the issuer are $975 per note, or $716,625 in total. The notes are unsecured, subject to MS/MSFL credit risk, and will not be listed.

Morgan Stanley Finance LLC is offering principal-at-risk Callable Contingent Income Securities due October 27, 2028, fully and unconditionally guaranteed by Morgan Stanley. The notes pay a contingent coupon at 11.15% per annum only when the S&P 500, Nasdaq-100 Technology Sector Index and Russell 2000 each close at or above their coupon barrier on the observation date.

The securities are linked to the worst performing index. If not called and any final index level is below its downside threshold, the maturity payment is reduced 1% for each 1% decline of the worst performer and could be zero; no upside participation. An early redemption may occur on specified dates if a risk neutral valuation model indicates it is economically rational for the issuer. Issue price is $1,000 per security; the estimated value on the pricing date is approximately $981.80 per security. First potential call is April 29, 2026. All payments are subject to the issuer’s and guarantor’s credit risk.