MORGAN STANLEY (MS) SEC Filings, Jul 17, 2026

Morgan Stanley Finance LLC is issuing $250,000 of fixed rate callable notes due July 19, 2030, fully and unconditionally guaranteed by Morgan Stanley. Each note has a stated principal and issue price of $1,000, pays 4.550% per annum interest on a semi-annual basis, with payments on January 19 and July 19, starting January 19, 2027, using a 30/360 day-count convention.

The notes are callable in whole at the issuer’s option on July 19, 2027 and January 19, 2028, at 100% of principal plus accrued interest, if a risk neutral valuation model shows redemption is economically rational for the issuer. The notes are unsecured obligations of MSFL, guaranteed on a pari passu basis by Morgan Stanley, are not insured by any government agency, and will not be listed on any exchange, so secondary market liquidity may be limited.

The price to the public is $1,000 per note (or $995 in fee-based advisory accounts), with a $5 sales commission per note and net proceeds of $248,750. The issuer’s estimated value on the pricing date is $984.50 per note, reflecting issuance, structuring and hedging costs borne by investors, as well as a coupon rate advantageous to the issuer. Key risks highlighted include early redemption risk, credit risk of Morgan Stanley, potential price declines from interest rate and credit spread changes, and limited secondary market making by affiliates.

Morgan Stanley Finance LLC is offering $700,000 aggregate principal amount of fixed rate callable notes due July 20, 2033, fully and unconditionally guaranteed by Morgan Stanley. Each note has a stated principal and issue price of $1,000 and pays fixed interest of 4.90% per annum, accruing from July 20, 2026.

Interest is paid semi-annually on January 20 and July 20, starting January 20, 2027, using a 30/360 day-count convention. The notes are callable in whole at 100% of principal plus accrued interest on July 20, 2027 and January 20, 2028, if a risk neutral valuation model indicates redemption is economically rational for the issuer. The estimated value on the pricing date is $974.20 per note, below the issue price, reflecting issuance, structuring and hedging costs and a rate advantageous to the issuer. The notes are unsecured obligations subject to the credit risk of MSFL and Morgan Stanley, will not be listed on any exchange, and may have limited or no secondary market liquidity.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering Buffered Jump Securities with an auto-callable feature due May 3, 2029, linked to the worst performer of the State Street SPDR S&P Metals & Mining ETF (XME) and the VanEck Gold Miners ETF (GDX). Each security has a stated principal amount of $1,000 and an estimated value on the pricing date of approximately $951.50, reflecting issuance, selling, structuring and hedging costs borne by investors.

The notes pay no interest and can be automatically redeemed quarterly starting January 28, 2027 if both underliers are at or above 87% of their initial levels, for early redemption payments corresponding to about 10% per annum (e.g., $1,050 on the first determination date, up to $1,266.667 before maturity). If held to maturity and both underliers are at or above their call thresholds, investors receive $1,275. If at least one underlier finishes below its 87% call threshold but both remain at or above the 85% buffer level, investors receive only principal. If either underlier closes below its 85% buffer level, repayment is reduced 1% for each 1% decline of the worst performer beyond the 15% buffer, subject to a minimum payment of 15% of principal.

The securities are principal-at-risk, offer no participation in any upside of the ETFs, are unsecured obligations of MSFL, and their value and payments depend on Morgan Stanley’s creditworthiness. They also carry concentrated industry risks tied to metals, mining, gold and silver miners, as well as complex and uncertain U.S. tax treatment.

Morgan Stanley Finance LLC is offering market-linked, principal-at-risk notes due July 19, 2029, fully and unconditionally guaranteed by Morgan Stanley and linked to the lowest performing of NVIDIA and Micron common stock. Each security has a $1,000 face amount and a price to the public of $1,000, while the issuer’s estimated value on the pricing date is $954.30.

The notes are auto-callable on July 20, 2027 if each stock’s closing price is at or above its call price; in that case investors receive a fixed call payment of $1,450 per $1,000 and no further payments. If not called, at maturity investors receive: 200% of the positive return of the lowest-performing stock if it finishes above its starting price; a contingent absolute return up to 40% if the lowest-performing stock is between its starting and threshold prices; or full downside exposure if the lowest-performing stock is below its threshold level, with the possibility of losing most or all principal.

The securities pay no interest, forgo dividends on the underlying stocks, are subject to MSFL and Morgan Stanley credit risk, and may have little or no secondary market. The structure embeds selling, structuring and hedging costs, contributing to the estimated value being below the issue price.

Morgan Stanley Finance LLC is offering Callable Contingent Income Securities due January 29, 2029, fully and unconditionally guaranteed by Morgan Stanley. These principal-at-risk notes are linked to the worst performer of the Nasdaq-100 Technology Sector Index, the Russell 2000 Index and the S&P 500 Index.

Investors receive a contingent coupon at 11.70% per annum only if, on each observation date, the closing level of every index is at or above its coupon barrier level, set at 70% of its initial level. If any index is below its barrier on an observation date, no coupon is paid for that period.

From January 28, 2027, the issuer may redeem the notes early on specified dates, but only if a risk neutral valuation model indicates redemption is economically rational for Morgan Stanley; this decision is not driven directly by index performance. At maturity, if not previously called, investors receive principal back only if each index is at or above its downside threshold, set at 60% of its initial level; otherwise the payoff is reduced 1% for each 1% decline of the worst-performing index and can be zero.

The notes are issued at $1,000 per security, while the estimated value on the pricing date is approximately $980 per security, reflecting issuance, structuring and hedging costs borne by investors. All payments are subject to the credit risk of Morgan Stanley Finance LLC and Morgan Stanley, and the notes are unsecured, unsubordinated obligations, not insured deposits.

Morgan Stanley Finance LLC is offering fixed-income buffered auto-callable securities due July 3, 2029, fully and unconditionally guaranteed by Morgan Stanley. The notes pay a fixed coupon of 7.00% per annum, with monthly coupon payments regardless of underlier performance, subject to issuer credit risk.

The securities are linked on a “worst performing” basis to the State Street SPDR S&P Metals & Mining ETF (XME) and the VanEck Gold Miners ETF (GDX). Starting February 1, 2027, the notes are automatically redeemed on scheduled dates if the closing level of each ETF is at or above 100% of its initial level, paying principal plus the applicable coupon. If not called and held to maturity, investors receive principal back only if the final level of each ETF is at or above its 85% buffer level; otherwise, principal is reduced 1% for each 1% decline of the worst ETF beyond the 15% buffer, but not below a minimum payment of 15% of principal, in addition to the final coupon. The estimated value on the pricing date is approximately $948.80 per $1,000 security, reflecting issuance, structuring and hedging costs and credit spreads.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering Trigger Jump Securities linked to the class A common stock of Space Exploration Technologies Corp., maturing on January 27, 2028. Each security has a $1,000 stated principal amount, pays no interest and has principal at risk.

If the final share price on the January 24, 2028 valuation date is greater than or equal to the initial share price, investors receive $1,000 plus a fixed upside payment of $775 per security, a 77.50% return. If the final share price is below the initial share price but at or above 65% of the initial share price, investors receive only the $1,000 principal. If the final share price is below 65% of the initial share price, the maturity payment equals $1,000 × (final share price ÷ initial share price), exposing investors 1:1 to the full decline and potentially reducing the payment below $650 or to zero.

The securities pay no dividends or coupons, have no minimum payment at maturity and are unsecured obligations subject to the credit risk of MSFL and Morgan Stanley. The original issue price is $1,000 per security, including selling, structuring and hedging costs; the estimated value on the pricing date is approximately $941.60. An agent’s sales commission of $20 and a structuring fee of $5 per security apply, and secondary market liquidity may be limited.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering Contingent Income Memory Buffered Auto-Callable Securities due August 3, 2027 linked to KLA Corporation common stock. Each security has a $1,000 stated principal amount and an estimated value on the pricing date of approximately $983.40, reflecting issuance, selling, structuring and hedging costs borne by investors.

The notes pay a contingent coupon at 38.76% per annum only if, on an observation date, KLA’s closing level is at or above the coupon barrier of $142.591 (65% of the initial level of $219.37). Missed coupons may be “remembered” and paid later if a subsequent observation meets the barrier. The notes are automatically redeemed if, on any redemption determination date from August 31, 2026 onward, the underlier closes at or above the call threshold of $263.24 (120% of initial), returning principal plus due and unpaid coupons.

If not called and the final level is at or above the buffer level of $142.591, investors receive principal back (plus any payable coupons). If the final level is below the buffer, principal is reduced by 1.5385% for each 1% decline beyond the 35% buffer, with no minimum payment at maturity, so the entire investment can be lost. All payments depend on Morgan Stanley’s credit and the notes carry complex tax and liquidity risks.

Morgan Stanley Finance LLC, fully and unconditionally guaranteed by Morgan Stanley, is offering Enhanced Trigger Jump Securities maturing on January 21, 2028, linked to the iShares® Semiconductor ETF. These are unsecured, principal-at-risk notes that pay no interest and are issued at $1,000 per security.

At maturity, if the arithmetic-average final level of the ETF on specified January 2028 averaging dates is at or above the downside threshold level of $344.825 (65% of the initial level of $530.50), investors receive $1,000 plus a fixed upside payment of $358, regardless of how far the ETF has risen or modestly fallen. If the final level is below the threshold, repayment is $1,000 multiplied by the performance factor (final level ÷ initial level), producing a 1% loss of principal for each 1% ETF decline, with no minimum payment and potential total loss.

The estimated value on the pricing date is approximately $978.20 per security, below the issue price due to embedded issuing, selling, structuring and hedging costs. Agent and placement fees of up to $12.50 per $1,000 apply. All payments are subject to the credit risk of Morgan Stanley Finance LLC and Morgan Stanley.