Morgan Stanley SEC Filings

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering contingent income memory buffered auto-callable securities linked to the S&P® U.S. Equity Momentum 40% VT 4% Decrement Index, maturing on July 29, 2031, with a stated principal amount of $1,000 per security and an issue price of $1,000.

The securities pay a contingent coupon at 12.35% per annum, but only if the index is at or above the coupon barrier level of 80% of the initial level on the relevant observation date; missed coupons may be paid later if the barrier is subsequently met. The notes are auto-callable from July 26, 2027 onward if the index is at or above the call threshold level of 100% of the initial level, in which case investors receive principal plus the due coupon and any unpaid coupons, and the securities terminate.

If held to maturity and not called, investors receive full principal only if the final index level is at or above the buffer level of 85% of the initial level. Below that, repayment is reduced 1% for each 1% decline beyond the 15% buffer, subject to a minimum payment of 15% of principal. The estimated value on the pricing date is approximately $897.50 per security, reflecting issuance and hedging costs. All payments are subject to the credit risk of Morgan Stanley Finance LLC and Morgan Stanley, and there may be limited or no secondary market.

Morgan Stanley Finance LLC is offering Enhanced Buffered Jump Securities, principal-at-risk notes fully and unconditionally guaranteed by Morgan Stanley, linked to an equally weighted basket of seven semiconductor-related stocks. Each security has a $1,000 stated principal amount and is issued at $1,000.

If the basket’s final level on August 6, 2027 is at or above the 80% buffer level, investors receive $1,000 plus an upside payment of at least $193.50 per security. Below the buffer, repayment is reduced by 1.25% of principal for every 1% decline beyond the 20% buffer, with no minimum payment at maturity, so the entire investment can be lost. The initial level is set to 100, and the maturity date is August 11, 2027.

The estimated value on the pricing date is approximately $957.90 per security, lower than the issue price due to issuing, selling, structuring and hedging costs. The notes pay no interest, are unsecured obligations subject to Morgan Stanley’s and MSFL’s credit risk, may have limited or no secondary market liquidity, and involve complex U.S. federal tax treatment described as prepaid financial contracts that are open transactions.

Morgan Stanley Finance LLC is offering Buffered Jump Securities with an auto-call feature linked to the S&P 500® Index, fully and unconditionally guaranteed by Morgan Stanley. Each security has a $1,000 stated principal amount and no periodic interest; principal is at risk.

The notes may be automatically redeemed on scheduled determination dates starting July 28, 2027 if the index closes at or above the call threshold, for fixed early redemption payments of $1,093.50 or $1,187.00 per $1,000. If not called, at maturity investors receive $1,280.50 per $1,000 if the final index level is at or above the call threshold. If the final level is below the call threshold but at or above the 85% buffer level, investors receive only principal. Below the buffer, losses are 1% of principal for each 1% decline beyond the 15% buffer, subject to a minimum payment of 15% of principal.

The estimated value on the pricing date is approximately $985.80 per security, reflecting issuance, selling, structuring and hedging costs. Payments depend entirely on Morgan Stanley’s and MSFL’s credit; the securities are unsecured and not FDIC insured.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering Enhanced Trigger Jump Securities due August 26, 2027 with a $1,000 stated principal amount per security, linked to the worst performer of the Russell 2000® Index and the S&P 500® Index. The notes pay no interest and do not guarantee any return of principal.

At maturity, if the final level of each index is at or above its downside threshold level of 65% of its initial level, investors receive $1,000 plus a fixed upside payment of $90 per security, regardless of how much the indices have risen. If either index finishes below its downside threshold, repayment is reduced 1% for each 1% decline of the worst-performing index, and the maturity payment can fall to zero.

The notes are unsecured obligations subject to the issuers’ credit risk, with an estimated value on the pricing date of about $992.10 per security, below the $1,000 issue price due to issuing, selling, structuring and hedging costs. The issuer warns of potential price volatility, limited or no secondary market liquidity, conflicts of interest in calculation and hedging, and significant U.S. federal income tax uncertainty, including possible debt characterization and Section 871(m) considerations for Non‑U.S. holders.

Morgan Stanley Finance LLC is offering Enhanced Trigger Jump Securities, unsecured notes linked to the common stock of International Business Machines Corporation and fully guaranteed by Morgan Stanley. The notes pay no interest and do not guarantee return of principal.

At maturity on August 5, 2027, investors receive $1,000 plus a fixed upside payment of $243.70 per note if IBM’s closing price on the August 2, 2027 observation date is at or above the downside threshold of $149.10, which is 70% of the $213.00 initial level. If the final level is below the threshold, repayment is $1,000 multiplied by the performance factor (final level divided by initial level), with no minimum; a large decline in IBM’s stock could result in a payment as low as zero. The estimated value on the pricing date is approximately $983.70 per $1,000 note, reflecting issuer costs and credit spreads, and secondary market liquidity and pricing are expected to be limited.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering principal-at-risk structured notes linked to Amazon.com, Inc. common stock. Each $1,000 security may pay a contingent coupon at an annual rate of at least 18.96% if the stock closes at or above a coupon barrier on specified observation dates, with missed coupons potentially paid later if the barrier is subsequently met.

The notes are auto-callable: if Amazon’s stock closes at or above the 100% call threshold on designated redemption determination dates, investors receive $1,000 plus the applicable contingent coupon and any unpaid coupons, and the notes terminate. At maturity on August 11, 2027, if not redeemed early and the final stock level is at or above the 85% buffer level, investors receive $1,000 plus any due coupons; if below the buffer, repayment is reduced, losing 1.1765% of principal for each 1% decline beyond the 15% buffer, with no minimum payment.

The securities are unsecured obligations of MSFL, subject to Morgan Stanley’s guarantee and credit risk. The issue price is $1,000 per security, while the estimated value on the pricing date is approximately $985, reflecting issuance, structuring and hedging costs borne by investors.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is issuing principal-at-risk Contingent Income Memory Auto-Callable Securities due August 5, 2027, linked to the worst performer of the S&P 500 Equal Weight Index and the S&P 500 Index, in $1,000 denominations.

The notes pay a 9.68% per annum contingent coupon only if on each observation date both indices are at or above their coupon barrier levels, set at 80% of their initial levels (SPW 6,882.552; SPX 5,954.624). Missed coupons may be paid later if barriers are met, but can be lost entirely. Automatic early redemption occurs on set dates if both indices are at or above 100% of their initial levels, returning principal plus due and previously unpaid coupons.

If not redeemed early and at maturity either index is below its downside threshold (also 80% of initial), repayment is reduced 1% for each 1% decline of the worst-performing index, potentially to zero. The estimated value on the pricing date is about $985.70 per $1,000, reflecting embedded costs. All payments are subject to Morgan Stanley’s credit risk, the notes are unsecured, and tax treatment is complex and uncertain.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering principal-at-risk Enhanced Trigger Jump Securities maturing on October 28, 2027, linked to the worst performing of the Dow Jones Industrial Average, Russell 2000 Index and S&P 500 Index.

Each security has a $1,000 stated principal amount and pays no interest. If on the October 25, 2027 observation date the final level of each index is at or above 65% of its initial level, holders receive $1,000 plus a fixed upside payment of $102.50 per security, regardless of how strongly the indexes perform. If any index finishes below its downside threshold, repayment is $1,000 multiplied by the performance factor of the worst-performing index, producing a 1% principal loss for each 1% decline, down to a possible zero payoff.

The estimated value on the pricing date is approximately $985.70 per security, below the $1,000 issue price because it embeds issuance, selling, structuring and hedging costs. The notes are unsecured obligations of MSFL, subject to Morgan Stanley’s credit risk, may have limited or no secondary market, and carry complex and uncertain U.S. tax treatment, currently expected to be prepaid financial contracts treated as open transactions.

Morgan Stanley Finance LLC is offering Enhanced Trigger Jump Securities due August 27, 2027, fully and unconditionally guaranteed by Morgan Stanley. Each security has a stated principal amount of $1,000 and pays no interest.

The return is based on the worst performing of the Dow Jones Industrial Average℠, Russell 2000® Index and S&P 500® Index. If on the observation date each index is at or above 70% of its initial level, holders receive $1,000 plus a fixed upside payment of $97 (9.70%). If any index closes below its downside threshold, the payout equals $1,000 multiplied by the worst index’s performance factor, producing a 1% loss of principal for each 1% decline in that index, with no minimum repayment. The estimated value on the pricing date is approximately $985.10 per security, reflecting issuance, structuring and hedging costs borne by investors.