Morgan Stanley SEC Filings

Morgan Stanley Finance LLC has announced Tesla-linked Contingent Income Auto-Callable Securities due July 14, 2028. Key features include:

• Monthly contingent coupon rate of 18.25% to 19.25% per annum, payable if Tesla stock closes above 60% of initial level
• Automatic early redemption if Tesla stock closes at or above 100% of initial level on monthly determination dates
• Principal at risk: Full loss possible if Tesla stock declines more than 60% at maturity
• Estimated value of $940.60 per $1,000 security

Notable risks include no principal protection, early redemption risk, credit risk of Morgan Stanley, and no participation in Tesla stock appreciation. The securities will not be listed on any exchange, limiting secondary market trading. The investment is subject to complex tax considerations and investors are advised to consult tax advisers.

Morgan Stanley Finance has announced Market Linked Securities auto-callable with leveraged upside participation, linked to the EURO STOXX 50® Index due August 3, 2028. The securities, priced at $1,000 per unit with an estimated value of $955.70, are fully guaranteed by Morgan Stanley.

Key features include:

• Automatic Call Feature: Securities will be called if the index closes above starting level on call date (August 4, 2026), paying face amount plus minimum 10.30% premium
• Maturity Payment: If not called, offers 150% participation in index gains; full principal protection if index is above 85% of starting level; losses of up to 85% if below threshold
• Buffer Protection: 15% downside buffer against index losses

The offering involves complex features and risks, including potential loss of principal. Securities do not pay interest or guarantee principal repayment. All payments subject to Morgan Stanley's credit risk.

Morgan Stanley Finance LLC (MSFL) is issuing $3.061 million of Trigger GEARS linked to the S&P 500 Index pursuant to a 424(b)(2) prospectus supplement. The notes settle on 30 June 2025, mature on 29 June 2035 and are fully and unconditionally guaranteed by Morgan Stanley.

Payoff structure: at maturity investors receive (1) full principal plus 1.12 × positive index return when the S&P 500 finishes above its 6,141.02 initial level; (2) full principal when the index is flat/negative but remains at or above the 65 % downside threshold (3,991.66); or (3) a proportional loss of principal when the index ends below the threshold. No coupons or dividends are paid during the 10-year term.

Economics and costs

• Issue price: $10.00; estimated value on trade date: $8.969 (≈10.3 % discount, reflecting dealer margin, structuring and hedging costs).
• Underwriting discount: $0.50 per unit, generating $153,070 in sales concessions; net proceeds to issuer: $2.908 million.
• Upside gearing: 1.12; no cap on gains.
• Credit exposure: senior unsecured obligations of MSFL, guaranteed by Morgan Stanley; not FDIC-insured or exchange-listed.

The product targets investors with a long-term bullish view on the S&P 500 who can absorb substantial downside, forgo income and tolerate limited liquidity in exchange for modest leveraged upside and conditional principal protection. Given the small issuance size, the transaction is immaterial to Morgan Stanley’s overall financial position but entails significant risk for individual purchasers.

Morgan Stanley Finance LLC is offering Market Linked Securities that are auto-callable and linked to the performance of three major tech stocks: Broadcom, Alphabet (Class C), and Netflix. The securities, due July 21, 2028, feature contingent absolute return and downside principal at risk.

Key features include:

• Face amount of $1,000 per security
• Automatic call feature if lowest performing stock meets/exceeds starting price on July 23, 2026
• Call payment of at least 43.25% premium
• 300% participation rate for upside performance
• Downside protection until 60% threshold price

Notable risks include exposure to the lowest-performing stock, potential loss of over 40% of investment, credit risk of Morgan Stanley, and no interest payments. The estimated value per security on pricing date will be approximately $962.10, reflecting costs associated with issuing, selling, structuring, and hedging.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering unsecured, unlisted structured notes linked to the lowest-performing share among Broadcom (AVGO), Alphabet Class C (GOOG) and Netflix (NFLX). The $1,000-face-value notes mature on 21 Jul 2028 unless automatically called on 23 Jul 2026. If on the call date the worst-performing share closes at or above its starting price, investors receive a minimum 43.25 % call premium ($1,432.50 per note) and no further payments.

If not called, the maturity payoff is tiered: (i) 300 % participation on any positive price change of the worst stock; (ii) a contingent “absolute return” of up to +40 % if the worst stock is down ≤40 %; or (iii) full downside exposure if that stock falls below the 60 % threshold, putting >40 % – and potentially 100 % – of principal at risk.

The preliminary estimated value is ~$962.10, implying an initial value shortfall of ≈3.8 % versus the $1,000 public price. Selling concessions and agent commissions total up to $25.75 (2.575 %) per note, further widening investor cost. Payments depend solely on Morgan Stanley’s credit; the securities are not FDIC-insured and will not be exchange-listed, limiting liquidity. The product suits investors seeking leveraged equity-linked upside and a 40 % buffer, while accepting call risk, credit risk, structural complexity and the potential for substantial loss of principal.