Morgan Stanley SEC Filings

Morgan Stanley Finance LLC filed an amended preliminary 424(b)(2) for Partial Principal at Risk Notes due November 18, 2030, fully and unconditionally guaranteed by Morgan Stanley. The notes pay no interest and are linked to a performance‑allocation basket of the MSCI Emerging Markets Index, EURO STOXX 50, and Tokyo Stock Price Index, with basket weights set on the observation date by relative performance (50% best, 30% second, 20% worst).

Issue price is $1,000 per note; estimated value on the pricing date is approximately $960.80 per note; selling commissions are $25 per note, yielding $975 per note in proceeds to the issuer. At maturity (observation date: November 13, 2030), investors receive the stated principal plus upside at a 100% participation rate, capped at a maximum payment of $1,800 per note. If the basket performance factor is zero or negative, investors lose 1% per 1% decline, but not below the partial principal return amount of 98.50% of stated principal. The notes are unsecured, subject to issuer and guarantor credit risk, and will not be listed.

Morgan Stanley Finance LLC filed a preliminary 424(b)(2) for auto‑callable Jump Notes linked to the S&P U.S. Equity Momentum 40% VT 4% Decrement Index, fully and unconditionally guaranteed by Morgan Stanley. The notes pay no interest and are unsecured. Each note has a $1,000 stated principal amount and issue price.

The notes auto‑redeem if the index closes at or above the call threshold level (100% of the initial level) on a determination date. The first determination date is November 19, 2026; they cannot be redeemed before then. Early redemption payments step up to target approximately 7.00% per annum (e.g., $1,070.00 on Nov 24, 2026; $1,420.00 on Nov 24, 2031; $1,472.50 on Aug 24, 2032). If not called, on November 24, 2032 investors receive a fixed positive return if the final level is at or above the call threshold; otherwise, they receive only principal back.

The estimated value on the pricing date is approximately $936.20 per note (within $55.00 of that estimate). The notes will not be listed. All payments are subject to the issuer’s and guarantor’s credit risk.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, filed an amended preliminary pricing supplement for principal-at-risk, auto-callable Jump Securities linked to the worst of the Dow Jones Industrial Average, Nasdaq-100, and S&P 500. Each security is issued at $1,000, with an estimated value on the pricing date of approximately $978 per security.

The notes may be automatically redeemed on quarterly determination dates starting November 16, 2026 if each index is at or above its 100% call threshold, paying fixed amounts per security of $1,116, $1,232, $1,348, or $1,464 depending on the call date. If held to maturity on November 15, 2030, investors receive $1,580 per security only if each index is at or above its call threshold; if any index is below the call threshold but all are at or above the 75% downside threshold, payment equals principal; if any index is below its downside threshold, repayment is reduced 1% for every 1% decline of the worst performer. The securities are unsecured obligations subject to the issuer’s and guarantor’s credit risk and pay no periodic interest.

Morgan Stanley (MS) reported an insider transaction on Form 4. A director disclosed a disposition coded “G” of 1,800 shares of Common Stock on 11/07/2025 at a reported price of $0. Following this transaction, the reporting person beneficially owns 46,883.484 shares, held directly.

The filing indicates the form was submitted by an attorney-in-fact. No derivative securities were reported in Table II.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering principal-at-risk Trigger Jump Securities linked to the worst performing of the S&P 500, Russell 2000 and Dow Jones Industrial Average. The notes pay no interest and are unsecured obligations.

At maturity on December 5, 2030, holders receive: (i) if each index finishes at or above its initial level, the $1,000 principal plus the greater of the worst underlier’s percent gain or a fixed $517.50 upside payment; (ii) if any index is below its initial level but all are at or above their 75% downside thresholds, return of principal only; (iii) if any index ends below its downside threshold, a 1% principal loss for each 1% decline in the worst underlier, which could reduce repayment to zero.

Key terms include a $1,000 issue price per note, estimated value on the pricing date of approximately $941.90 per security (within $55.00), pricing on December 1, 2025, and no listing. All payments are subject to Morgan Stanley’s credit risk.

Morgan Stanley Finance LLC is offering principal-at-risk Contingent Income Auto-Callable Securities due November 15, 2030, fully and unconditionally guaranteed by Morgan Stanley. The notes pay a 9.50% annual contingent coupon only if, on each observation date, the iShares MSCI EAFE ETF (EFA), S&P 500 Index (SPX), and Russell 2000 Index (RTY) each close at or above their coupon barrier, set at 70% of their initial levels. Automatic early redemption can occur on scheduled dates starting May 12, 2026 if all three underliers are at or above their call thresholds, set at 100% of initial levels.

The notes are linked to the worst performing underlier, so any single underlier falling below key levels can eliminate a coupon or trigger loss of principal. If not called, at maturity investors receive par only if each final level is at or above its 70% downside threshold; otherwise, repayment is reduced one-for-one with the decline of the worst performer and could be zero. Issue price is $1,000 per security; the estimated value on the pricing date is approximately $985.60 per security. Key dates: pricing November 12, 2025; original issue November 17, 2025; maturity November 15, 2030.

Morgan Stanley Finance LLC is offering callable contingent income securities due November 18, 2027, fully and unconditionally guaranteed by Morgan Stanley. Payments are linked to the worst performer among EQT Corporation, Exxon Mobil, and Cheniere Energy common stocks.

The notes pay a contingent quarterly coupon at 21.38% annual rate (about $53.45 per $1,000 each quarter) only if, on each trading day in the observation period, every stock closes at or above 75% of its initial share price (coupon barrier). Starting November 27, 2026, the issuer may redeem quarterly, in whole, based on a risk neutral valuation model; if called, holders receive the $1,000 principal plus any coupon due for that period.

At maturity, if not redeemed, investors receive $1,000 plus the final coupon only if each stock is at or above its 70% downside threshold. If any stock is below its threshold, repayment equals $1,000 times the worst stock’s performance and can be less than 70% of principal or zero. Issue price is $1,000; the estimated value is approximately $943.80 per security. Agent commissions are $20 and a structuring fee is $5 per security. The notes will not be listed; all payments are subject to the issuer’s credit risk.

Morgan Stanley Finance LLC amended a pricing supplement for its Dual Directional Buffered Jump Securities linked to the S&P 500 Index, due September 24, 2029. The notes are unsecured, pay no interest, and are fully and unconditionally guaranteed by Morgan Stanley.

The payoff is path-independent and set on the September 19, 2029 observation date. If the final index level is at or above the initial level of 6,664.36, investors receive principal plus a fixed upside payment of $255 (25.50%). If the index declines but stays at or above the buffer level of 5,331.488 (80%), investors earn a positive return equal to the absolute decline times the 300% participation rate, effectively capped at a 60% gain. Below the buffer, losses match the decline beyond 20%, with a minimum payment at maturity of 20% of principal.

The issue price is $1,000 per security, aggregate principal $1,625,000, and estimated value on pricing date is $979.00 per security. Agent’s fees are $7.50 per security, with proceeds to the issuer of $1,612,812.50. The notes will not be listed and all payments are subject to the issuer’s credit risk.

Morgan Stanley Finance LLC priced a Rule 424(b)(2) structured note offering: Buffered Jump Securities with auto-call linked to Oracle Corporation common stock, fully and unconditionally guaranteed by Morgan Stanley. The notes are principal-at-risk, pay no interest, and may redeem early if Oracle’s closing level is at or above the call threshold.

Key terms: issue price $1,000 per security; aggregate principal amount $500,000; estimated value on pricing date $964.40 per security; scheduled early redemption payments correspond to ~13.00% per annum (e.g., $1,032.50 on the first call date, rising to $1,162.50 before maturity). Initial level $275.30; call threshold level $275.30 (100%); buffer level $192.71 (70%); buffer amount 30%; minimum payment at maturity 30% of principal.

If not redeemed and the final level is ≥ the call threshold, maturity pays $1,195.00 per security. If the final level is below the call threshold but ≥ the buffer level, investors receive principal only. Below the buffer, losses match the decline beyond 30%. Agent commissions are $18.75 per security; total proceeds to the issuer are $490,625. The notes are unsecured and subject to the credit risk of MSFL and Morgan Stanley, and will not be listed.