MORGAN STANLEY SEC Filings

Morgan Stanley Finance LLC issues $1,348,000 of auto-callable notes due May 30, 2031. The notes pay a variable coupon that is either 12.10% (higher) or 0.25% (lower) per annum depending on monthly observation-date tests versus per-underlier coupon barrier levels. The notes reference four equities and pay based on the worst performing underlier; they are unsecured obligations of MSFL fully guaranteed by Morgan Stanley and carry the issuer’s credit risk. The original issue price is $1,000 per note, the aggregate principal amount offered is $1,348,000, and the issuer’s estimated value on pricing was $936.00 per note.

Morgan Stanley Finance LLC is offering Structured Investments — Market-Linked Notes due May 30, 2031 with an aggregate principal amount of $987,000. The notes are unsecured obligations of MSFL and are fully and unconditionally guaranteed by Morgan Stanley.

The notes have a stated principal amount of $1,000 per note, an issue price of $1,000, an estimated value on the pricing date of $932.70 per note, and a participation rate of 112% in upside above the initial level (initial level: 604.90). At maturity investors receive the stated principal plus the upside payment if the final level exceeds the initial level; otherwise they receive only the stated principal.

Morgan Stanley Finance LLC priced Principal-at-Risk notes linked to the common stock of Broadcom Inc. (underlier closing level on the strike date: $421.86). The securities are $1,000 each (aggregate $1,643,000), pay a contingent coupon at an annual rate of 15.25% on observation dates when the underlier equals or exceeds the coupon barrier, and may be automatically redeemed early if the underlier meets the call threshold on a redemption determination date. If not redeemed, maturity payment depends on the final level versus the downside threshold ($253.116, 60% of the initial level): if final level is below that threshold, principal is reduced proportionally (performance factor = final level / initial level), potentially to zero. Estimated value on the pricing date was $967.20 per security. All payments are subject to MSFL's and Morgan Stanley’s credit risk.

Morgan Stanley Finance LLC priced contingent-income, memory auto-callable notes linked to NVIDIA Corporation common stock. The offering comprises an aggregate principal amount of $11,392,000 at a stated principal amount of $1,000 per security and an issue price of $1,000 per security. The securities are fully and unconditionally guaranteed by Morgan Stanley and are principal at risk. They pay a contingent coupon at an annual rate of 10.57% on each coupon payment date only if the closing level of the underlier meets the coupon barrier; unpaid coupons may be paid later only if future observation dates meet the coupon barrier. The initial level on the strike date was $212.60, the coupon barrier and downside threshold are $106.30 (50% of the initial level), and the call threshold is $212.60. The estimated value on the pricing date was $967.90 per security. Automatic early redemption, credit risk of the issuer/guarantor, potential loss of principal if final level is below the downside threshold, limited or no coupon payments, and uncertain U.S. federal tax treatment are disclosed as material features and risks.

Morgan Stanley Finance LLC priced a $287,000 aggregate offering of auto-callable structured Jump Notes due June 1, 2033, fully guaranteed by Morgan Stanley. Each note has a stated principal amount of $1,000 and an issue price of $1,000; the estimated value on the pricing date was $919.30 per note.

The notes reference the S&PU.S. Equity Momentum 40% VT 4% Decrement Index with an initial and call threshold level of 1,504.45. Automatic early redemption may occur on annual determination dates beginning May 26, 2027 for fixed early redemption payments that correspond to approximately 8.50% per annum. If not redeemed early, a final-level test on May 26, 2033 determines whether investors receive a positive fixed payment or only the stated principal at maturity.

Morgan Stanley Finance LLC priced market-linked notes: MSFL is issuing structured, non‑interest bearing notes linked to the S&P 500® Futures Excess Return Index with a stated principal amount of $1,000 per note and an aggregate principal amount of $1,135,000. The notes mature on May 31, 2030 with an observation date of May 28, 2030 and pay, at maturity, the stated principal plus 100% participation in positive index performance subject to a maximum payment of $1,587 per note. The initial index level is 604.90. The issue price is $1,000 per note and Morgan Stanley reports an estimated value on the pricing date of $945.80 per note. All payments are unsecured and subject to the issuer’s and guarantor’s credit risk.

Morgan Stanley Finance LLC priced a $1,042,000 offering of principal-at-risk, auto-callable notes tied to the S&P® U.S. Equity Momentum 40% VT 4% Decrement Index. Each security has a $1,000 stated principal amount and was issued at $1,000 with an estimated value of $904.40 on the pricing date. The notes pay a contingent coupon of 9.55% per annum on observation dates when the underlier is at or above the coupon barrier (70% of the initial level) and can auto-redeem if the index closes at or above the call threshold (≈92% of initial). At maturity investors receive principal only if the final level is at or above the buffer (85% of initial); otherwise losses occur 1% per 1% decline beyond the 15% buffer, subject to a 15% minimum payment.

Morgan Stanley Finance LLC priced market-linked notes tied to the S&P 500® Futures Excess Return Index due May 30, 2031. Each note has a $1,000 stated principal amount, an issue price of $1,000 and a participation rate of 127% to determine any upside payment at maturity.

The notes pay no periodic interest; at maturity investors receive the stated principal plus the upside payment if the final index level exceeds the initial level of 604.90. All payments are subject to the issuer's and guarantor's credit risk, the notes are unsecured and will not be listed.

Morgan Stanley Finance LLC priced $472,000 of Principal at Risk auto-callable securities linked to the S&P® 500 Futures 40% Intraday 4% Decrement VT Index. The securities have a stated principal amount of $1,000 per security, an issue price of $1,000, an estimated value on the pricing date of $908.70, and mature on May 30, 2031.

The notes pay a contingent coupon at an annual rate of 11.00% per annum only if the underlier's closing level on each observation date is at or above the coupon barrier (2,217.402, 60% of the initial level). The securities are automatically redeemed early if the underlier is at or above the call threshold (3,326.103, 90% of the initial level) on any redemption determination date. At maturity, if the final level is below the downside threshold (2,217.402, 60% of the initial level), payment equals principal × (final level / initial level) and could be significantly less than the stated principal, possibly zero. All payments are subject to issuer and guarantor credit risk; MS & Co. will receive fixed selling commissions of $41.50 per security.