Morgan Stanley SEC Filings

Morgan Stanley director files amended insider trading report correcting prior gift details. The amended Form 4 now shows that on 01/20/2026 a bona fide gift of 542 shares of Morgan Stanley common stock was made at a reported price of $0, reflecting that this was a gift rather than an open-market sale. Following this transaction, the reporting person directly beneficially owns 11,845.004 shares of Morgan Stanley common stock. The amendment updates the previously filed report from 01/16/2026 to correct the transaction date, the number of shares transferred, and the post-transaction holdings.

Morgan Stanley Chief Legal/Admin Officer Eric F. Grossman reported two transactions in the company’s common stock dated January 20, 2026. He sold 21,555 shares at a weighted average price of $184.0008 per share, in multiple trades within a price range of $184.00 to $184.02. After this sale, he held 171,005.085 shares.

On the same date, Grossman also reported a transaction coded "G" for 2,495 shares of common stock at a reported price of $0, which reduced his holdings to 168,510.085 shares directly owned. He has committed to provide detailed trade breakdowns to Morgan Stanley, its security holders, or the SEC staff upon request.

Morgan Stanley’s Chief Client Officer, Crawley Mandell, reported selling a total of 7,860 shares of the company’s common stock on January 20, 2026. The sales were executed in several market transactions, with weighted average prices ranging from about $181.8899 to $185.9396, as detailed in the filing footnotes, which note that each line reflects a weighted average of multiple individual trades within stated price ranges.

After these transactions, Mandell directly owned 68,788.495 shares of Morgan Stanley common stock. All reported positions are non-derivative common stock, and there were no derivative security transactions disclosed in this filing.

Morgan Stanley Finance LLC is offering principal-at-risk “Jump Securities” with an auto-call feature, fully and unconditionally guaranteed by Morgan Stanley and linked to a basket of four indices: MSCI EAFE, MSCI Emerging Markets, S&P 500 Futures Excess Return and Russell 2000. Each security has a stated principal amount and issue price of $1,000, a strike and pricing date of January 28, 2026, and matures on January 31, 2031.

The notes may be automatically redeemed on February 4, 2027 for an early redemption payment of $1,100 per security if the basket level on the first determination date is at or above 100% of its initial level. If not called, at maturity investors receive upside based on 174% participation in any basket gain, return of principal if the basket is flat to down but above 60% of its initial level, or a 1-for-1 loss of principal if the basket finishes below that downside threshold. The estimated value on the pricing date is expected to be about $972.90 per security, reflecting issuance, structuring and hedging costs, and all payments are subject to Morgan Stanley’s credit risk.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering $562,000 of principal-at-risk structured notes at $1,000 per security. These auto-callable securities, maturing in January 2029, pay a contingent coupon at an 8.00% annual rate only if on each observation date all three underliers—the Nasdaq-100 Technology Sector Index, Russell 2000 Index and S&P 500 Index—are at or above their coupon barriers set at 70% of initial levels.

The notes are automatically redeemed at par plus the coupon if on a redemption determination date all underliers are at or above 100% of initial levels. If held to maturity without early redemption, investors get principal back only if every final index level is at or above its downside threshold, also at 70% of initial levels; otherwise, repayment is reduced 1% for each 1% decline in the worst-performing index and can fall to zero. The notes are unsecured, not listed on any exchange, and the estimated value on the pricing date is $954.80 per $1,000, reflecting issuance and structuring costs.

Morgan Stanley Finance LLC is offering principal-at-risk Callable Contingent Income Securities due July 23, 2027, linked to the worst performing of the Nasdaq-100® Technology Sector Index, the Russell 2000® Index and the S&P 500® Index. The notes have a stated principal amount of $1,000 per security and an aggregate principal amount of $875,000, issued at $1,000 with an estimated value of $978.80 on the pricing date.

Investors may receive a contingent coupon at 11.00% per year, paid on scheduled dates only if each index closes at or above its coupon barrier, set at 70% of its initial level. The same 70% levels act as downside thresholds at maturity if the notes are not redeemed.

Starting April 23, 2026, the issuer may call the notes on specified redemption dates if a risk-neutral valuation model indicates early redemption is economically rational for the issuer. If the notes are not called and any index finishes below its downside threshold, repayment of principal is reduced in full proportion to the decline of the worst index and can fall to zero. All payments depend on Morgan Stanley’s credit and the notes will not be listed, and the tax treatment is described as uncertain.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering Trigger PLUS notes due January 30, 2031 linked to a basket of four equity indices: the S&P 500, Swiss Market Index, FTSE MIB and STOXX Europe 600, each at 25% weight. The notes pay no interest and are principal-at-risk securities.

Each $1,000 security returns principal plus a leveraged upside payment if the final basket level is above the initial level, using a 148.50% leverage factor on the basket’s positive performance. If the final level is at or below the initial level but at or above the downside threshold of 70 (70% of the initial basket level of 100), investors receive only their principal.

If the final level falls below the downside threshold, repayment is reduced 1% for each 1% decline in the basket, with no minimum payment, so investors can lose their entire investment. The estimated value on the pricing date is approximately $908.90 per $1,000 security, reflecting issuance, structuring and hedging costs and the issuer’s internal funding rate. The notes are unsecured obligations subject to Morgan Stanley’s credit risk and are not listed, so secondary liquidity may be limited.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering market-linked, principal-at-risk securities tied to the worst performer among three ETFs: the VanEck Semiconductor ETF (SMH), State Street Financial Select Sector SPDR ETF (XLF) and State Street Utilities Select Sector SPDR ETF (XLU). Each security has a $1,000 face amount, with an estimated value on the pricing date of about $938.20, reflecting issuing, selling, structuring and hedging costs borne by investors.

The notes are auto-callable on February 4, 2027: if the lowest-performing ETF is at or above 95% of its starting price, investors receive a fixed call payment of $1,388.50 per $1,000 and the investment ends. If not called, at maturity in 2031 investors get 300% of any positive return of the lowest-performing ETF, full principal back if that ETF is down by up to 30%, and otherwise a loss matching the ETF’s decline, potentially losing most or all of principal.

The securities pay no interest or dividends, are unsecured obligations exposed to Morgan Stanley’s credit risk, are not listed on an exchange, and may have limited liquidity. Dealer compensation includes up to $28.25 per security in selling commissions, with proceeds to the issuer of about $971.75 per $1,000 security.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is issuing $500,000 of principal-at-risk structured notes linked to the worst performing of Amazon, Costco and Microsoft stock. Each $1,000 security offers an 11% annual contingent coupon, paid only when all three stocks stay above preset barrier levels.

The notes can be automatically called starting July 2026 if all underliers are at or above their initial levels, returning principal plus due coupons. If held to July 2027 and any stock finishes below its downside threshold (65% of its initial level), repayment is reduced 1% for each 1% decline in the worst stock, potentially to zero. The estimated value on the pricing date is $960.10 per $1,000, and investors are exposed to Morgan Stanley’s credit risk with no listing or principal protection.