Morgan Stanley SEC Filings

Morgan Stanley Finance LLC priced a structured note offering of Buffered PLUS due November 5, 2030, fully and unconditionally guaranteed by Morgan Stanley. The notes are linked to the worst performing of the Dow Jones Industrial Average and the S&P 500 Index, pay no interest, and put principal at risk.

Key terms include a $1,000 issue price per security, $908,000 aggregate principal amount, a 150% leverage factor on upside, and a maximum payment at maturity of $1,600 per security. A 20% buffer applies; below the buffer, investors lose 1% of principal for each 1% additional decline of the worst performer, subject to a minimum payment at maturity equal to 20% of principal. Initial levels were set on October 31, 2025 (INDU 47,562.87; SPX 6,840.20), with observation on October 31, 2030.

The estimated value on the pricing date is $965.20 per security. Commissions and fees total $7.50 per security, with $992.50 per security in proceeds to the issuer; sales are to fee-based advisory accounts. The securities will not be listed; secondary market making by MS&Co. is not assured and all payments are subject to Morgan Stanley’s credit risk.

Morgan Stanley Finance LLC priced a 424(b)(2) offering of NVIDIA-linked “Jump Notes,” fully and unconditionally guaranteed by Morgan Stanley, totaling $582,000 in aggregate principal amount at $1,000 per note. The notes pay no interest and mature on November 3, 2028. At maturity, if NVIDIA’s final level is greater than or equal to the initial level, holders receive principal plus a fixed $235 upside payment (23.50% of principal). If the final level is lower, holders receive only the $1,000 principal.

The initial level is $202.49 (NVIDIA’s closing level on October 31, 2025), with the observation date on October 31, 2028. The estimated value on the pricing date is $979.50 per note. The notes are unsecured obligations of MSFL, guaranteed by Morgan Stanley, will not be listed on any exchange, and are intended for fee-based advisory accounts with no sales commissions. Secondary market liquidity may be limited, and all payments are subject to the issuers’ credit risk.

Morgan Stanley Finance LLC filed a 424(b)(2) preliminary pricing supplement for principal-at-risk, market-linked securities tied to the lowest-performing of Alphabet (GOOGL), Meta (META) and Microsoft (MSFT), due November 17, 2028, fully and unconditionally guaranteed by Morgan Stanley.

Each $1,000 security has an estimated value of approximately $957.50 (within $45 of that estimate). Per the fee table, agent commissions are up to $25.75 per security, with $974.25 per security in proceeds to the issuer. The notes feature an auto‑call on November 19, 2026 if every stock closes at or above its starting price, paying at least $1,483.50 per $1,000 face amount; no further payments occur after a call.

If not called, maturity pays: 250% participation on the lowest performer when its ending price is above its start; a contingent absolute return when it is between its start and a 70% threshold; or full downside exposure below the threshold, risking significant loss of principal. The securities pay no interest, forgo dividends, and will not be listed. Agents are MS&Co. and WFS.

Morgan Stanley (MS): Schedule 13D/A (Amendment No. 21) filed by Mitsubishi UFJ Financial Group, Inc. (MUFG). MUFG reports beneficial ownership of 380,010,887 shares of Morgan Stanley common stock, representing 23.91% of the class. The filing date of the event is November 3, 2025, with share counts measured as of October 29, 2025.

The percentage is based on 1,589,309,311 shares outstanding as of October 31, 2025, as reported by Morgan Stanley. MUFG’s total includes 2,925,720 “Managed Shares” held by certain affiliates in a fiduciary capacity; MUFG disclaims beneficial ownership of these Managed Shares. MUFG indicates sole voting and sole dispositive power and no shared voting or dispositive power. The amendment also updates background details on MUFG and references historical agreements and amendments between MUFG and Morgan Stanley.

Morgan Stanley Finance LLC announced a preliminary pricing supplement for Trigger PLUS, principal-at-risk notes due November 30, 2028, linked to the worst performer among the S&P 500, Nasdaq-100 Technology Sector Index and Russell 2000. The notes pay no interest and are fully and unconditionally guaranteed by Morgan Stanley.

At maturity, holders receive the $1,000 stated principal plus a leveraged upside if each index ends above its initial level; the leverage factor will be set in a 167%–177% range. If any index finishes at or below its initial level but all remain at or above 70% of initial, repayment is at par. If any index ends below its 70% downside threshold, repayment falls 1% for each 1% decline in the worst-performing index, and could be zero. The estimated value on the pricing date is approximately $962.40 per note. The notes won’t be listed; sales are through fee-based accounts, with a structuring fee up to $6.25 per note. All payments are subject to the issuer’s and guarantor’s credit risk.

Morgan Stanley (MS) filed a Form 4 for its Co‑President reporting a bona fide gift of common stock. On 10/29/2025, the insider disposed of 10,000 shares of Common Stock at $0 per share under transaction code G (gift).

Following the transaction, the insider beneficially owns 383,757.251 shares directly. In addition, 1,784.419 shares are held indirectly by a 401(k) Plan. This filing reflects a transfer by gift rather than an open-market sale.

Morgan Stanley (MS) disclosed a Form 4 showing its Chairman and CEO executed two transactions on 10/31/2025. The insider sold 100,000 shares of common stock at a weighted average price of $164.3444, with individual trades ranging from $164.11 to $164.65. The filing also reports a gift of 123 shares.

Following these transactions, the insider directly beneficially owns 574,863.015 shares. Additional indirect holdings include 4,248.685 shares via a 401(k) plan and 181,976 shares held by a Grantor Retained Annuity Trust.

Form 144 notice: A holder proposes to sell 100,000 shares of common stock, with an aggregate market value of $16,434,440. The filing lists Morgan Stanley Smith Barney LLC Executive Financial Services as broker, an approximate sale date of 10/31/2025, and the NYSE as the exchange.

The shares were acquired through employee stock unit awards: 57,649 shares on 01/17/2024 and 42,351 shares on 02/22/2024. The filing also notes shares outstanding of 1,596,335,756, which provides baseline context for the issuer’s equity size.