Morgan Stanley SEC Filings

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering Market Linked Securities tied to the lowest performing of the S&P 500 Index and the Dow Jones Industrial Average, due November 1, 2030. These principal at risk securities provide leveraged upside with a participation rate of at least 128.75% if the lowest performing index ends above its starting level.

If the lowest performing index ends at or below its 77% threshold of the starting level, investors lose more than 23% of principal, up to total loss; if it remains between the starting level and the threshold, investors receive the $1,000 face amount. The securities pay no interest and all payments are subject to Morgan Stanley’s credit risk.

Per security pricing: $1,000 price to public, up to $38.70 agent commissions, and $961.30 proceeds to the issuer; the current estimated value is approximately $943.10 per security. The notes will not be listed on any exchange. Key dates include an expected pricing date of October 29, 2025 and original issue date of November 3, 2025.

Morgan Stanley Finance LLC priced a $3,010,000 offering of principal-at-risk Jump Securities with an auto-call feature due October 21, 2030, fully and unconditionally guaranteed by Morgan Stanley. The notes are linked to the worst performing of the Dow Jones Industrial Average, Nasdaq-100 and S&P 500, are issued at $1,000 per security, and had an estimated value of $970.70 on the pricing date.

The notes auto-redeem if on a determination date each index closes at or above its call threshold (100% of its initial level). Early redemption payments per $1,000 start at $1,108.50 on October 28, 2026 and rise to $1,488.25 by April 19, 2030, corresponding to ~10.85% per annum. If held to maturity and all three are at or above their call thresholds, the payment is $1,542.50 per $1,000. If any index is below its call threshold but all are at or above the downside thresholds (70% of initial), investors receive the stated principal amount. If any index ends below its 70% downside threshold, the maturity payment is reduced by 1% for each 1% decline of the worst performer.

All payments are subject to issuer and guarantor credit risk. The securities will not be listed. Sold in fee-based accounts at $1,000; selected dealers may receive a structuring fee up to $6.25 per security.

Morgan Stanley Finance LLC priced a structured note offering of Enhanced Trigger Jump Securities linked to the worst performer of the S&P 500 Index and the Russell 2000 Index. The tranche totals $4,500,000 at $1,000 per security, with an estimated value of $989.50 on the pricing date. The notes mature on December 18, 2026 and will not pay interest or guarantee principal.

At maturity, if each index’s final average is at or above its downside threshold (70% of its initial level), holders receive principal plus a fixed $100 upside payment per security (10%). If either index finishes below its threshold, repayment is reduced 1% for each 1% decline of the worst performer, which can reduce the payout to zero. Initial levels were 6,552.51 (SPX) and 2,394.595 (RTY), with thresholds at 4,586.757 and 1,676.217, respectively. The notes are unsecured, fully and unconditionally guaranteed by Morgan Stanley, unlisted, and subject to issuer credit risk and limited secondary market liquidity.

Morgan Stanley Finance LLC priced $15,635,000 of Jump Securities with an auto-call feature linked to the S&P 500 Index, fully and unconditionally guaranteed by Morgan Stanley. Each note is issued at $1,000 with no periodic interest and principal at risk. Commissions are $15 per $1,000, for total fees of $234,525, with proceeds to the issuer of $15,400,475. The estimated value on the pricing date is $981.80 per security.

The notes may auto-redeem on November 2, 2026 if the S&P 500 closes at or above the call threshold (100% of the initial level 6,671.06) on October 28, 2026, paying $1,087.20 per note. If held to October 20, 2027 and the final level is at or above the initial, investors receive principal plus the greater of a $174.40 upside payment or 100% of index gains. If the final level is below the initial but at or above the downside threshold of 4,669.742 (70% of initial), principal is returned. Below the threshold, losses track the index decline 1-for-1. The securities are unsecured, subject to issuer and guarantor credit risk, and will not be listed.

Morgan Stanley Finance LLC is offering $800,000 of Callable Contingent Income Buffered Securities due October 19, 2028, fully and unconditionally guaranteed by Morgan Stanley. These principal-at-risk notes pay a 7.00% annual contingent coupon only if, on each observation date, the Utilities Select Sector SPDR Fund (XLU), the S&P 500 Index (SPX), and the EURO STOXX 50 Index (SX5E) are each at or above their coupon barrier levels (approximately 75% of initial).

The notes are callable in whole on scheduled redemption dates beginning January 22, 2026, if a risk neutral valuation model indicates calling is economically rational for the issuer. If not redeemed and at maturity each underlier is at or above its 30% buffer (70% of initial), investors receive principal (plus the final coupon if payable). If any underlier finishes below its buffer, repayment is reduced 1% for every 1% decline of the worst performer beyond the buffer, with a minimum payment at maturity of 30% of principal.

Issue price is $1,000 per security; estimated value on pricing date is $983.50. Per security economics: price to public $1,000; agent’s commissions and fees $6.50; proceeds to the issuer $993.50 (total proceeds $794,800). All payments are subject to Morgan Stanley’s credit risk; the securities will not be listed.

Morgan Stanley Finance LLC priced Contingent Income Memory Auto‑Callable Securities due April 21, 2027 linked to SoFi Technologies, Inc. common stock, fully and unconditionally guaranteed by Morgan Stanley. The notes total an aggregate principal amount of $9,456,000 at $1,000 per security, with agent commissions of $15 per security and proceeds to the issuer of $985 per security.

The securities pay a contingent coupon at 23.10% per annum only if the underlier’s closing level is at or above the coupon barrier of $13.30 (50% of the initial level $26.60) on observation dates. They are auto‑callable if the underlier is at or above the call threshold of $26.60 on redemption determination dates, returning principal plus the due coupon and any unpaid coupons. If not redeemed and the final level is below the downside threshold of $13.30, repayment of principal is reduced 1% for each 1% decline, potentially to zero.

The estimated value on the pricing date is $961.80 per security. The notes are unsecured, subject to the issuer’s and guarantor’s credit risk, and will not be listed on any exchange.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley (MS), is offering Callable Contingent Income Securities linked to the worst performer of the MSCI EAFE, Russell 2000 and S&P 500, maturing on November 1, 2029.

The notes pay a contingent quarterly coupon at an annual rate of 8.05% (about $20.125 per $1,000) only if each index closes at or above 70% of its initial value on the observation date. They are callable quarterly beginning February 3, 2026 if a risk‑neutral valuation model indicates early redemption is economically rational for the issuer. At maturity, if not redeemed and each index is at or above 60% of its initial value, holders receive principal (and the final coupon if the 70% condition is also met); otherwise, repayment is reduced 1‑for‑1 with the worst index and can be zero.

Issue price is $1,000 per note; estimated value on the pricing date is approximately $972.40. Selling-related costs include a $16 sales commission and a $4 structuring fee per note, for proceeds to the issuer of $980 per note. The securities are unsecured, subject to MS credit risk, and will not be listed.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, priced Jump Securities with an auto-call feature due October 19, 2029, tied to a 5‑stock basket. The notes were issued at $1,000 per security for an aggregate principal amount of $967,000, with estimated value on pricing date of $922.20 per security. Agent commissions are $32.50 per security, for total proceeds to the issuer of $935,572.50. The securities are unsecured and subject to Morgan Stanley’s credit risk and will not be listed.

The basket weights: ALAB 20%, HOOD 20%, MRVL 20%, NET 20%, SHOP 20%. The call threshold equals 100% of the initial level; the downside threshold equals 50%. Automatic early redemption may occur on determination dates if the underlier is at or above the call threshold, paying $1,175 (2026), $1,350 (2027), or $1,525 (2028) per security. If held to maturity and the final level is at or above the call threshold, the payment is $1,700 per security; if below the call threshold but at or above the downside threshold, repayment is the stated principal amount; otherwise, repayment declines 1% per 1% drop in the underlier.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering Contingent Income Auto-Callable Securities linked to the S&P 500 Futures 40% Intraday 4% Decrement VT Index. The notes carry principal risk and do not provide regular interest.

The notes pay a contingent coupon at an annual rate of 12.00% only if the underlier closes at or above the 60% coupon barrier (1,786.92) on each observation date. They auto-call at par plus the coupon if the underlier is at or above the 100% call threshold (2,978.20) on a redemption determination date, first eligible on April 16, 2026. If not called, at maturity on October 21, 2030, investors receive par if the final level is at or above the 60% downside threshold; otherwise, the payoff declines 1% for each 1% drop in the underlier.

Issue price is $1,000 per security within a $400,000 aggregate. Estimated value on pricing date is $902.10 per security. Agent commissions are $42.50 per security; proceeds to the issuer are $957.50 per security ($383,000 total). The notes are unsecured, not listed, and all payments are subject to the issuer’s and guarantor’s credit risk.