Morgan Stanley SEC Filings

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering principal-at-risk Jump Securities with an auto-call feature due October 18, 2029, linked to the worst performer of the EURO STOXX 50, S&P 500, and Utilities Select Sector SPDR Fund. The notes are unsecured, pay no interest, and may return less than principal, including zero.

The issue price is $1,000 per security with an aggregate principal amount of $17,950,000; the estimated value on the pricing date is $993.40 per security. The first determination date is October 19, 2026. If on any determination date each underlier is at or above its call threshold (100% of initial), the notes auto-redeem for a fixed cash amount: $1,113, $1,226 or $1,339 per security for the first, second, or third determination dates, respectively.

If not called and, at maturity, each underlier is at or above its downside threshold (70% of initial), investors receive $1,452 per security. If any underlier is below its downside threshold at maturity, the payout equals $1,000 multiplied by the worst underlier’s performance factor, resulting in a 1-for-1 loss beyond the threshold. The securities are sold to fee-based advisory accounts, are not listed, and MS&Co. will not receive a sales commission.

Morgan Stanley Finance LLC priced $1,009,000 of Contingent Income Auto‑Callable Securities due October 21, 2027, fully and unconditionally guaranteed by Morgan Stanley. These principal‑at‑risk notes pay a contingent coupon at 10.65% per annum only if the Nasdaq‑100 Technology Sector Index, S&P 500 Index and Russell 2000 Index each close at or above their coupon barrier on the observation date.

The notes auto‑redeem if, on a redemption determination date starting April 16, 2026, all three indices are at or above their call thresholds (100% of initial). If not redeemed, repayment of principal at maturity requires each index to be at or above its downside threshold (70% of initial); otherwise, investors lose 1% of principal for every 1% decline in the worst‑performing index, potentially to zero.

Issue price is $1,000 per security; the estimated value on the pricing date is $978.90. Agent fees are $7.50 per security, with total proceeds to the issuer of $1,001,432.50. All payments are subject to Morgan Stanley’s credit risk, and the notes will not be listed on an exchange.

Morgan Stanley Finance LLC is offering fixed to floating rate callable notes due October 21, 2040, fully and unconditionally guaranteed by Morgan Stanley, in an aggregate principal amount of $11,000,000 at $1,000 per note.

The notes pay 9.00% per annum from the original issue date to October 21, 2026, then a variable rate equal to 9.00% × N/ACT for each day the 10-Year CMT is within 0.00% to 5.00%; no interest accrues on days outside that range. Interest is paid quarterly. The notes are callable quarterly at par plus accrued interest beginning October 21, 2026, if a risk neutral valuation model indicates redemption is economically rational for the issuer.

The estimated value on the pricing date is $915 per note. Sales commissions are $30 per note and a structuring fee is $5 per note, resulting in $10,615,000 in proceeds to the issuer. Payments are subject to the issuer’s credit risk, the notes are unsecured, and they will not be listed on any exchange. Investors may receive little or no interest during the floating period if 10CMT falls outside the stated range.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, priced a primary offering of Trigger PLUS linked to the EURO STOXX 50 Index with an aggregate principal amount of $11,497,000, maturing on November 5, 2031. The notes are issued at $1,000 per note, pay no interest, are not listed, and expose investors to principal loss subject to a 65% trigger.

At maturity, holders receive $1,000 plus leveraged upside based on a 173.48% leverage factor if the index finishes above the initial level of 5,652.01; $1,000 if the final level is between the initial level and the trigger level of 3,673.807; or a proportional loss if below the trigger. The issuer’s estimated value is $934.20 per note on the pricing date. Commissions are $30 per note plus a $5 structuring fee, with proceeds to the issuer of $11,094,605 for general corporate purposes and related hedging. All payments are subject to Morgan Stanley’s credit risk.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, offered Contingent Income Memory Auto‑Callable Securities due October 19, 2028 with an aggregate principal amount of $430,000 at $1,000 per security. These principal‑at‑risk notes pay a contingent coupon at 11.05% per annum only if both underliers—Meta Platforms Class A (META) and CrowdStrike Class A (CRWD)—close on or above their coupon barrier on each observation date.

The notes may be automatically redeemed starting April 16, 2026 if each underlier is at or above its call threshold (90% of its initial level); investors then receive par plus the coupon and any previously unpaid coupons. If not redeemed, at maturity investors receive par only if each underlier is at or above its downside threshold (60% of its initial level). Otherwise, repayment is reduced 1% for each 1% decline of the worst performer, potentially to zero.

Initial levels were $712.07 for META and $482.23 for CRWD; call thresholds are $640.863 and $434.007; coupon/downside thresholds are $427.242 and $289.338, respectively. The estimated value on the pricing date was $950.80 per security. Agent commissions were $27.50 per security, with proceeds to the issuer of $972.50 per security. The securities are unsecured, subject to Morgan Stanley’s credit risk, and will not be listed.

Morgan Stanley Finance LLC priced an offering of Enhanced Buffered Jump Securities, fully and unconditionally guaranteed by Morgan Stanley, with an aggregate principal amount of $8,510,000 at $1,000 per security. The notes pay no interest, are subject to principal risk, and mature on December 21, 2026. They are linked to the worst performing of the Russell 2000, S&P 500, and Utilities Select Sector SPDR Fund.

At maturity, if each underlier’s final level is at or above its buffer level (79% of its initial level), investors receive principal plus a fixed upside payment of $100 per security (10%). If any underlier finishes below its buffer level, repayment is reduced by 1.2658% for every 1% decline of the worst performer beyond the 21% buffer, and could be zero.

The estimated value on the pricing date is $981.60 per security. The securities will not be listed. Sales occur through fee‑based advisory accounts; per‑security economics show $0.60 in agent fees and $999.40 proceeds to the issuer, totaling $8,504,894. All payments are subject to Morgan Stanley’s credit risk.

Morgan Stanley Finance LLC priced Buffered Jump Securities with an auto-call tied to the S&P 500 Equal Weight Index. The deal totals $469,000 in aggregate principal at $1,000 per security, fully and unconditionally guaranteed by Morgan Stanley. The notes pay no interest and are principal-at-risk.

The securities auto-redeem on October 27, 2026 for $1,080 per security if the index on October 22, 2026 is at or above the call threshold (7,583.72, 100% of the initial level). If held to maturity on October 21, 2027, payoff depends on the index: upside adds a 105% participation, principal is buffered to 90% of the initial level, and losses accrue 1-for-1 beyond the 10% buffer, subject to a minimum payment of 10% of principal. Estimated value is $972 per security; selling concessions are $17.50 per security, with total proceeds to the issuer of $460,792.50. All payments are subject to the issuer’s and guarantor’s credit risk, and the notes will not be listed.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is offering Contingent Income Memory Auto-Callable Securities due April 21, 2027, linked to the worst performer of the S&P 500 Index, Netflix common stock, and the Invesco QQQ Trust. The notes are principal-at-risk and unsecured.

The deal size is $1,770,000 at $1,000 per security, with an estimated value of $978.20 on the pricing date. A 14.40% annual contingent coupon is payable only if each underlier closes at or above its coupon barrier (70% of initial) on observation dates; missed coupons may be paid later if barriers are met. The notes auto-call at par plus the coupon (and any unpaid coupons) if each underlier is at or above its 100% call threshold on any call date, starting April 16, 2026.

If not called, at maturity investors receive par only if each underlier is at or above its 70% downside threshold; otherwise, repayment is reduced 1% for each 1% decline of the worst performer and could be zero. Proceeds to the issuer total $1,758,495 after $11,505 in fees. All payments are subject to the issuer’s and guarantor’s credit risk.

Morgan Stanley Finance LLC priced principal-at-risk Jump Securities with an auto-callable feature, fully and unconditionally guaranteed by Morgan Stanley. The notes are linked to the worst performing of the Russell 2000 Index and the EURO STOXX 50 Index.

The offering totals $1,592,000 in aggregate principal amount at $1,000 per security, with agent commissions of $28.50 per security and proceeds to the issuer of $1,546,628. The estimated value on the pricing date is $952.80 per security.

The notes auto-redeem if each underlier closes at or above its call threshold (100% of initial) on a determination date, for early redemption payments that map to ~11.25% per annum. If held to maturity and both final levels are at or above their call thresholds, the payment is $1,562.50 per security. If either underlier is below its call threshold but both are at or above the downside thresholds (75% of initial), repayment is principal only. If either finishes below its downside threshold, repayment is reduced 1% for every 1% decline of the worst performer, potentially to zero.

All payments are subject to the credit risk of MSFL and Morgan Stanley. The securities will not be listed on any exchange.