Welcome to our dedicated page for MORGAN STANLEY SEC filings (Ticker: MS), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Morgan Stanley filings document the company’s financial services business, capital structure, governance and material events. The record includes 8-K reports for current events, proxy materials for annual meeting and shareholder voting matters, and securities listings covering common stock, depositary preferred shares and medium-term notes associated with Morgan Stanley Finance LLC.
Filings also disclose governance procedures, registered security classes, NYSE listing information, preferred stock series, debt-security registration matters and formal status changes such as a Form 25 notice for removal of a listed note class from exchange registration.
Offering overview: Morgan Stanley Finance LLC is issuing $1,000-denominated, three-year Market-Linked Securities – Auto-Callable with Contingent Coupon and Contingent Downside Principal at Risk that reference the lowest performing of Meta Platforms (META), Goldman Sachs (GS) and Exxon Mobil (XOM). The notes are senior, unsecured obligations of MSFL and are fully and unconditionally guaranteed by Morgan Stanley.
Income mechanics: Investors are eligible for a 20.00% p.a. contingent coupon (≈ 5.00% quarterly) only if, on each quarterly calculation day, all three stocks close at or above 70 % of their respective starting prices (the “coupon threshold”). Missing the threshold for any stock in any quarter results in zero coupon for that period; coupons do not accrue.
Auto-call feature: Beginning in December 2025 (after a six-month non-call period), the notes are automatically redeemed at par plus the applicable coupon if, on any calculation day (other than the final one), each stock closes at or above its initial level. Early redemption shortens reinvestment risk but also caps the maximum return at the paid coupons.
Principal repayment scenarios at maturity (23 Jun 2028):
- If the notes have not been called and every stock finishes ≥ 70 % of its start price (“downside threshold”), holders receive 100 % of principal plus the final coupon.
- If any stock closes <70 % of its start price, principal is reduced on a 1-for-1 basis with the worst performer, exposing investors to losses greater than 30 % and up to 100 %.
Key initial reference levels: META $697.23 (CT/DST $488.061); GS $624.64 (CT/DST $437.248); XOM $114.00 (CT/DST $79.80).
Pricing economics: Issue price $1,000; estimated value $964 (3.6 % discount reflects structuring and hedging costs and MS internal funding rate). Selling concessions up to $23.25 per note; additional dealer allowances up to $2.
Risk considerations: 1) Principal at risk—any single-name drawdown >30 % on final observation erodes principal dollar-for-dollar. 2) Coupon uncertainty—three underlyings increase the probability of missing thresholds; investors may receive no income over the entire term. 3) Credit risk—payments rely on Morgan Stanley’s ability to perform. 4) Liquidity—no listing; secondary market, if any, likely at a significant discount, especially within the first three months when dealer bid is higher than model value but still below par. 5) No upside participation—positive performance above par is capped at received coupons. 6) Tax complexity—treated as a contingent-income contract; IRS could view differently, creating adverse consequences; 30 % withholding on coupons for non-US holders.
Investor profile: Suitable only for investors who 1) can tolerate equity-like downside and issuer credit risk, 2) are comfortable with potentially limited liquidity, 3) desire high contingent income and a 30 % buffer in exchange for foregoing dividends and unlimited upside, and 4) understand multi-asset auto-call mechanics.