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.
Morgan Stanley Finance LLC is offering principal-at-risk Jump Securities linked to the S&P 500 Futures 40% Intraday 4% Decrement VT Index, fully and unconditionally guaranteed by Morgan Stanley. Each security has a $1,000 stated principal amount, with an estimated initial value of approximately $934 due to issuance, structuring and hedging costs.
The notes are auto-callable from September 2027 through July 2031. If on any determination date the index closing level is at least 90% of the initial level (the call threshold), the notes are redeemed early for a fixed cash amount that corresponds to approximately 20.50%–21.50% per annum, after which no further payments are made.
If not called, at maturity in September 2031 investors receive: a fixed $2,025–$2,075 per security if the final level is at or above the call threshold; only principal back if the final level is at or above the 60% downside threshold but below the call threshold; or a loss of principal if the final level is below the downside threshold, which can reduce repayment to zero. The index includes a 4.0% per annum decrement, uses leverage and has limited live history, and all payments are subject to Morgan Stanley’s credit risk and uncertain U.S. tax treatment.
Morgan Stanley Finance LLC is offering Dual Directional Buffered Jump Securities, unsecured notes linked to the S&P 500® Futures Excess Return Index, fully and unconditionally guaranteed by Morgan Stanley. Each security has a $1,000 stated principal amount, pays no interest and matures on August 29, 2031.
At maturity, if the index is at or above its initial level, holders receive $1,000 plus the greater of index performance or a fixed upside payment of $566 (56.60%). If the index is below the initial level but at or above the 85% buffer level, investors gain a positive return equal to the index’s absolute decline, up to a 15% maximum gain. Below the buffer, principal is reduced 1% for each 1% further decline, subject to a minimum payment of 15% of principal.
The estimated value on the pricing date is approximately $949.70 per security, below the issue price, reflecting issuing, selling, structuring and hedging costs. Investors are exposed to principal loss, the credit risk of Morgan Stanley and MSFL, potential low secondary market liquidity, index volatility and complex, uncertain U.S. tax treatment.
Morgan Stanley Finance LLC is offering Dual Directional Trigger PLUS notes due August 29, 2030, linked to the worst performer of the Nasdaq-100 Index and the Russell 2000 Index. Each security has a $1,000 stated principal amount and pays no interest, with principal at risk.
At maturity, if both indices finish above their initial levels, investors receive $1,000 plus a leveraged upside payment based on a leverage factor of 126% to 141% applied to the worst-performing index. If the worst-performing index ends at or below its initial level but at or above its 70% downside threshold, investors receive $1,000 plus an absolute-return-based gain, capped at a 15% positive return.
If either index finishes below its downside threshold, investors lose 1% of principal for each 1% decline in the worst-performing index, with no minimum payment and potential total loss of principal. The estimated value on the pricing date is approximately $941.40 per security, reflecting issuing, selling, structuring and hedging costs. All payments depend on the credit of Morgan Stanley Finance LLC and its guarantor, Morgan Stanley, and the notes are expected to be illiquid and subject to complex tax treatment.
Morgan Stanley Finance LLC is offering Dual Directional Trigger PLUS notes due August 29, 2031, linked to the worst performer of the Dow Jones Industrial Average, Russell 2000 Index and S&P 500 Index, fully and unconditionally guaranteed by Morgan Stanley.
Each security has a $1,000 stated principal amount, pays no interest and exposes investors to principal-at-risk. At maturity, if the worst-performing index is above its initial level, holders receive principal plus a leveraged upside payment based on a 133%–138% leverage factor. If the worst performer is at or below its initial level but at or above a 60% downside threshold, investors receive principal plus a positive return equal to the index’s percentage decline times a 50% absolute return participation rate, effectively capping gains from this feature at 20%.
If the worst-performing index closes below its downside threshold, investors lose 1% of principal for each 1% decline in that index, with no minimum payment and potential loss of the entire investment. The estimated value on the pricing date is approximately $933.80 per security, reflecting issuance, structuring and hedging costs, and all payments are subject to Morgan Stanley’s credit risk.
Morgan Stanley Finance LLC is offering unsecured market-linked notes due August 29, 2031, fully and unconditionally guaranteed by Morgan Stanley, with a $1,000 stated principal amount per note. The notes pay no interest and are linked to the S&P 500® Futures Excess Return Index.
At maturity, investors receive $1,000 plus an upside payment equal to 132.50% of any positive index return; if the final index level is at or below the initial level, only $1,000 is repaid. An estimated value of approximately $945.90 per note reflects issuance, selling, structuring and hedging costs and Morgan Stanley’s funding rate.
The notes are subject to Morgan Stanley’s credit risk, will not be listed on any exchange, and may have limited or no secondary market. Tax treatment is expected as contingent payment debt instruments, requiring annual interest accruals, and returns may be affected by futures market structure, index methodology changes and conflicts of interest at affiliates acting as calculation agent and hedging counterparties.
Morgan Stanley Finance LLC is offering Dual Directional Buffered PLUS, a series of principal-at-risk structured notes due August 29, 2031, fully and unconditionally guaranteed by Morgan Stanley. Each security has a $1,000 stated principal amount, pays no interest, and is linked to the worst performer among the Dow Jones Industrial Average℠, Nasdaq-100 Index® and Russell 2000® Index.
At maturity, if all underliers finish above their initial levels, investors receive principal plus a leveraged upside payment based on a leverage factor of 138.50% to 153.50%. If the worst underlier declines but stays above its 80% buffer level, investors receive a positive return equal to its absolute decline, capped at a 20% gain. If any underlier finishes below its buffer level, principal is reduced 1% for each 1% decline of the worst underlier beyond the 20% buffer, subject to a minimum payment at maturity of 20% of principal.
The estimated value on the pricing date is approximately $929.80 per $1,000 security, reflecting issuance, selling, structuring and hedging costs and the issuer’s funding rate. All payments depend on Morgan Stanley’s and MSFL’s credit, and the notes may be illiquid, with any secondary market making at dealer discretion.
Morgan Stanley Finance LLC is offering Dual Directional Trigger PLUS notes linked to the S&P 500® Futures Excess Return Index, fully and unconditionally guaranteed by Morgan Stanley. The notes are issued in $1,000 denominations, pay no interest, and mature on August 29, 2031.
At maturity, if the index is above its initial level, holders receive principal plus a leveraged gain using a leverage factor of 177%–182%. If the index is at or below the initial level but at or above 60% of the initial level, investors receive principal plus a positive amount equal to 50% of the absolute decline, effectively capping this scenario’s return at 20%. If the index finishes below 60% of its initial level, investors lose 1% of principal for each 1% index decline, with no minimum payment.
The estimated value on the pricing date is approximately $935.30 per $1,000 note, reflecting issuing, selling, structuring and hedging costs and Morgan Stanley’s funding rate. The notes are unsecured obligations subject to Morgan Stanley’s and MSFL’s credit risk. Tax counsel views them, under current conditions, as prepaid financial contracts, with Section 871(m) withholding generally not expected to apply to Non-U.S. Holders based on current determinations.
Morgan Stanley Finance LLC is offering Contingent Income Auto-Callable Securities due February 15, 2028, linked to the worst performer of the Dow Jones Industrial Average, Nasdaq-100 Index and Russell 2000 Index. Each security has a $1,000 stated principal amount and is fully and unconditionally guaranteed by Morgan Stanley, with principal at risk.
Investors may receive a contingent coupon at 9.40% per annum, paid only if on each observation date all three indices are at or above their respective coupon barrier levels, set at 75% of initial levels. The notes are auto-callable quarterly (after the first call date) if all indices are at or above their 100% call thresholds, in which case holders receive $1,000 plus the applicable coupon and the notes terminate.
If the notes are not called and on the final observation date any index is below its 70% downside threshold, the maturity payment is reduced in proportion to the decline of the worst-performing index, potentially to zero. The estimated value on the pricing date is approximately $973.20 per $1,000, and all payments are subject to Morgan Stanley’s and MSFL’s credit risk. The securities lack principal protection, may pay no coupons over their life and may have limited or no secondary market liquidity.
Morgan Stanley Finance LLC is offering Buffered Participation Securities due August 29, 2031, linked to the S&P 500® Index and fully and unconditionally guaranteed by Morgan Stanley. Each security has a $1,000 stated principal amount, pays no interest and is issued under Morgan Stanley Finance LLC’s Series A Global Medium-Term Notes program.
At maturity, if the S&P 500® final level is above the initial level, investors receive principal plus a 100% participation in index gains, capped at a maximum payment of $1,996 per security. If the final level is at or below the initial level but at or above 90% of the initial level, investors receive only the stated principal amount. If the final level is below 90% of the initial level, investors lose 1% of principal for each 1% decline beyond the 10% buffer, subject to a minimum payment of 10% of principal.
The estimated value on the pricing date is approximately $950.60 per security, below the $1,000 issue price due to issuing, selling, structuring and hedging costs. Payments depend entirely on Morgan Stanley Finance LLC’s and Morgan Stanley’s credit; these securities are unsecured, not bank deposits and not FDIC insured.
Morgan Stanley Finance LLC is offering Dual Directional Buffered PLUS notes linked to the EURO STOXX 50® Index, fully and unconditionally guaranteed by Morgan Stanley. Each security has a $1,000 stated principal amount, pays no interest and matures on August 29, 2031.
At maturity, if the index has risen, holders receive principal plus a leveraged upside based on a leverage factor of 152% to 167%. If the index is down but not below 85% of the initial level, investors earn an “absolute return” on the decline, capped at a 15% positive return. If the index falls below the 15% buffer, principal is reduced 1% for each additional 1% decline, subject to a minimum payment of 15% of principal.
The indicative estimated value on the pricing date is $930.60 per $1,000 security, reflecting issuance, selling, structuring and hedging costs. The notes are unsecured, subject to Morgan Stanley’s credit risk, may have limited secondary market liquidity and involve complex risk and U.S. tax considerations.