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 issuing Buffered Participation Securities linked to the S&P 500® Index, fully and unconditionally guaranteed by Morgan Stanley. Each security has a $1,000 stated principal amount and an aggregate principal amount of $1,240,000, priced at 100% of principal.
The notes pay no interest and mature on August 1, 2031. At maturity, investors receive principal plus 100% of any positive index performance, capped at a maximum payment of $1,750 per security. If the index ends between the initial level of 7,316.15 and the buffer level of 6,218.728 (85% of the initial level), investors receive only principal. Below the buffer, investors lose 1% of principal for each 1% index decline beyond the 15% buffer, subject to a minimum payment of 15% of principal.
The securities are unsecured obligations subject to the credit risk of MSFL and Morgan Stanley. The estimated value on the pricing date is $950.40 per security, reflecting issuance, selling, structuring and hedging costs and a dealer commission of $38 per security. Liquidity is expected to be limited, and U.S. federal income tax treatment is based on characterization as prepaid financial contracts, with material uncertainties disclosed.
Morgan Stanley Finance LLC is offering Callable Contingent Income Buffered Securities due August 10, 2028, fully and unconditionally guaranteed by Morgan Stanley. Each security has a $1,000 stated principal amount and is linked to the worst performing of the Nasdaq-100® Technology Sector Index, the Russell 2000® Index and the State Street® Utilities Select Sector SPDR® ETF.
The notes pay a contingent coupon at 10.85% per annum, only if on each observation date the closing level of every underlier is at or above its coupon barrier set at 70% of its initial level. Beginning November 12, 2026, the issuer may redeem the securities in whole on specified redemption dates if a risk neutral valuation model indicates that early redemption is economically rational for Morgan Stanley.
If not redeemed, at maturity investors receive principal back only if the final level of every underlier is at or above its buffer level, set at 80% of its initial level. Otherwise, repayment is reduced 1% for each 1% decline in the worst performer beyond the 20% buffer, subject to a minimum payment of 20% of principal. The estimated value on the pricing date is approximately $984.90 per $1,000, and all payments are subject to Morgan Stanley’s credit risk. The U.S. tax treatment is uncertain and may be adverse compared with conventional debt.
Morgan Stanley Finance LLC is offering callable contingent income securities due February 1, 2029, fully and unconditionally guaranteed by Morgan Stanley, with principal at risk. The notes are linked to the worst performing of the Nasdaq-100® Technology Sector Index℠, the Russell 2000® Index and the S&P 500® Index and have a stated principal amount of $1,000 per security, with an aggregate principal amount of $388,000.
Investors may receive a 10.00% per annum contingent coupon, payable only if on each observation date the closing level of every index is at or above its coupon barrier (60% of its initial level). The issuer may redeem the notes early on specified redemption dates, but only if a risk neutral valuation model indicates it is economically rational for the issuer to do so. If not redeemed, and if on the final observation date each index is at or above its downside threshold (50% of its initial level), investors receive principal back (plus any final coupon). If any index ends below its downside threshold, repayment is reduced 1% for every 1% decline of the worst performer, potentially to zero. All payments depend on Morgan Stanley’s credit.
Morgan Stanley Finance LLC is offering Jump Securities with an auto-callable feature, fully and unconditionally guaranteed by Morgan Stanley, in $1,000 denominations. The notes are linked to the worst performing of the Dow Jones Industrial Average, Nasdaq-100 Index and Russell 2000 Index and pay no interest.
The notes may be automatically redeemed on scheduled determination dates starting August 6, 2027 if the closing level of each index is at or above 100% of its initial level, for early redemption payments that correspond to a return of approximately 13.25% per annum. If held to August 8, 2029 and all indices are at or above their call thresholds, investors receive $1,397.50 per $1,000. If any index is below its call threshold but all are at or above 70% downside thresholds, only principal is returned. If any index finishes below its downside threshold, repayment is reduced 1% for each 1% decline of the worst index, and the payout can fall to zero.
The securities are unsecured obligations of MSFL, subject to Morgan Stanley’s credit risk. The estimated value on the pricing date is approximately $957.60 per $1,000, reflecting issuance, selling, structuring and hedging costs. Investors do not participate in any index appreciation and must be prepared to hold to maturity with a risk of total loss.
Morgan Stanley Finance LLC is offering Trigger PLUS notes due February 11, 2031, fully and unconditionally guaranteed by Morgan Stanley and linked to the worst performance among the iShares S&P 500 Growth ETF, the S&P 500 Equal Weight Index and the S&P 500 Index. Each security has a $1,000 stated principal and pays no interest.
At maturity, if each underlier’s final level is above its initial level, holders receive $1,000 plus a leveraged upside of 183% of the worst underlier’s gain. If any underlier is at or below its initial level but all remain at or above 70% of their initial levels, investors receive only $1,000. If any underlier finishes below its 70% downside threshold, investors lose 1% of principal for each 1% decline in the worst performer, with no minimum payment, so the entire investment can be lost.
The estimated value on the pricing date is approximately $995 per security, below the issue price, reflecting issuance, structuring and hedging costs. The notes are unsecured obligations of MSFL, subject to Morgan Stanley’s guarantee and overall credit risk, and may have limited or no secondary market liquidity.
Morgan Stanley Finance LLC, guaranteed by Morgan Stanley, is offering principal-at-risk Jump Securities with an auto-callable feature due August 18, 2031. The unsecured notes are linked to the worst performing of three equity futures excess return indices: the Dow Jones Industrial Average Futures Excess Return Index, the Nasdaq-100 Futures Excess Return Index and the S&P 500 Futures Excess Return Index.
The notes have a $1,000 stated principal and issue price per security. Starting with the first determination date on August 17, 2027, the notes are automatically redeemed if each index is at or above its call threshold, paying early redemption amounts such as $1,300 or $1,450 per security, corresponding to returns of about 30% per annum; no further payments occur thereafter. If held to maturity and not called, investors receive principal plus a 200% participation in the gain of the worst performer if all three finish above their initial levels, principal only if all remain at or above 69% of their initial levels, and a proportional loss if any index ends below that 69% downside threshold, potentially losing the entire investment.
The estimated value on the pricing date is approximately $972.80 per security, below the issue price because of issuing, selling, structuring and hedging costs. All payments depend on Morgan Stanley’s credit, and the securities pay no interest, have uncertain tax treatment and may have limited secondary market liquidity.
Morgan Stanley Finance LLC is offering principal-at-risk Jump Securities due August 9, 2029, fully and unconditionally guaranteed by Morgan Stanley. The notes are linked to the worst performing of the common stock of Microsoft, NVIDIA and Tesla and pay no interest.
The notes may be automatically redeemed on eight scheduled determination dates from August 6, 2027 through May 7, 2029 if the closing level of each stock is at or above its call threshold (100% of its initial level). In that case, investors receive the fixed early redemption payment for that date, corresponding to an annualized return of approximately 47.10%, and the notes terminate.
If not redeemed early, at maturity investors receive $2,413 per $1,000 security if each final stock level is at or above its call threshold; the stated principal amount if any stock is below its call threshold but all are at or above 60% downside thresholds; or principal multiplied by the performance factor of the worst performer if any stock finishes below its downside threshold, which can result in a total loss of principal. The estimated value on the pricing date is about $978.30 per security, below the $1,000 issue price, reflecting issuance, selling, structuring and hedging costs. All payments are subject to Morgan Stanley’s credit risk, and the issuer expects to treat the notes as prepaid financial contracts for U.S. federal income tax purposes.
Morgan Stanley Finance LLC is issuing $5,510,000 of Leveraged Buffered S&P 500 Index-Linked Notes due September 15, 2027, fully and unconditionally guaranteed by Morgan Stanley. These principal-at-risk notes pay no interest and are unsecured obligations exposed to the credit of Morgan Stanley Finance LLC and Morgan Stanley.
The notes are linked to the S&P 500 Index, with an Initial Underlier Level of 7,316.15. At maturity, investors receive leveraged upside of 130% of any positive index return, subject to a Maximum Settlement Amount of $1,162.50 per $1,000 note (a 16.25% cap). A 12.50% buffer protects principal against moderate declines: if the index falls by up to 12.50%, investors receive par. Below the Buffer Level of 87.50% of the initial level, losses accelerate at a Buffer Rate of approximately 114.29%, and investors can lose all principal.
The notes will not be listed on any exchange, MS&Co. is not obligated to make a market, and secondary prices may be significantly below the $1,000 issue price. The issuer’s estimated value on the trade date is $996.00 per note, reflecting issuance, structuring and hedging costs and internal funding assumptions.
Morgan Stanley Finance LLC is offering Trigger Jump Securities due September 2, 2031, unsecured notes fully and unconditionally guaranteed by Morgan Stanley. Each security has a $1,000 stated principal amount, pays no interest and offers no guarantee of principal repayment. The return depends on the worst performing of three equity indices: the Dow Jones Industrial Average℠, Nasdaq-100 Index® and S&P 500® Index.
At maturity, if the final level of each index is at or above its initial level, investors receive $1,000 plus the greater of (i) the index percent gain of the worst performer applied to $1,000 or (ii) a fixed upside payment of $647 (64.70%). If any index is below its initial level but all are at or above 70% of their initial level, investors receive only $1,000. If any index ends below 70% of its initial level, repayment is reduced 1% for each 1% decline in the worst performer, with no minimum payment, so the investment can result in a total loss of principal.
The estimated value on the pricing date is approximately $967.30 per security, reflecting issuance, structuring and hedging costs that investors bear. All payments are subject to the credit risk of Morgan Stanley Finance LLC and Morgan Stanley, and the securities are not bank deposits or FDIC insured.
Morgan Stanley Finance LLC is issuing Callable Contingent Income Securities due August 3, 2028, fully and unconditionally guaranteed by Morgan Stanley. Each note has a $1,000 stated principal amount, with an aggregate offering of $1,421,000, and is linked to the worst performer among the Nasdaq-100® Technology Sector Index, the Russell 2000® Index and the State Street® Industrial Select Sector SPDR® ETF.
The notes pay a contingent coupon at 13.15% per annum, but only if on each observation date all three underliers close at or above their coupon barrier levels, set at 70% of their initial levels (NDXT 10,919.188; RTY 2,034.417; XLI $123.662). If any underlier is below its barrier on an observation date, no coupon is paid for that period. Starting on February 3, 2027, the issuer may redeem the notes in whole on scheduled redemption dates if a specified risk neutral valuation model indicates early redemption is economically rational for the issuer.
If the notes are not redeemed early, and on the final observation date each underlier is at or above its 70% downside threshold, investors receive the full principal plus any final contingent coupon. If any underlier ends below its downside threshold, repayment is reduced 1% for every 1% decline of the worst-performing underlier, potentially to zero. The notes are principal-at-risk, offer no participation in underlier upside, and their estimated value on the pricing date is $981.60 per $1,000 note, reflecting embedded costs and the issuer’s funding spread. All payments are subject to Morgan Stanley’s and MSFL’s credit risk.