Morgan Stanley SEC Filings

Morgan Stanley Finance LLC is offering structured Buffered Participation Securities linked to the performance of the SPDR® Gold Trust. The notes are issued at $1,000 per security, in an aggregate principal amount of $250,000, pay no interest, and are fully and unconditionally guaranteed by Morgan Stanley.

At maturity on November 26, 2030, investors receive the principal plus 100% of any positive underlier return, capped at a maximum payment of $2,236.50 per security (223.65% of principal). A 5% buffer means full principal is repaid if the underlier’s final level is at or above 95% of the initial level of $374.27, but losses match further declines beyond that buffer, down to a minimum payment of 5% of principal.

The securities are unsecured, not listed on any exchange, and subject to the credit risk of Morgan Stanley and MSFL. The estimated value on the pricing date is $929.50 per security, reflecting issuance, selling, structuring and hedging costs and an internal funding rate that is advantageous to the issuer. The product embeds significant market, liquidity, tax and commodity-related risks tied to gold and the SPDR® Gold Trust.

Morgan Stanley Finance LLC is offering $4,855,000 of S&P 500®-linked Buffered Jump Securities, fully and unconditionally guaranteed by Morgan Stanley. Each $1,000 principal-at-risk note can be automatically called on December 9, 2026 for $1,095 per security if the S&P 500 closes at or above 6,602.99 on the first determination date.

If not called and the index ends above 6,602.99 on the November 22, 2027 final determination date, investors receive principal plus 200% of the index gain. If the final level is between 90% and 100% of the initial level (at or above 5,942.691), only principal is returned. Below the 10% buffer, losses accelerate at 1.1111% for every 1% additional decline, with no minimum payment at maturity, so the entire investment can be lost.

The notes are unsecured obligations of MSFL, subject to Morgan Stanley credit risk, will not be listed on any exchange, and have an estimated value on the pricing date of $979.90 per $1,000 due to embedded costs and the issuer’s internal funding rate.

Morgan Stanley Finance LLC is issuing Buffered Jump Securities with an auto-call feature linked to the S&P® 500 Futures 40% Intraday 4% Decrement VT Index. Each note has a $1,000 stated principal amount, total size $1,009,000, and an estimated value on the pricing date of $932.90 per security. The notes pay no interest and are unsecured obligations fully and unconditionally guaranteed by Morgan Stanley.

The securities may be automatically redeemed quarterly starting on November 24, 2026 if the index is at or above the call threshold of 2,563.965, for early redemption payments that correspond to about 14.25% per annum. If held to November 27, 2028 and not called, investors receive $1,427.50 per note if the final index level is at or above the call threshold, full principal back if it is between the 20% buffer level of 2,279.08 and the call threshold, and a loss of 1% of principal for every 1% decline beyond the buffer, subject to a minimum payment of 20% of principal. Investors do not participate in any index upside and face both market risk and Morgan Stanley credit risk.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is issuing Buffered Jump Securities with an auto-call feature linked to the S&P® U.S. Equity Momentum 40% VT 4% Decrement Index. Each security has a $1,000 stated principal amount and total issuance of $796,000, with an issue price of $1,000 and an estimated value on the pricing date of $906.20.

The notes pay no interest and can be automatically redeemed on scheduled determination dates starting November 24, 2026 if the index is at or above the call threshold level of 1,079.58, providing early redemption payments that correspond to about 18.75% per annum and rise over time. If held to maturity on November 26, 2030 and not previously called, investors receive $1,937.50 per security if the final index level is at or above the call threshold, the principal back if the final level stays at or above the buffer level of 917.643, and a proportional loss beyond the 15% buffer if the index falls below that level, subject to a minimum payment of 15% of principal. Repayment depends entirely on Morgan Stanley’s credit.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is issuing Contingent Income Auto-Callable Securities linked to the worst performer of the Utilities Select Sector SPDR Fund, iShares MSCI EAFE ETF and the Russell 2000 Index, with an aggregate principal amount of $1,130,000 and $1,000 per security. Investors may receive an annual contingent coupon of 8.40% only if, on each observation date, all three underliers close at or above their coupon barrier levels (80% of initial levels). The notes can be automatically redeemed quarterly starting May 2026 if all underliers are at or above their call thresholds set at 100% of initial levels, returning principal plus the applicable coupon.

If the notes are not called and, at maturity in May 2027, any underlier finishes below its downside threshold (70% of initial level), repayment of principal is reduced 1% for each 1% decline of the worst underlier and can fall to zero. The estimated value on the pricing date is $963.80 per $1,000, reflecting issuer costs and an internal funding rate, and secondary market liquidity and pricing are not assured.

Morgan Stanley Finance LLC is offering Dual Directional Buffered Participation Securities linked to the iShares® MSCI EAFE ETF, fully and unconditionally guaranteed by Morgan Stanley. The notes have a $1,000 stated principal amount per security and $2,050,000 aggregate principal, are issued at par, pay no interest and mature on November 26, 2027.

At maturity, investors get 100% upside participation in the ETF’s gain, capped at a maximum payment of $1,287.50 per security. If the ETF is flat or down but not below 85% of the initial level, investors receive a positive return matching the absolute decline, up to a 15% gain. If the ETF falls below the 15% buffer, principal is reduced 1% for each additional 1% drop, with a minimum payment of 15% of principal.

The initial ETF level is $92.65, with a buffer level of $78.753. The estimated value on the pricing date is $986.70 per security, reflecting issuing, structuring and hedging costs and the issuer’s internal funding rate. The notes are unsecured obligations subject to Morgan Stanley’s credit risk and will not be listed on any securities exchange.

Morgan Stanley Finance LLC is issuing Contingent Income Auto-Callable Securities due November 27, 2028, linked to the common stock of The Charles Schwab Corporation. Each $1,000 security offers a contingent quarterly coupon at an annual rate of 10.42% (about $26.05 per quarter) only if Schwab’s share price on the relevant determination date is at or above the downside threshold of $67.883, which is 75% of the $90.51 initial share price.

If on any of the first eleven determination dates the share price is at or above the initial share price, the notes are automatically redeemed for $1,000 plus the applicable coupon. If held to maturity and the final share price is at or above the downside threshold, investors receive $1,000 plus the final coupon. If the final share price is below the threshold, repayment is reduced 1‑for‑1 with Schwab’s decline, and the amount repaid can be zero.

The securities are unsecured obligations of Morgan Stanley Finance LLC, fully and unconditionally guaranteed by Morgan Stanley, with an aggregate principal amount of $3,007,000 and an estimated value on the pricing date of $966.10 per $1,000 security. They are not listed on any exchange, do not pay dividends, and carry full issuer and guarantor credit risk.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is issuing Contingent Income Auto-Callable Securities linked to the Dow Jones Industrial Average, S&P 500 and Nasdaq-100, with an aggregate principal amount of $1,530,000 at $1,000 per security. Investors may receive a 6.30% annual contingent coupon, but only when all three indices close at or above their coupon barrier levels (about 75% of initial levels) on scheduled observation dates.

The notes can be automatically called from November 2026 onward if all indices are at or above 100% of their initial levels, paying principal plus the applicable coupon and ending further payments. If held to August 26, 2030 and any index finishes below its downside threshold (about 65% of its initial level), repayment of principal is reduced in full proportion to the worst-performing index and can fall to zero. The estimated value on the pricing date is $945.20 per security, and all payments are subject to Morgan Stanley’s credit risk.

Morgan Stanley Finance LLC, fully guaranteed by Morgan Stanley, is issuing $22,000,000 of Trigger Callable Contingent Yield Notes maturing in 2030, linked to the worst performer among the S&P 500, Russell 2000 and MSCI EAFE indices. The notes pay a 9.00% per annum contingent coupon (about $0.225 per $10 note quarterly) only if on each Observation Date all three indices are at or above their respective Coupon Barriers, set at 70% of initial levels.

Beginning in February 2026, the issuer may call the notes quarterly if a risk‑neutral valuation model shows it is economically rational to do so; if called, investors receive principal plus the due coupon and no further payments. At maturity, if not called, principal is repaid only if each index is at or above its Downside Threshold (65% of initial). If any index is below its threshold, repayment is reduced one‑for‑one with the worst index’s loss, and investors could lose their entire principal.

The notes are unsecured, subject to Morgan Stanley’s credit risk, will not be listed on an exchange, may have limited liquidity, and have an estimated value of $9.716 per $10 note on the trade date, reflecting fees, structuring and hedging costs.