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MS 424B2: Shelf registration

Filed with the SEC on · accession 0001839882-26-055200

MS filed a 424B2 (prospectus (offering)) with the SEC on Nov 5, 2026. Morgan Stanley Finance LLC, guaranteed by Morgan Stanley, is offering Callable Contingent Income Securities due November 21, 2031, linked to the worst performing of the Nasdaq-100, Russell 2000, and S&P 500 indices. The stock moved -5.9% by the first close after the filing.

Summary of the filing

Morgan Stanley Finance LLC, guaranteed by Morgan Stanley, is offering Callable Contingent Income Securities due November 21, 2031, linked to the worst performing of the Nasdaq-100, Russell 2000, and S&P 500 indices. The securities pay contingent coupons only if all underliers are at or above their coupon barriers, are callable based on a risk-neutral valuation model, and expose investors to full downside principal loss if any underlier falls below its downside threshold.

For details, click here →How to read a 424B2 →

Key details

Stated principal amount per security$1K
Estimated value per security on pricing date$938
IssuerMorgan Stanley Finance LLC
GuarantorMorgan Stanley
AgentMorgan Stanley & Co. LLC

How MS stock reacted

Close before

$193.97

Nov 4, 2026

First close after

-5.94%

$182.44

5 trading days

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Since filing

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Frequently asked questions

What did MS file with the SEC on Nov 5, 2026?

MS filed a 424B2 (Shelf registration). Morgan Stanley Finance LLC, guaranteed by Morgan Stanley, is offering Callable Contingent Income Securities due November 21, 2031, linked to the worst performing of the Nasdaq-100, Russell 2000, and S&P 500 indices. The securities pay contingent coupons only if all underliers are at or above their coupon barriers, are callable based on a risk-neutral valuation model, and expose investors to full downside principal loss if any underlier falls below its downside threshold.

What does a shelf registration mean for MS stock?

New shares dilute existing holders and are often sold at a discount to the market price.

How do I read a 424B2?

The final terms of an offering of shares or bonds. Look at price, number of shares and the discount to the market price. Large offerings dilute existing shareholders.

Why are SEC filings important?

Public companies must tell the SEC about anything that can change their value — results, leadership changes, big deals, new shares, bankruptcy. Filings are the official source, often before the news. A 424B2 (prospectus (offering)): The final terms of an offering of shares or bonds.

How did MS stock react to this filing?

MS closed at $193.97 before the filing and $182.44 on Nov 5, 2026 (-5.94%).

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