Morgan Stanley Finance LLC has issued Buffered Jump Securities with an auto-callable feature based on the performance of the Nasdaq-100 Index, with a total aggregate principal amount of $1,539,000. The securities, priced on July 23, 2026, and issued on July 28, 2026, mature on July 27, 2028, and are fully and unconditionally guaranteed by Morgan Stanley. These principal-at-risk securities are designed for investors willing to forgo current income in exchange for potential upside gains and a buffer against moderate index declines.

Key Points

  • NYSE: MS-PQ
  • Morgan Stanley Finance LLC issued $1,539,000 aggregate principal amount of Buffered Jump Securities with auto-callable features linked to the Nasdaq-100 Index
  • Securities priced at $1,000 per share on July 23, 2026; estimated value on pricing date was $977.40 per security; maturity date July 27, 2028
  • Early redemption possible on August 4, 2027, if Nasdaq-100 closes at or above 28,454.81; upside participation at 125% with 10% buffer protection on downside

Structured Investment Product Overview and Key Terms

Morgan Stanley Finance LLC has structured and brought to market Buffered Jump Securities with an auto-callable feature, linking investor returns to the performance of the Nasdaq-100 Index. The securities were priced on July 23, 2026, with an original issue date of July 28, 2026, and a maturity date of July 27, 2028. The filing discloses that the aggregate principal amount issued totals $1,539,000, with each security carrying a stated principal amount of $1,000. The securities are principal-at-risk instruments, meaning investors face the possibility of losing a significant portion of their initial investment if the underlying index performs poorly.

The initial level of the Nasdaq-100 Index on the strike date (July 23, 2026) was established at 28,454.81. This baseline serves as the reference point for all performance calculations throughout the security's life. The structure incorporates multiple payoff scenarios depending on the index's performance at specified determination dates, creating a complex but defined payout mechanism that investors must fully understand before committing capital to these securities.

Automatic Early Redemption Mechanics and Call Feature

The securities incorporate an automatic early redemption feature that allows Morgan Stanley Finance LLC to redeem the securities before maturity if specific market conditions are met. The filing states that on the first determination date of July 30, 2027, if the closing level of the Nasdaq-100 Index is greater than or equal to the call threshold level of 28,454.81 (which represents 100% of the initial level), the securities will be automatically redeemed. If this condition is triggered, investors will receive an early redemption payment of $1,143.70 per security on the early redemption date of August 4, 2027.

This early redemption feature represents a significant structural characteristic of the securities, as it limits the upside participation if the index experiences strong performance in the first year. Once the securities are automatically redeemed, no further payments will be made on the securities, and investors' participation in any additional gains in the underlying index ceases. The automatic nature of this redemption means investors cannot choose to extend their position or continue exposure to the index beyond the early redemption date if market conditions trigger the call feature.

Maturity Payment Structure and Buffer Protection

If the securities have not been automatically redeemed prior to maturity, the payment structure at maturity involves three distinct scenarios based on the final level of the Nasdaq-100 Index on the final determination date of July 24, 2028. If the final level exceeds the initial level, investors will receive the stated principal amount plus an upside payment calculated as the stated principal amount multiplied by a 125% participation rate and the underlier percent change. This provision allows investors to capture gains in the index at an enhanced rate relative to the index's actual performance.

The filing discloses a buffer feature designed to protect investors against moderate index declines. If the final level is equal to or less than the initial level but remains greater than or equal to the buffer level of 25,609.329 (which represents 90% of the initial level), investors will receive only the stated principal amount with no additional upside payment. This means investors can absorb a 10% decline in the Nasdaq-100 Index without suffering any loss of principal. However, if the final level falls below the buffer level, investors will lose 1% for every 1% decline in the index level beyond the specified 10% buffer amount, with a minimum payment at maturity of 10% of the stated principal amount.

Pricing Structure and Estimated Value on Pricing Date

The original issue price of each security was $1,000, representing the stated principal amount. However, the filing discloses that the estimated value of the securities on the pricing date of July 23, 2026, was $977.40 per security, representing a discount of $22.60 per security from the issue price. This difference reflects costs associated with issuing, selling, structuring, and hedging the securities, which are borne by investors at the time of purchase. The disclosure emphasizes that the estimated value is determined using Morgan Stanley's own pricing and valuation models, incorporating market inputs and assumptions relating to the underlier, volatility, interest rates, and the company's secondary market credit spread.

The filing explains the methodology underlying the estimated value calculation, noting that the model takes into account both a debt component and a performance-based component linked to the Nasdaq-100 Index. Morgan Stanley discloses that it uses an internal funding rate in determining the economic terms of the securities, which is likely to be lower than its secondary market credit spreads and therefore advantageous to the issuer. The filing suggests that if issuing, selling, structuring, and hedging costs were lower or if the internal funding rate were higher, one or more of the economic terms would be more favorable to investors.

Commissions, Distribution, and Proceeds

The filing discloses that Morgan Stanley & Co. LLC, serving as agent and pricing administrator, receives total commissions and fees of $26,932.50, calculated at $17.50 per security across the aggregate offering. Selected dealers and their financial advisors will collectively receive this fixed sales commission of $17.50 for each security they sell through Morgan Stanley & Co. The price to public remains $1,000 per security, with the net proceeds to Morgan Stanley Finance LLC calculated at $1,512,067.50 after deduction of agent commissions and fees from the total aggregate principal amount of $1,539,000.

The offering structure creates potential conflicts of interest, as Morgan Stanley & Co. is an affiliate of Morgan Stanley Finance LLC and a wholly owned subsidiary of Morgan Stanley, the guarantor of these securities. The filing indicates that additional information regarding conflicts of interest is available in the accompanying product supplement and prospectus. The distribution arrangement places the selling function directly with Morgan Stanley affiliates, centralizing both the pricing decision and the distribution process within the Morgan Stanley corporate family.

Credit Risk and Guarantee Structure

The filing prominently discloses that the securities are unsecured obligations of Morgan Stanley Finance LLC and are fully and unconditionally guaranteed by Morgan Stanley. While the guarantee provides additional assurance regarding payment obligations, the filing emphasizes that all payments remain subject to Morgan Stanley's credit risk. The disclosure states that if Morgan Stanley or Morgan Stanley Finance LLC defaults on its obligations, investors could lose some or all of their investment. These securities are not secured obligations, and investors will not have any security interest in or access to any underlying reference asset or assets.

The guarantee structure means that investors are relying on the creditworthiness of Morgan Stanley as the ultimate obligor for payment at maturity or upon early redemption. Unlike secured debt or collateralized securities, investors have no claim on specific assets in the event of default. The filing notes that the securities are not deposits or savings accounts and are not insured by the Federal Deposit Insurance Corporation or any other governmental agency or instrumentality, nor are they obligations of or guaranteed by a bank, underscoring the unsecured nature of the investment.

Target Investor Profile and Risk Disclosure

The filing characterizes these securities as appropriate for investors who are willing to risk their principal and forgo current income in exchange for the buffer feature and the possibility of receiving an early redemption payment or payment at maturity that exceeds the stated principal amount. The product supplement emphasizes that investors in the securities must be willing to accept the risk of losing a significant portion of their initial investment. This risk characterization appears prominently throughout the document, reflecting the principal-at-risk nature of the investment structure.

The disclosure makes clear that these securities do not provide for regular payment of interest, distinguishing them from conventional bonds that generate periodic coupon payments. Instead, investors are compensated through potential principal appreciation if the Nasdaq-100 Index performs favorably and does not trigger early redemption, or through the buffer feature that protects against moderate declines. The risk factors section of the accompanying product supplement provides additional detail on the specific risks associated with these securities, including market risk, index volatility risk, early redemption risk, and credit risk related to Morgan Stanley.

Registration and Compliance Documentation

The securities are issued under Registration Statement Nos. 333-293641 and 333-293641-01, with this Pricing Supplement No. 17,306 filed pursuant to Rule 424(b)(2) on July 23, 2026. The filing incorporates by reference the accompanying product supplement for Principal at Risk Securities dated April 8, 2026, the Index Supplement dated April 8, 2026, the Tax Supplement dated April 8, 2026, and the Prospectus dated April 8, 2026. Investors are directed to read the pricing supplement together with these related documents to obtain a complete understanding of the securities' terms, risks, and tax consequences.

The document carries a standard SEC disclaimer that the Securities and Exchange Commission and state securities regulators have not approved or disapproved these securities or determined whether the pricing supplement and accompanying documents are truthful or complete. The document also specifies the CUSIP number as 61781G3R0 and the ISIN as US61781G3R05 for identification purposes. The securities will not be listed on any securities exchange, limiting liquidity to secondary market transactions negotiated directly between Morgan Stanley and investors.

Secondary Market Pricing and Valuation Considerations

The filing discloses that the secondary market price at which Morgan Stanley & Co. purchases the securities may vary from and be lower than the estimated value on the pricing date. This secondary market price takes into account Morgan Stanley's secondary market credit spread as well as the bid-offer spread that Morgan Stanley & Co. would charge in a secondary market transaction of this type and other factors. The filing cautions that absent changes in market conditions, including those related to the Nasdaq-100 Index, secondary market pricing may be disadvantageous to investors seeking liquidity prior to maturity.

The valuation methodology disclosed in the document highlights the importance of understanding the distinction between the estimated value calculated at issuance and the actual market value an investor might receive if attempting to sell the securities before maturity. The filing suggests that investors should be prepared to hold these securities to maturity or early redemption rather than relying on secondary market liquidity, as secondary market bidding may reflect both the issuer's credit spread and dealer markups that effectively reduce the amount an investor would realize in a secondary market sale.