Morgan Stanley Finance LLC filed Pricing Supplement No. 16,976 on August 4, 2026, covering the issuance of Dual Directional Buffered Jump Securities due August 5, 2031, linked to the S&P 500 Futures Excess Return Index, with an aggregate principal amount of $563,000.

Key Highlights

  • Aggregate offering size: $563,000 total, at $1,000 stated principal amount per security.
  • Estimated value at pricing: $956.00 per security, below the $1,000 issue price, according to the filing.
  • Upside payment: $535 per security (53.50% of stated principal amount) if the final level is at or above the initial level.
  • Buffer protection: A 20% buffer applies; the buffer level is 478.736, equal to 80% of the initial level of 598.42.
  • Absolute return feature: If the underlier declines but stays above the buffer level, investors receive a positive return based on the absolute value of the decline, capped effectively at 20%.
  • Minimum payment at maturity: 20% of the stated principal amount; investors can lose a significant portion of their investment if the final level falls below the buffer level.
  • Agent commissions: $7.50 per security, with proceeds to the issuer of $992.50 per security; selected dealers may also receive a structuring fee of up to $6.25 per security.

Terms and Structure of the Dual Directional Buffered Jump Securities

According to the filing, the securities are unsecured obligations of Morgan Stanley Finance LLC (NYSE: MS), fully and unconditionally guaranteed by Morgan Stanley, and issued as part of MSFL's Series A Global Medium-Term Notes program. The pricing date and strike date are both July 31, 2026, with an original issue date of August 5, 2026, and a maturity date of August 5, 2031. The observation date is July 31, 2031, subject to postponement for non-trading days and certain market disruption events. The securities will not be listed on any securities exchange and pay no interest.

The filing describes three maturity scenarios. If the final level is greater than or equal to the initial level of 598.42, investors receive the stated principal amount plus the greater of the underlier percent change return or the upside payment of $535 per security. If the final level is below the initial level but at or above the buffer level of 478.736, investors receive a positive return equal to the absolute value of the percentage decline multiplied by the absolute return participation rate of 100%, though the filing notes this return "will effectively be limited to a positive return of 20%." If the final level falls below the buffer level, investors lose 1% for every 1% decline beyond the 20% buffer, subject to a minimum payment at maturity of 20% of the stated principal amount.

The filing discloses that the $1,000 issue price includes costs associated with issuing, selling, structuring, and hedging the securities, which are "borne by you," resulting in an estimated value of $956.00 per security on the pricing date. The filing further states that the internal funding rate used to determine economic terms "is likely to be lower than our secondary market credit spreads and therefore advantageous to us." All payments are subject to the credit risk of the issuer and guarantor. The securities are not insured by the FDIC or any governmental agency.

What Was Disclosed

Morgan Stanley Finance LLC disclosed the final pricing terms for $563,000 in Dual Directional Buffered Jump Securities due August 5, 2031, including a $956.00 estimated value per security, a 20% buffer, a 53.50% upside payment, and principal-at-risk provisions tied to the S&P 500 Futures Excess Return Index.