Morgan Stanley Finance LLC filed Pricing Supplement No. 16,959 on August 4, 2026, under Registration Statement Nos. 333-293641 and 333-293641-01, detailing the final terms of Enhanced Trigger Jump Securities due August 5, 2031, linked to the worst performing of three equity indexes.

Key Highlights

  • Aggregate principal amount: $746,000, at $1,000 per security, with proceeds to the issuer of $992.50 per security after agent commissions and fees of $7.50 per security.
  • Upside payment: $482.50 per security (48.25% of stated principal amount), available only if every underlier finishes at or above its downside threshold level.
  • Downside threshold: 70% of each underlier's initial level, set at 36,739.521 for the INDU Index, 19,791.94 for the NDX Index, and 2,051.937 for the RTY Index.
  • Estimated value on pricing date: $965.90 per security, below the $1,000 issue price, reflecting issuing, selling, structuring, and hedging costs borne by investors.
  • Principal at risk: According to the filing, if any underlier's final level is below its downside threshold, investors lose 1% for every 1% decline in the worst performing underlier, and "the payment at maturity will be significantly less than the stated principal amount and could be zero."
  • No interest, no exchange listing: The securities pay no interest and will not be listed on any securities exchange.
  • Maturity and observation dates: Observation date is July 31, 2031, and the maturity date is August 5, 2031, subject to postponement for non-trading days and certain market disruption events.

Terms and Structure of MSFL's Worst-of Index-Linked Securities

Morgan Stanley Finance LLC (NYSE: MS), as issuer, and Morgan Stanley, as guarantor, priced the Enhanced Trigger Jump Securities on July 31, 2026, with an original issue date of August 5, 2026. The securities are issued under MSFL's Series A Global Medium-Term Notes program and are unsecured obligations sold exclusively to investors in fee-based advisory accounts, according to the filing. MS & Co., an affiliate of MSFL, acted as agent and, per the filing, expects to sell all securities it purchases at $992.50 per security to an unaffiliated dealer for further sale at $1,000 to the public. Selected dealers and their financial advisors may also receive a structuring fee of up to $6.25 per security from the agent or its affiliates.

The payment at maturity depends entirely on the worst performing of three underliers: the Dow Jones Industrial Average (initial level 52,485.03), the Nasdaq-100 Index (initial level 28,274.20), and the Russell 2000 Index (initial level 2,931.339). If each underlier's final level on the observation date is at or above its respective downside threshold (70% of initial level), investors receive the stated principal amount plus the greater of the upside payment of $482.50 or an amount based on the worst performer's percentage change. If any underlier falls below its 70% threshold, investors receive only the stated principal amount multiplied by the performance factor of the worst performing underlier, with no floor above zero.

The filing notes that the estimated value of $965.90 per security on the pricing date reflects costs including issuing, selling, structuring, and hedging, all of which are borne by investors. The filing also discloses that the economic terms of the securities are determined using an internal funding rate that "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 MSFL and Morgan Stanley, and the securities are not insured by the FDIC or any other governmental agency.

What Was Disclosed

The filing sets out the complete final terms of $746,000 in principal amount of five-year structured notes tied to the worst of three equity indexes, including upside payment terms, downside threshold levels, estimated value, commission structure, and key risk disclosures.