Morgan Stanley Finance LLC filed a Free Writing Prospectus to Preliminary Pricing Supplement No. 19,857 on November 2, 2026, covering Market-Linked Notes due November 29, 2029 linked to the Morgan Stanley Amplitude Index (MSAMP5).

Key Highlights

  • Issuer and guarantor: Morgan Stanley Finance LLC is the issuer; Morgan Stanley is the guarantor of the notes.
  • Participation rate: The filing discloses a participation rate of 500% to 505% on the underlier's positive performance.
  • Estimated value: The notes carry an estimated value of $911.30 per note, or within $45.00 of that estimate, against an original issue price of $1,000.00 per note.
  • Maturity and key dates: The pricing date is November 24, 2026; the observation date is November 26, 2029; and the maturity date is November 29, 2029.
  • Principal protection: At maturity, the filing's hypothetical table shows the payment per note is $1,000.00 regardless of underlier declines of 50% or 100%, but notes may not pay more than the stated principal amount in negative scenarios.
  • No interest payments: According to the filing, the notes do not pay interest.
  • CUSIP: The notes are identified by CUSIP 61781TSS3 and will not be listed on any securities exchange.

Terms and Structure of the MSAMP5 Market-Linked Notes

According to the filing, the notes are issued by Morgan Stanley Finance LLC, a finance subsidiary that, as the document discloses, "has no independent operations and will have no independent assets." The guarantor is Morgan Stanley. The underlier is the Morgan Stanley Amplitude Index (MSAMP5), described in the filing as an index established on January 5, 2026, giving it "very limited actual operating history." All payments on the notes are stated to be subject to Morgan Stanley's credit risk.

The filing's hypothetical payment table illustrates that, assuming a 500% participation rate, a 100% gain in the underlier would produce a payment of $6,000.00 per note, while a 50% gain would produce $3,500.00 per note. If the underlier is flat or declines, the table shows a payment of $1,000.00 per note in each scenario shown. The filing cautions that "the amount payable on the notes is not linked to the value of the underlier at any time other than the observation date."

The filing notes that the estimated value of $911.30 per note is below the original issue price and attributes this to costs "associated with issuing, selling, structuring and hedging the notes in the original issue price." The document states that the estimated value is determined by reference to Morgan Stanley's own "pricing and valuation models, which may differ from those of other dealers and is not a maximum or minimum secondary market price." The filing also identifies conflicts of interest, noting that the calculation agent is a subsidiary of Morgan Stanley and an affiliate of MSFL.

What Was Disclosed

Morgan Stanley Finance LLC disclosed the preliminary terms of Market-Linked Notes linked to the MSAMP5 index, including a 500%-505% participation rate, an estimated value of $911.30 per note, no interest payments, and a maturity date of November 29, 2029, with all payments subject to Morgan Stanley's credit risk.