Morgan Stanley Finance LLC filed a Free Writing Prospectus on November 2, 2026, summarizing terms for Contingent Income Memory Auto-Callable Securities due December 4, 2031, linked to the S&P 500 Futures 40% Intraday 4% Decrement VT Index (SPXF40D4), CUSIP 61781TMK6.

Key Highlights

  • Issuer and guarantor: Morgan Stanley Finance LLC is the issuer; Morgan Stanley is the guarantor, and all payments are subject to Morgan Stanley's credit risk.
  • Contingent coupon range: 13.50% to 14.50% per annum, paid monthly, with a memory feature, contingent on the underlier closing at or above 60% of the initial level on the related observation date.
  • Automatic early redemption: Securities will be automatically redeemed if the underlier closes at or above 100% of the initial level on any monthly redemption determination date, beginning after 6 months.
  • Downside threshold: 60% of the initial level; if the underlier falls below this at final observation, investors receive a payment reflecting the full decline, with a payment of $0.00 at -100% and $500.00 at -50%.
  • Estimated value: $937.30 per security, or within $55.00 of that estimate, against an original issue price of $1,000.00 per security.
  • Maturity date: December 4, 2031; pricing date: November 30, 2026; final observation date: December 1, 2031.
  • No exchange listing: The securities will not be listed on any securities exchange, and secondary trading may be limited.

Terms and Structure of the SPXF40D4-Linked Securities

According to the filing, the securities are issued by Morgan Stanley Finance LLC and guaranteed by Morgan Stanley, with the underlier being the S&P 500 Futures 40% Intraday 4% Decrement VT Index (SPXF40D4). The filing notes that the underlier was established on August 30, 2024, and "therefore has very limited operating history." The index includes a decrement feature whereby 4% per annum is deducted daily from its level, which the filing states "will adversely affect the performance of the underlier in all cases, whether the underlier appreciates or depreciates."

The filing discloses that contingent coupons of 13.50% to 14.50% per annum are paid monthly but are not guaranteed; payment depends on the underlier closing at or above the coupon barrier level of 60% of the initial level on the related observation date. A memory feature applies, as described in the accompanying preliminary pricing supplement. Automatic early redemption occurs if the underlier closes at or above 100% of the initial level on any monthly redemption determination date beginning after six months.

The estimated value of $937.30 per security is less than the $1,000.00 original issue price. The filing attributes this difference to the rate Morgan Stanley pays for such securities being "likely to be lower than the rate implied by our secondary market credit spreads" and to costs associated with "issuing, selling, structuring and hedging the securities." The filing further states that the estimated value is determined by Morgan Stanley's own pricing and valuation models and "may differ from those of other dealers." The securities will not be listed on any exchange, and the filing states that secondary trading may be limited.

What Was Disclosed

Morgan Stanley Finance LLC filed a Free Writing Prospectus to Preliminary Pricing Supplement No. 19,717, disclosing key terms of auto-callable structured securities linked to the SPXF40D4 index, including coupon rates, barrier levels, estimated value, and principal risk factors.