Morgan Stanley Finance LLC filed a Free Writing Prospectus on November 2, 2026, summarizing terms for Worst-of NDXT, RTY and SPX Trigger PLUS securities due December 5, 2029, under Registration Statement Nos. 333-293641 and 333-293641-01.

Key Highlights

  • Issuer and guarantor: Morgan Stanley Finance LLC is the issuer; Morgan Stanley is the guarantor.
  • Underliers: The securities are linked to the worst performing of three indexes: Nasdaq-100 Technology Sector Index (NDXT), Russell 2000 Index (RTY), and S&P 500 Index (SPX).
  • Leverage factor: 180% to 185%, applied to upside performance of the worst performing underlier.
  • Downside threshold: 70% of the initial level for each underlier; losses below that threshold are not buffered.
  • Estimated value: $961.50 per security, or within $45.00 of that estimate, versus a stated principal amount of $1,000.
  • Key dates: Pricing date November 30, 2026; observation date November 30, 2029; maturity date December 5, 2029.
  • CUSIP: 61781TA37; the securities will not be listed on any securities exchange.

Terms and Payoff Structure of the Worst-of Trigger PLUS Notes

According to the filing, the securities are structured notes issued by Morgan Stanley Finance LLC and guaranteed by Morgan Stanley. The payment at maturity is determined solely by the performance of the worst performing underlier among NDXT, RTY, and SPX, measured from the pricing date to the observation date. The filing states that investors "are exposed to a greater risk of not receiving a positive return on the securities and/or sustaining a significant loss on your investment than if the securities were linked to just one underlier."

The filing describes three hypothetical scenarios to illustrate the payoff. In the upside scenario, if the worst performing underlier appreciates 5%, investors receive $1,090 per security, or 109% of the stated principal amount. In the par scenario, if the worst performing underlier depreciates 5%, investors receive $1,000 per security. In the downside scenario, if the worst performing underlier depreciates 85%, investors receive only $150 per security, or 15% of the stated principal amount. A payoff table in the filing further shows that a 100% decline in the worst performing underlier produces a payment of $0.00 per security, while a 100% gain produces $2,800.00 per security, assuming a leverage factor of 180%.

The filing discloses that the estimated value of $961.50 per security is less than the original issue price of $1,000, and that "the inclusion of costs associated with issuing, selling, structuring and hedging the securities in the original issue price" reduces the economic terms. The securities do not guarantee return of any principal and do not pay interest. All payments are also described as subject to the credit risk of Morgan Stanley. The filing notes that U.S. federal income tax consequences of an investment are uncertain, and advises investors to consult a tax adviser.

What Was Disclosed

Morgan Stanley Finance LLC filed a Free Writing Prospectus (No. 19,726) disclosing the preliminary terms of structured notes linked to the worst of NDXT, RTY, and SPX, with a maturity date of December 5, 2029, an estimated value of $961.50 per security, and a leverage factor of 180% to 185%.