Morgan Stanley Finance LLC filed a Free Writing Prospectus to Preliminary Pricing Supplement No. 19,728 on November 2, 2026, describing the terms of Worst-of RTY and SPX Jump Securities with an Auto-Callable Feature due December 5, 2029.

Key Highlights

  • Issuer and guarantor: Morgan Stanley Finance LLC is the issuer; Morgan Stanley is the guarantor of all payments, which are subject to Morgan Stanley's credit risk.
  • Underliers: The securities are linked to the worst performing of two indexes: the Russell 2000 Index (RTY) and the S&P 500 Index (SPX).
  • Auto-call feature: If each underlier closes at or above 100% of its initial level on the first determination date of December 7, 2027, the securities are automatically redeemed for an early redemption payment of $1,162.50 to $1,172.50 per security.
  • Estimated value: $972.60 per security, or within $45.00 of that estimate, which is less than the original issue price.
  • Downside threshold: Set at 70% of the initial level for each underlier; losses below that threshold are applied at a 1-to-1 rate per the hypothetical payment table.
  • Participation rate: 150%, applicable to positive performance at maturity if the securities have not been automatically redeemed.
  • CUSIP: 61781TNM1; pricing date is November 30, 2026, with a maturity date of December 5, 2029.

Terms and Structure of the MSFL Worst-of Jump Securities No. 19,728

According to the filing, Morgan Stanley Finance LLC is offering structured securities whose return at maturity depends on the performance of the worst performing of two underliers: the Russell 2000 Index (RTY) and the S&P 500 Index (SPX). The securities carry a single auto-call opportunity: if, on the first determination date of December 7, 2027, each underlier closes at or above 100% of its initial level, holders receive an early redemption payment of $1,162.50 to $1,172.50 per security, with no further payments made thereafter. The filing states that if this call is triggered, "the appreciation potential of the securities is limited by the fixed early redemption payment specified for the first determination date."

If not redeemed early, the securities mature on December 5, 2029. The filing's hypothetical payment table shows that at maturity, a 0% or positive change in the worst performing underlier generates $1,000.00 or more per security (with a 150% participation rate on gains), while a decline to exactly -30% still returns $1,000.00. However, if the worst performer falls below the 70% downside threshold level, losses are applied directly: a -50% change yields $500.00 per security, and a -100% change yields $0.00. The filing states the securities "do not guarantee the return of any principal and do not pay interest."

The filing discloses that the estimated value of $972.60 per security is determined by Morgan Stanley's own pricing and valuation models, and that it "may differ from those of other dealers and is not a maximum or minimum secondary market price." Costs associated with issuing, selling, structuring, and hedging are included in the original issue price, which causes the estimated value to be less than that price. The filing also notes that the securities will not be listed on any securities exchange and that secondary trading may be limited. All payments remain subject to Morgan Stanley's credit risk.

What Was Disclosed

Morgan Stanley Finance LLC filed a Free Writing Prospectus covering Preliminary Pricing Supplement No. 19,728, outlining the key terms, hypothetical payment scenarios, risk factors, and tax considerations for structured notes linked to the RTY and SPX indexes, due December 5, 2029.