Morgan Stanley Finance LLC filed Free Writing Prospectus No. 19,706 on November 2, 2026, summarizing the preliminary terms of Worst-of INDU, SX5E and RTY Contingent Income Auto-Callable Securities due November 29, 2029.

Key Highlights

  • Underliers: The securities are linked to the worst-performing of three indexes: the Dow Jones Industrial Average (INDU), EURO STOXX 50 Index (SX5E), and Russell 2000 Index (RTY).
  • Contingent coupon range: The filing states a contingent coupon of 7.60% to 8.60% per annum, paid quarterly, subject to each underlier closing at or above 80% of its initial level on the relevant observation date.
  • Estimated value: According to the filing, the estimated value is $941.80 per security, or within $45.00 of that estimate, against an implied original issue price of $1,000.00.
  • Downside threshold: Principal repayment at maturity is at risk if the worst-performing underlier closes below 70% of its initial level on the final observation date.
  • Auto-call feature: The securities will be automatically redeemed beginning after six months if each underlier closes at or above 100% of its initial level on any quarterly redemption determination date.
  • Pricing and maturity dates: The pricing date is November 24, 2026, with a final observation date of November 26, 2029, and a maturity date of November 29, 2029.
  • CUSIP: The securities carry CUSIP 61781TMQ3 and will not be listed on any securities exchange, according to the filing.

Terms and Structure of Morgan Stanley Finance LLC's Preliminary Auto-Callable Offering No. 19,706

According to the filing, the securities are issued by Morgan Stanley Finance LLC (MSFL) and guaranteed by Morgan Stanley, filed under Registration Statement Nos. 333-293641 and 333-293641-01 pursuant to Rule 433. The offering is linked to the worst-performing of three major equity indexes, meaning the return at maturity and the payment of contingent coupons each quarter depend on the index that performs most poorly among the three. The contingent coupon is only paid for a given quarter if each underlier closes at or above its coupon barrier level, set at 80% of its respective initial level, on the relevant observation date.

The filing discloses that if, at maturity, the worst-performing underlier has declined by more than 30% from its initial level, investors receive a payment per security reduced by the same percentage as that decline. The hypothetical payment table in the filing illustrates, for example, that a 50% decline in the worst-performing underlier results in a payment of $500.00 per security, and a 100% decline results in $0.00. The filing states that "the securities do not guarantee the return of any principal" and "do not provide for the regular payment of interest."

The filing further discloses that the estimated value of $941.80 per security is determined by Morgan Stanley's own pricing and valuation models, which "may differ from those of other dealers," and that costs associated with "issuing, selling, structuring and hedging the securities" are included in the original issue price, causing the estimated value to be less than that price. MSFL is described as having "no independent operations and will have no independent assets," with all payments subject to Morgan Stanley's credit risk. The securities will not be listed on any securities exchange, and secondary trading may be limited, the filing states.

What Was Disclosed

Morgan Stanley Finance LLC filed a free writing prospectus summarizing preliminary terms for auto-callable structured notes linked to three equity indexes, disclosing the contingent coupon range, downside threshold, estimated value, key dates, CUSIP, and principal risks associated with the securities.