Morgan Stanley Finance LLC filed a Free Writing Prospectus on October 28, 2026, summarizing terms of its MSAMP5 Step-Up Jump Notes with Auto-Callable Feature due November 17, 2033, linked to the Morgan Stanley Amplitude Index.

Key Highlights

  • Issuer and guarantor: Morgan Stanley Finance LLC is the issuer; Morgan Stanley is the guarantor, according to the filing.
  • Pricing and maturity: The pricing date is November 12, 2026, and the maturity date is November 17, 2033, with CUSIP 61781TNY5.
  • Estimated value: The filing states an estimated value of $879.20 per note, or within $29.20 of that estimate, against an implied original issue price of $1,000.00 per note.
  • Auto-callable feature: Six annual determination dates run from November 12, 2027 through November 12, 2032, with call threshold levels rising from 101.00% to 106.00% of the initial level and early redemption payments ranging from at least $1,185 to at least $2,110 per note.
  • Principal protection at maturity: The hypothetical payment table shows a $1,000.00 per note payment at maturity regardless of underlier declines, up to a 100% loss in the underlier's closing level.
  • Underlier history: The filing discloses that the Morgan Stanley Amplitude Index was established on January 5, 2026, and "therefore has very limited actual operating history."
  • No exchange listing: The filing states the notes will not be listed on any securities exchange and secondary trading may be limited.

Terms and Structure of the MSAMP5 Auto-Callable Notes

According to the filing, the notes are issued by Morgan Stanley Finance LLC and guaranteed by Morgan Stanley, with the Morgan Stanley Amplitude Index as the sole underlier. The filing notes that MSFL "has no independent operations and will have no independent assets." Registration Statement Nos. 333-293641 and 333-293641-01 cover the offering, filed pursuant to Rule 433.

The auto-callable feature provides six annual determination dates. If the underlier's closing level meets or exceeds the applicable call threshold on a given date, investors receive a fixed early redemption payment: at least $1,185 on determination date one, rising by approximately $185 per period to at least $2,110 on determination date six. The filing's hypothetical example assumes a call return of 18.50% per annum. If no early redemption occurs, the observation date is November 14, 2033, and the maturity date is November 17, 2033. The hypothetical payment-at-maturity table in the filing shows $1,000.00 per note across all negative underlier performance scenarios shown, including a 100% decline, though the filing cautions that "the notes may not pay more than the stated principal amount at maturity" and "the notes do not pay interest."

The filing discloses that the estimated value of $879.20 per note is below the original issue price because both "the lower rate and the inclusion of costs associated with issuing, selling, structuring and hedging the notes in the original issue price reduce the economic terms of the notes." The estimated value is determined by reference to Morgan Stanley's own pricing and valuation models, and the filing states it "may differ from those of other dealers and is not a maximum or minimum secondary market price." All payments are described as subject to Morgan Stanley's credit risk.

What Was Disclosed

This Free Writing Prospectus summarizes the terms of structured notes linked to the Morgan Stanley Amplitude Index, including the auto-callable schedule, estimated value, maturity payment scenarios, and key risk factors, directing investors to the accompanying preliminary pricing supplement for full details.