Morgan Stanley Finance LLC filed a Free Writing Prospectus on November 2, 2026, disclosing preliminary terms for Contingent Income Memory Buffered Auto-Callable Securities linked to the S&P U.S. Equity Momentum 40% VT 4% Decrement Index, due November 28, 2031.

Key Highlights

  • Underlier: The securities are linked to the S&P U.S. Equity Momentum 40% VT 4% Decrement Index (SPUMP40), which was established on March 14, 2022.
  • Contingent coupon: 10.80% to 11.80% per annum, paid monthly, with a memory feature, subject to a coupon barrier level of 75% of the initial level.
  • Call threshold: Securities will be automatically redeemed if the underlier closes at or above 90% of the initial level on any monthly redemption determination date, beginning after one year.
  • Buffer amount: 15%, meaning investors face a maximum loss of 85% of principal at maturity if not redeemed early.
  • Estimated value: $901.20 per security, or within $51.20 of that estimate, against an implied original issue price of $1,000.
  • Maturity date: November 28, 2031, with a pricing date of November 24, 2026, and CUSIP 61781TRN5.

Preliminary Terms of the SPUMP40-Linked Auto-Callable Securities

According to the filing, the securities are issued by Morgan Stanley Finance LLC (MSFL), with Morgan Stanley acting as guarantor, under Registration Statement Nos. 333-293641 and 333-293641-01. The filing notes that MSFL "has no independent operations and will have no independent assets," meaning all payments are subject to Morgan Stanley's credit risk. The securities will not be listed on any securities exchange, and the filing cautions that secondary trading may be limited.

The filing discloses that the estimated value of $901.20 per security is determined by reference to Morgan Stanley's "pricing and valuation models, which may differ from those of other dealers and is not a maximum or minimum secondary market price." The filing further states that costs associated with "issuing, selling, structuring and hedging the securities" are included in the original issue price, which reduces the economic terms of the securities and causes the estimated value to be less than the original issue price.

The filing provides a hypothetical payment table at maturity. According to that table, if the underlier declines by 15% or less, the investor receives $1,000.00 per security (excluding any contingent coupon). A decline of 16% would result in a payment of $990.00, a decline of 50% would yield $650.00, and a decline of 100% would yield $150.00. The filing also highlights that the SPUMP40 index applies a fixed decrement of 4% per annum, which the filing states "will adversely affect the performance of the Index in all cases, whether the Index appreciates or depreciates."

What Was Disclosed

Morgan Stanley Finance LLC disclosed preliminary terms for auto-callable structured securities linked to the SPUMP40 index, including coupon rates, call and buffer thresholds, an estimated value of $901.20 per security, and a maturity date of November 28, 2031.