Morgan Stanley Finance LLC filed a free writing prospectus on October 30, 2026, outlining preliminary terms for its SPXFP Dual Directional Trigger Jump Securities due December 4, 2031, linked to the S&P 500 Futures Excess Return Index.

Key Highlights

  • Issuer and guarantor: Morgan Stanley Finance LLC is the issuer, with Morgan Stanley serving as guarantor; all payments are subject to Morgan Stanley's credit risk.
  • Underlier: The securities are linked to the S&P 500 Futures Excess Return Index (SPXFP), not the S&P 500 index itself.
  • Upside payment range: The filing states an upside payment of $670 to $690 per security, representing 67% to 69% of the stated principal amount.
  • Downside threshold: The downside threshold level is set at 70% of the initial level; breaching it exposes investors to losses proportional to the underlier's decline.
  • Estimated value: The filing discloses an estimated value of $960.60 per security, or within $55.00 of that estimate, which is less than the original issue price.
  • Key dates: The pricing date is November 30, 2026; the observation date is December 1, 2031; and the maturity date is December 4, 2031.
  • CUSIP: The securities carry CUSIP 61781TPH0 and will not be listed on any securities exchange, according to the filing.

Structure and Payment Terms for the SPXFP Trigger Jump Securities

According to the filing, the securities are issued under Registration Statement Nos. 333-293641 and 333-293641-01 and are governed by Preliminary Pricing Supplement No. 19,784. Morgan Stanley Finance LLC, described in the filing as a finance subsidiary with no independent operations and no independent assets, is the issuer, while Morgan Stanley acts as guarantor. The filing notes that all payments on the securities are subject to Morgan Stanley's credit risk.

The filing describes three distinct payout scenarios. In an upside scenario, if the underlier appreciates 10%, investors would receive $1,670 per security, representing a 67% return; if the underlier appreciates 80%, investors would receive $1,800 per security. Under the absolute return participation scenario, a 5% depreciation in the underlier would still yield $1,050 per security, or 105% of stated principal. However, under the downside scenario, an 85% decline in the underlier would result in investors receiving only $150 per security, a loss of 85% of principal, as illustrated in the filing's hypothetical payment table.

The filing explicitly states that "the securities do not guarantee the return of any principal and do not pay interest." It further discloses that the estimated value of $960.60 per security is determined by reference to Morgan Stanley's own pricing and valuation models, which "may differ from those of other dealers and is not a maximum or minimum secondary market price." The filing also notes that costs associated with issuing, selling, structuring, and hedging the securities are included in the original issue price, which causes the estimated value to be less than that price.

What Was Disclosed

Morgan Stanley Finance LLC filed a free writing prospectus detailing preliminary terms for structured notes linked to the SPXFP index, maturing December 4, 2031, with an estimated value of $960.60 per security, dual directional payout features, a 70% downside threshold, and no principal guarantee or exchange listing.