Morgan Stanley Finance LLC filed a Free Writing Prospectus to Preliminary Pricing Supplement No. 19,734, dated November 2, 2026, for Market-Linked Notes tied to the S&P 500 Futures Excess Return Index and maturing December 5, 2030.

Key Highlights

  • Issuer and guarantor: Morgan Stanley Finance LLC is the issuer; Morgan Stanley is the guarantor of the notes.
  • Underlier: The notes are linked to the S&P 500 Futures Excess Return Index (SPXFP).
  • Participation rate: The filing discloses a participation rate of 143% to 148%.
  • Estimated value: $968.00 per note, or within $45.00 of that estimate, according to the filing.
  • Key dates: Pricing date is November 30, 2026; observation date is December 2, 2030; maturity date is December 5, 2030.
  • CUSIP: 61781TB69, with the notes not listed on any securities exchange.
  • Principal protection at maturity: Hypothetical table in the filing shows $1,000.00 per note returned at maturity across underlier declines of 50% and 100%, assuming no issuer credit default.

Morgan Stanley Finance LLC SPXFP Market-Linked Notes: Terms and Risk Factors

According to the filing, Morgan Stanley Finance LLC is offering Market-Linked Notes due December 5, 2030, under Registration Statement Nos. 333-293641 and 333-293641-01. The notes are guaranteed by Morgan Stanley and are linked to the S&P 500 Futures Excess Return Index (SPXFP). The participation rate is disclosed as ranging from 143% to 148%, and the estimated value is stated as $968.00 per note, or within $45.00 of that estimate. The filing notes that this estimated value is determined by reference to Morgan Stanley's own pricing and valuation models and "may differ from those of other dealers."

The filing presents a hypothetical payment table illustrating that, assuming a participation rate of 143%, a 100% gain in the underlier would produce a payment of $2,430.00 per note, while a 50% gain would produce $1,715.00 per note. The table further shows that underlier declines of 50% or 100% would each result in a return of $1,000.00 per note at maturity. The filing cautions that "all payments are subject to our credit risk" and that the notes "do not pay interest." The amount payable is linked only to the underlier's closing level on the observation date of December 2, 2030.

The filing identifies several risk factors, including that the notes will not be listed on any securities exchange and secondary trading may be limited. It also discloses that Morgan Stanley Finance LLC "has no independent operations and will have no independent assets" as a finance subsidiary. Costs associated with "issuing, selling, structuring and hedging the notes" are described as included in the original issue price, causing the estimated value to be less than that price. The calculation agent is identified as a subsidiary of Morgan Stanley and an affiliate of MSFL, and the filing notes potential conflicts of interest related to hedging and trading by Morgan Stanley affiliates.

What Was Disclosed

Morgan Stanley Finance LLC filed a Free Writing Prospectus for Preliminary Pricing Supplement No. 19,734, covering Market-Linked Notes due December 5, 2030, tied to the SPXFP index, with a 143%-148% participation rate, a $968.00 estimated value per note, and CUSIP 61781TB69.