Morgan Stanley Finance LLC filed a Free Writing Prospectus on November 6, 2026, disclosing terms for Contingent Income Memory Auto-Callable Securities linked to the S&P 500 Gold Navigator 40% VT 6% Decrement Index, with a maturity date of November 28, 2031.

Key Highlights

  • Issuer and guarantor: Morgan Stanley Finance LLC is the issuer, with Morgan Stanley as guarantor; all payments are subject to Morgan Stanley's credit risk.
  • Contingent coupon: 13.00% per annum, paid monthly, with a memory feature, contingent on the underlier closing at or above 60% of the initial level on the related observation date.
  • Auto-call feature: Securities are automatically redeemed if, on any monthly redemption determination date beginning after one year, the underlier closes at or above 100% of the initial level.
  • Downside threshold: The downside threshold level and coupon barrier level are each set at 60% of the initial level; losses below that threshold are on a 1-to-1 basis with the underlier's decline.
  • Estimated value: $897.60 per security, or within $47.60 of that estimate, against an original issue price of $1,000 per security.
  • CUSIP: 61781TWS8; pricing date is November 24, 2026, and maturity date is November 28, 2031.
  • No exchange listing: The securities will not be listed on any securities exchange, and secondary trading may be limited.

Terms and Risk Profile of the SPXGN406-Linked Securities

According to the filing, the securities are linked to the S&P 500 Gold Navigator 40% VT 6% Decrement Index (USD) ER (ticker: SPXGN406), an index that combines E-mini S&P 500 futures contracts and gold futures contracts and targets 40% volatility. The filing disclosed that the index includes a decrement feature whereby 6% per annum is deducted daily from the index level, which "will adversely affect the performance of the underlying index in all cases, whether the underlying index appreciates or depreciates." The filing also noted that the index has "very limited operating history."

The filing presented a hypothetical payment at maturity table showing that if the underlier declines by 40% or less, the payment at maturity is $1,000.00 per security (excluding any contingent coupon). If the underlier declines by 41%, the payment is $590.00; a 50% decline yields $500.00; and a 100% decline yields $0.00. The filing stated that the securities "do not guarantee the return of any principal" and that investors "will not participate in any appreciation in the value of the underlier."

The filing disclosed that the estimated value of $897.60 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 described as not being "a maximum or minimum secondary market price." The filing noted that both the lower rate Morgan Stanley is willing to pay and costs associated with "issuing, selling, structuring and hedging the securities" are included in the original issue price and reduce the economic terms of the securities. The preliminary pricing supplement is available on the SEC's EDGAR system.

What Was Disclosed

Morgan Stanley Finance LLC disclosed the terms of auto-callable structured notes linked to a gold-and-equity decrement index, including a 13.00% per annum contingent coupon, a 60% downside threshold, an estimated value of $897.60, and a November 28, 2031 maturity date, alongside associated risk factors.