Bond Morgan Stanley Financial 0% ( US61769HMK85 ) in USD

Issuer Morgan Stanley Financial
Market price 100 %  ▼ 
Country  United States
ISIN code  US61769HMK85 ( in USD )
Interest rate 0%
Maturity 31/01/2023 - Bond has expired



Prospectus brochure of the bond Morgan Stanley Finance US61769HMK85 in USD 0%, expired


Minimal amount 1 000 USD
Total amount 500 000 USD
Cusip 61769HMK8
Standard & Poor's ( S&P ) rating N/A
Moody's rating NR
Detailed description Morgan Stanley is a leading global financial services firm offering investment banking, securities, wealth management, and investment management services to corporations, governments, and individuals.

The Bond issued by Morgan Stanley Financial ( United States ) , in USD, with the ISIN code US61769HMK85, pays a coupon of 0% per year.
The coupons are paid 2 times per year and the Bond maturity is 31/01/2023

The Bond issued by Morgan Stanley Financial ( United States ) , in USD, with the ISIN code US61769HMK85, was rated NR by Moody's credit rating agency.







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424B2 1 dp110351_424b2-ps2292.htm FORM 424B2
CALCULATION OF REGISTRATION FEE



Maximum Aggregate

Amount of Registration
Title of Each Class of Securities Offered

Offering Price

Fee
Enhanced Buffered Jump Securities

$500,000

$60.60
due 2023





July 2019
Pricing Supplement No. 2292
Registration Statement Nos. 333-221595; 333-221595-01 Dated July 26, 2019
Filed pursuant to Rule 424(b)(2)
Morgan Stanley Finance LLC
STRUCTURED INVESTMENTS
Opportunities in U.S. Equities
Enhanced Buffered Jump Securities Based on the Value of the Russell 2000® Index due January 31,
2023
Fully and Unconditionally Guaranteed by Morgan Stanley
Principal at Risk Securities
The Enhanced Buffered Jump Securities, which we refer to as the securities, are unsecured obligations of Morgan Stanley
Finance LLC ("MSFL") and are ful y and unconditional y guaranteed by Morgan Stanley. The securities wil pay no interest
but wil instead pay an amount in cash at maturity that may be greater than or less than the stated principal amount
depending on the closing value of the underlying index on the valuation date. If the closing value of the underlying index
on the valuation date is at or above 85% of the initial index value, which we refer to as the downside threshold value, you
wil receive, in addition to the principal amount, the specified fixed upside payment. However, if the closing value of the
underlying index on the valuation date is below 85% of the initial index value, you wil be exposed to the decline in the
level of the underlying index beyond the buffer amount of 15%, and you wil lose some or a significant portion of your initial
investment. These securities are for investors who seek an equity index-based return and who are wil ing to risk their
principal and forgo current income and returns above the fixed upside payment in exchange for the potential to receive the
fixed upside return if the final index value is at or above the downside threshold value. The payment at maturity may be
significantly less than the stated principal amount, and you could lose up to 85% of your investment. The
securities are notes issued as part of MSFL's Series A Global Medium-Term Notes program.
All payments are subject to our credit risk. If we default on our obligations, you could lose some or all of your
investment. These securities are not secured obligations and you will not have any security interest in, or
otherwise have any access to, any underlying reference asset or assets.
FINAL TERMS

Issuer:
Morgan Stanley Finance LLC
Guarantor:
Morgan Stanley
Aggregate principal
$500,000
amount:
Stated principal amount:
$1,000 per security
Issue price:
$1,000 per security (see "Commissions and issue price" below)
Pricing date:
July 26, 2019
Original issue date:
July 31, 2019 (3 business days after the pricing date)
Maturity date:
January 31, 2023
Underlying index:
Russel 2000® Index
Payment at maturity:
If the final index value is at or above the downside threshold value:
$1,000 + the fixed upside payment
If the final index value is below the downside threshold value:
$1,000 × (index performance factor + buffer amount)
In this scenario, the payment at maturity wil be less than the stated principal amount, subject
to the minimum payment at maturity of $150 per security.
Fixed upside payment:
$167.50 per security (16.75% of the stated principal amount).
Index performance
final index value / initial index value
factor:
Initial index value:
1,578.967, which is the index closing value on the pricing date
Final index value:
The index closing value on the valuation date
Buffer amount:
15%
Minimum payment at
$150 per security
maturity:
Downside threshold
1,342.122, which is approximately 85% of the initial index value
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value:
Valuation date:
January 26, 2023, subject to postponement for non-index business days and certain market
disruption events
CUSIP / ISIN:
61769HMK8 / US61769HMK85
Listing:
The securities wil not be listed on any securities exchange.
Agent:
Morgan Stanley & Co. LLC ("MS & Co."), an affiliate of MSFL and a whol y owned subsidiary
of Morgan Stanley. See "Supplemental information regarding plan of distribution; conflicts of
interest."
Estimated value on the
$956.20 per security. See "Investment Summary" beginning on page 2.
pricing date:
Commissions and issue
Price to public
Agent's commissions(1)
Proceeds to us(2)
price:
Per security
$1,000
$32.50
$967.50
Total
$500,000
$16,250
$483,750
(1) Selected dealers and their financial advisors wil col ectively receive from the agent, MS & Co., a fixed sales commission of $32.50 for each security
they sel . See "Supplemental information regarding plan of distribution; conflicts of interest." For additional information, see "Plan of Distribution
(Conflicts of Interest)" in the accompanying product supplement.
(2) See "Use of proceeds and hedging" on page 16.
The securities involve risks not associated with an investment in ordinary debt securities. See
"Risk Factors" beginning on page 8.
The Securities and Exchange Commission and state securities regulators have not approved or disapproved
these securities, or determined if this document or the accompanying product supplement, index supplement and
prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
The securities are not deposits or savings accounts and are not insured by the Federal Deposit Insurance
Corporation or any other governmental agency or instrumentality, nor are they obligations of, or guaranteed by, a
bank.
You should read this document together with the related product supplement, index supplement and prospectus,
each of which can be accessed via the hyperlinks below. Please also see "Additional Terms of the Securities" and
"Additional Information About the Securities" at the end of this document.
References to "we," "us" and "our" refer to Morgan Stanley or MSFL, or Morgan Stanley and MSFL collectively, as
the context requires.
Product Supplement for Jump Securities dated November 16, 2017 Index Supplement dated November 16, 2017
Prospectus dated November 16, 2017


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Morgan Stanley Finance LLC
Enhanced Buffered Jump Securities Based on the Value of the Russel 2000® Index due January 31, 2023
Principal at Risk Securities


Investment Summary

Enhanced Buffered Jump Securities

Principal at Risk Securities
Enhanced Buffered Jump Securities Based on the Value of the Russel 2000® Index due January 31, 2023 (the
"securities") can be used:
§ As an alternative to direct exposure to the underlying index that provides a fixed positive return of 16.75% if the
underlying index has appreciated or has not depreciated by more than 15% over the term of the securities;
§ To enhance returns and potentialy outperform the underlying index in a moderately bulish or moderately bearish
scenario;
§ To obtain a buffer against a specified level of negative performance of the underlying index.

The securities are exposed to the performance of the Russel 2000® Index, but provide a fixed upside payment payable at
maturity if the index closing value on the valuation date is at or above the downside threshold value. However, if the final
index value is less than the downside threshold value, the securities are exposed on a 1:1 basis to the percentage decline
in the index value beyond the buffer amount of 15%. Accordingly, 85% of your principal is at risk.

Maturity:
3.5 years
Fixed upside payment:
$167.50 per security (16.75% of the stated principal amount)
Downside threshold value:
85% of the initial index value
Buffer amount:
15%
Minimum payment at maturity:
$150 per security. You could lose up to 85% of the stated principal
amount of the securities.
Interest:
None

The original issue price of each security is $1,000. This price includes costs associated with issuing, sel ing, structuring
and hedging the securities, which are borne by you, and, consequently, the estimated value of the securities on the pricing
date is less than $1,000. We estimate that the value of each security on the pricing date is approximately $956.20.

What goes into the estimated value on the pricing date?

In valuing the securities on the pricing date, we take into account that the securities comprise both a debt component and
a performance-based component linked to the underlying index. The estimated value of the securities is determined using
our own pricing and valuation models, market inputs and assumptions relating to the underlying index, instruments based
on the underlying index, volatility and other factors including current and expected interest rates, as wel as an interest rate
related to our secondary market credit spread, which is the implied interest rate at which our conventional fixed rate debt
trades in the secondary market.

What determines the economic terms of the securities?

In determining the economic terms of the securities, including the fixed upside payment, the downside threshold value, the
buffer amount and the minimum payment at maturity, we use an internal funding rate, which is likely to be lower than our
secondary market credit spreads and therefore advantageous to us. If the issuing, sel ing, structuring and hedging costs
borne by you were lower or if the internal funding rate were higher, one or more of the economic terms of the securities
would be more favorable to you.

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Morgan Stanley Finance LLC
Enhanced Buffered Jump Securities Based on the Value of the Russel 2000® Index due January 31, 2023
Principal at Risk Securities


What is the relationship between the estimated value on the pricing date and the secondary market price of the securities?

The price at which MS & Co. purchases the securities in the secondary market, absent changes in market conditions,
including those related to the underlying index, may vary from, and be lower than, the estimated value on the pricing date,
because the secondary market price takes into account our secondary market credit spread as wel as the bid-offer spread
that MS & Co. would charge in a secondary market transaction of this type and other factors. However, because the costs
associated with issuing, sel ing, structuring and hedging the securities are not ful y deducted upon issuance, for a period of
up to 6 months fol owing the issue date, to the extent that MS & Co. may buy or sel the securities in the secondary market,
absent changes in market conditions, including those related to the underlying index, and to our secondary market credit
spreads, it would do so based on values higher than the estimated value. We expect that those higher values wil also be
reflected in your brokerage account statements.

MS & Co. may, but is not obligated to, make a market in the securities, and, if it once chooses to make a market, may
cease doing so at any time.


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Morgan Stanley Finance LLC
Enhanced Buffered Jump Securities Based on the Value of the Russel 2000® Index due January 31, 2023
Principal at Risk Securities


Key Investment Rationale

This 3.5-year investment offers a fixed positive return of 16.75% if the final index value is greater than or equal to 85% of
the initial index value, which we refer to as the downside threshold value. However, if the final index value is less than the
downside threshold value, the payment at maturity wil be less, and possibly significantly less, than the stated principal
amount of the securities. You could lose up to 85% of the stated principal amount of the securities.

Upside Scenario
The final index value is at or above the downside threshold value, and, at maturity, the securities
pay the stated principal amount of $1,000 plus the fixed upside payment of $167.50 per security.
Downside Scenario
The final index value is below the downside threshold value, and, at maturity, the securities pay

less than the stated principal amount by an amount proportionate to the decline in the final index
value from the initial index value beyond the buffer amount of 15%, subject to the minimum
payment at maturity of $150 per security (e.g., a 50% decline in the index wil result in a payment
at maturity of $650 per security).
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Morgan Stanley Finance LLC
Enhanced Buffered Jump Securities Based on the Value of the Russel 2000® Index due January 31, 2023
Principal at Risk Securities


Hypothetical Payment on the Securities at Maturity

Payoff Diagram

The payoff diagram below il ustrates the payment at maturity on the securities based on the fol owing terms:

Stated principal amount:
$1,000
Downside threshold value:
85% of the initial index value
Buffer amount:
15%
Fixed upside payment:
$167.50 per security (16.75% of the statement
principal amount)



How it works

¡ Upside Scenario. If the final index value is greater than or equal to the downside threshold value, the investor
would receive $1,000 plus the fixed upside payment of $167.50 per security.

¡ Downside Scenario. If the final index value is below the downside threshold value, the payment at maturity would
be less than the stated principal amount of $1,000 by an amount that is proportionate to the decline in the final
index value from the initial index value beyond the buffer amount of 15%. In this scenario, the investor would lose
some or a significant portion of the amount invested in the securities. For example, if the final index value declines
by 40% from the initial index value, the payment at maturity would be $750 per security (75% of the stated
principal amount).
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Morgan Stanley Finance LLC
Enhanced Buffered Jump Securities Based on the Value of the Russel 2000® Index due January 31, 2023
Principal at Risk Securities


Hypothetical Examples

The fol owing table and examples il ustrate the return on the securities and the payment at maturity for a range of
hypothetical percentage changes in the final index value from the initial index value, depending on whether or not the final
index value is below the downside threshold value. They are based on the fol owing values:

Stated principal amount:
$1,000
Hypothetical initial index value:
1,600
Hypothetical downside threshold
1,360 (85% of the hypothetical initial index value)
value:
Buffer amount:
15%
Fixed upside payment:
$167.50 per security

Final index value
Underlying index return
Return on securities
Payment at maturity (per
$1,000 security)
3,200.00
100%
16.75%
$1,167.50
3,040.00
90%
16.75%
$1,167.50
2,960.00
85%
16.75%
$1,167.50
2,720.00
70%
16.75%
$1,167.50
2,560.00
60%
16.75%
$1,167.50
2,400.00
50%
16.75%
$1,167.50
2,240.00
40%
16.75%
$1,167.50
2,080.00
30%
16.75%
$1,167.50
1,920.00
20%
16.75%
$1,167.50
1,868.00
16.75%
16.75%
$1,167.50
1,760.00
10%
16.75%
$1,167.50
1,680.00
5%
16.75%
$1,167.50
1,600.00
0%
16.75%
$1,167.50
1,520.00
-5%
16.75%
$1,167.50
1,440.00
-10%
16.75%
$1,167.50
1,360.00
-15%
16.75%
$1,167.50
1,344.00
-16%
-1.00%
$990.00
1,280.00
-20%
-5.00%
$950.00
1,120.00
-30%
-15.00%
$850.00
960.00
-40%
-25.00%
$750.00
800.00
-50%
-35.00%
$650.00
640.00
-60%
-45.00%
$550.00
480.00
-70%
-55.00%
$450.00
320.00
-80%
-65.00%
$350.00
160.00
-90%
-75.00%
$250.00
0.00
-100%
-85.00%
$150.00
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Morgan Stanley Finance LLC
Enhanced Buffered Jump Securities Based on the Value of the Russel 2000® Index due January 31, 2023
Principal at Risk Securities


EXAMPLE 1: The final index value is above the downside threshold value and has increased from the initial index
value by 60%. Your return will be equal to the fixed upside payment, and you do not participate in the appreciation
of the underlying index.

Hypothetical final index value
=
2,560

Payment at maturity
=
stated principal amount + fixed upside payment

=
$1,000.00 + $167.50

=
$1,167.50
Payment at maturity = $1,167.50 per security

EXAMPLE 2: The final index value has declined from the initial index value by 5% but is greater than the downside
threshold value. You receive the stated principal amount plus the fixed upside payment.

Hypothetical final index value
=
1,520

Payment at maturity
=
stated principal amount + fixed upside payment

=
$1,000 + $167.50

=
$1,167.50
Payment at maturity = $1,167.50 per security

EXAMPLE 3: The final index value has declined from the initial index value by 50% and is below the downside
threshold value. You are exposed to the decline in the final index value from the initial index value beyond the
buffer amount of 15%.

Hypothetical final index value
=
800
Index performance factor
=
final index value / initial index value

=
800 / 1,600

=
50%
Payment at maturity
=
$1,000 × (index performance factor + 15%)

=
$1,000 x (50% +15%)
= $1,000 + (65%)

=
$650
Payment at maturity = $650.00 per security

If the final index value is less than the downside threshold value, you wil lose some or a significant portion of your
investment in an amount proportionate to the decline in the final index value from the initial index value beyond the buffer
amount of 15%. You could lose up to 85% of your investment.

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Morgan Stanley Finance LLC
Enhanced Buffered Jump Securities Based on the Value of the Russel 2000® Index due January 31, 2023
Principal at Risk Securities


Risk Factors

The fol owing is a non-exhaustive list of certain key risk factors for investors in the securities. For further discussion of
these and other risks, you should read the section entitled "Risk Factors" in the accompanying product supplement for
Jump Securities, index supplement and prospectus. You should also consult with your investment, legal, tax, accounting
and other advisers in connection with your investment in the securities.
§ The securities do not pay interest and provide for the minimum payment at maturity of only 15% of your
principal. The terms of the securities differ from those of ordinary debt securities in that the securities do not pay
interest and provide for the minimum return of only 15% of the principal amount at maturity. If the final index value is
less than the downside threshold value, the payout at maturity wil be an amount in cash that is less than the $1,000
stated principal amount of each security, reflecting the negative performance of the underlying index over the term of
the securities beyond the buffer amount of 15%. You could lose up to 85% of the stated principal amount of the
securities.
§ The appreciation potential is fixed and limited. Where the final index value is greater than or equal to the downside
threshold value, the appreciation potential of the securities is limited to the fixed upside payment of $167.50 per
security (16.75% of the stated principal amount), even if the final index value is significantly greater than the initial
index value. See "Hypothetical Payment on the Securities at Maturity" on page 5 above.
§ You will not benefit from the fixed upside payment if the final index value is below the downside threshold
value. If the final index value is less than the downside threshold value, the payment at maturity wil depend solely on
the closing value of the underlying index on the valuation date, and, accordingly, you wil lose the benefit of the limited
protection against the loss of principal based on the fixed upside payment. Instead, under these circumstances, you
wil be exposed on a 1-to-1 basis to the decline in the closing value of the underlying index beyond the buffer amount
of 15%, and you wil lose some or a significant portion of your investment.
§ The market price of the securities will be influenced by many unpredictable factors. Several factors, many of
which are beyond our control, wil influence the value of the securities in the secondary market and the price at which
MS & Co. may be wil ing to purchase or sel the securities in the secondary market, including: the value (including
whether the value is below the downside threshold value), volatility (frequency and magnitude of changes in value)
and dividend yield of the underlying index, interest and yield rates in the market, time remaining to maturity,
geopolitical conditions and economic, financial, political and regulatory or judicial events and any actual or anticipated
changes in our credit ratings or credit spreads. You may receive less, and possibly significantly less, than the stated
principal amount per security if you try to sel your securities prior to maturity.
§ The securities are linked to the Russell 2000® Index and are subject to risks associated with small-
capitalization companies. The securities are linked to the value of smal -capitalization companies. These companies
often have greater stock price volatility, lower trading volume and less liquidity than large-capitalization companies and
therefore the Russel 2000® Index may be more volatile than indices that consist of stocks issued by large-
capitalization companies. Stock prices of smal -capitalization companies are also more vulnerable than those of large-
capitalization companies to adverse business and economic developments, and the stocks of smal -capitalization
companies may be thinly traded. In addition, smal capitalization companies are typical y less wel -established and less
stable financial y than large-capitalization companies and may depend on a smal number of key personnel, making
them more vulnerable to loss of personnel. Such companies tend to have smal er revenues, less diverse product lines,
smal er shares of their product or service markets, fewer financial resources and less competitive strengths than large-
capitalization companies and are more susceptible to adverse developments related to their products.
§ The securities are subject to our credit risk, and any actual or anticipated changes to our credit ratings or
credit spreads may adversely affect the market value of the securities. You are dependent on our ability to pay al
amounts due on the securities at maturity and therefore you are subject to our credit risk. If we default on our
obligations under the securities, your investment would be at risk and you could lose some or al of your investment.
As a result, the market value of the securities prior to maturity wil be affected by changes in the market's view of our
creditworthiness. Any actual or anticipated decline in our credit ratings or increase in the credit spreads charged by the
market for taking our credit risk is likely to adversely affect the market value of the securities.

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