Obbligazione Morgan Stanley Financial 0% ( US61769HGP47 ) in USD

Emittente Morgan Stanley Financial
Prezzo di mercato 100 USD  ▼ 
Paese  Stati Uniti
Codice isin  US61769HGP47 ( in USD )
Tasso d'interesse 0%
Scadenza 20/06/2025 - Obbligazione č scaduto



Prospetto opuscolo dell'obbligazione Morgan Stanley Finance US61769HGP47 in USD 0%, scaduta


Importo minimo 1 000 USD
Importo totale 1 477 000 USD
Cusip 61769HGP4
Standard & Poor's ( S&P ) rating N/A
Moody's rating N/A
Descrizione dettagliata Morgan Stanley č una delle maggiori istituzioni finanziarie globali, operante in servizi di investment banking, gestione patrimoniale e trading.

L'obbligazione con codice ISIN US61769HGP47 e CUSIP 61769HGP4, emessa negli Stati Uniti in dollari statunitensi (USD) da Morgan Stanley Finance, un'entitą di Morgan Stanley, leader globale nei servizi finanziari, che presentava un tasso d'interesse nullo (zero-coupon) e una dimensione totale di emissione di 1.477.000 USD con un taglio minimo d'acquisto di 1.000 USD, č giunta a scadenza il 20 giugno 2025 ed č stata integralmente rimborsata al suo valore nominale, pari al 100% del prezzo di mercato.







424B2 1 dp108506_424b2-ps2126.htm FORM 424B2
CALCULATION OF REGISTRATION FEE



Maximum Aggregate

Amount of Registration
Title of Each Class of Securities Offered

Offering Price

Fee
Jump Securities with Auto-Callable

$1,477,000

$179.01
Feature due 2025





J une 2 0 1 9
Pricing Supplement No. 2,126
Registration Statement Nos. 333-221595; 333-221595-01
Dated June 13, 2019
Filed pursuant to Rule 424(b)(2)
Morgan Stanley Finance LLC
STRUCTURED INVESTMENTS
Opportunities in U.S. Equities
Jump Securities with Auto-Callable Feature due June 20, 2025
All Pa ym e nt s on t he Se c urit ie s Ba se d on t he Worst Pe rform ing of t he S& P 5 0 0 ® I nde x , t he Dow J one s
I ndust ria l Ave ra ge SM a nd t he Russe ll 2 0 0 0 ® I nde x
Fully a nd U nc ondit iona lly Gua ra nt e e d by M orga n St a nle y
Princ ipa l a t Risk Se c urit ie s
The securities are unsecured obligations of Morgan Stanley Finance LLC ("MSFL"), fully and unconditionally guaranteed by Morgan Stanley, and have the
terms described in the accompanying product supplement, index supplement and prospectus, as supplemented or modified by this document. The securities
do not guarantee the repayment of principal and do not provide for the regular payment of interest. The securities will be automatically redeemed if the
index closing value of e a c h of the S&P 500® Index, the Dow Jones Industrial AverageSM and the Russell 2000® Index, which we refer to as the underlying
indices, on any of the annual determination dates is greater than or equal to its respective then-applicable redemption threshold level, for an early
redemption payment that will increase over the term of the securities, as described below. No further payments will be made on the securities once they
have been redeemed. At maturity, if the securities have not previously been redeemed and the final index value of each underlying index is gre a t e r t ha n
or e qua l t o 9 8 % of it s re spe c t ive initial index value, investors will receive a payment at maturity of $1,660 per $1,000 security. If the securities have
not previously been redeemed and the final index value of a ny unde rlying inde x is le ss t ha n 9 8 % of it s re spe c t ive init ia l index value but the
final index value of e a c h unde rlying inde x is gre a t e r t ha n or e qua l t o 75% of its respective initial index value, which we refer to as the
respective downside threshold level, investors will receive a payment at maturity of $1,000 per $1,000 security. However, if the securities are not redeemed
prior to maturity and the final index value of a ny unde rlying inde x is less than its respective downside threshold level, investors will be exposed to the
decline in the worst performing underlying index on a 1-to-1 basis, and will receive a payment at maturity that is less than 75% of the stated principal
amount of the securities and could be zero. Ac c ordingly, inve st ors in t he se c urit ie s m ust be w illing t o a c c e pt t he risk of losing t he ir
e nt ire init ia l inve st m e nt . These long-dated securities are for investors who are willing to forego current income and participation in the appreciation of
any underlying index in exchange for the possibility of receiving an early redemption payment or payment at maturity greater than the stated principal
amount if each underlying index closes at or above its then-applicable redemption threshold level on an annual determination date or at or above 98% of its
initial index value on the final determination date. Because all payments on the securities are based on the worst performing of the underlying indices, a
decline beyond the respective downside threshold level of any underlying index will result in a significant loss of your investment, even if one or both of the
other underlying indices have appreciated or have not declined as much. Investors will not participate in any appreciation of any underlying index. The
securities are notes issued as part of MSFL's Series A Global Medium-Term Notes program.
All pa ym e nt s a re subje c t t o our c re dit risk . I f w e de fa ult on our obliga t ions, you c ould lose som e or a ll of your inve st m e nt .
T he se se c urit ie s a re not se c ure d obliga t ions a nd you w ill not ha ve a ny se c urit y int e re st in, or ot he rw ise ha ve a ny a c c e ss t o,
a ny unde rlying re fe re nc e a sse t or a sse t s.
FI N AL T ERM S
I ssue r:
Morgan Stanley Finance LLC
Gua ra nt or:
Morgan Stanley
S&P 500® Index (the "SPX Index"), the Dow Jones Industrial AverageSM (the "INDU Index") and Russell 2000® Index (the
U nde rlying indic e s:
"RTY Index")
Aggre ga t e princ ipa l
$1,477,000
a m ount :
St a t e d princ ipa l a m ount : $1,000 per security
I ssue pric e :
$1,000 per security
Pric ing da t e :
June 13, 2019
Origina l issue da t e :
June 20, 2019 (5 business days after the pricing date)
M a t urit y da t e :
June 20, 2025
Ea rly re de m pt ion:
If, on any annual determination date, beginning on June 15, 2020, the index closing value of e a c h underlying index is
gre a t e r t ha n or e qua l t o its respective then-applicable redemption threshold level, the securities will be automatically
redeemed for the applicable early redemption payment on the related early redemption date.
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T he se c urit ie s w ill not be re de e m e d e a rly on a ny e a rly re de m pt ion da t e if t he inde x c losing va lue of
a ny unde rlying inde x is be low it s re spe c t ive t he n-a pplic a ble re de m pt ion t hre shold le ve l on t he
re la t e d de t e rm ina t ion da t e .
Ea rly re de m pt ion
The early redemption payment will be an amount in cash per stated principal amount (corresponding to a return of
pa ym e nt :
approximately 11.00% per annum) for each annual determination date, as set forth under "Determination Dates, Early
Redemption Dates and Early Redemption Payments" below.
No further payments will be made on the securities once they have been redeemed.
Re de m pt ion t hre shold
1st determination date:
le ve ls:
With respect to the SPX Index, 2,660.309, which is
approximately 92% of its initial index value
With respect to the INDU Index, 24,018.228, which is
approximately 92% of its initial index value
4th determination date:
With respect to the RTY Index, 1,412.940, which is
With respect to the SPX Index, 2,833.807, which is
approximately 92% of its initial index value
approximately 98% of its initial index value

With respect to the INDU Index, 25,584.635, which
2nd determination date:
is approximately 98% of its initial index value
With respect to the SPX Index, 2,660.309, which is
With respect to the RTY Index, 1,505.088, which is
approximately 92% of its initial index value
approximately 98% of its initial index value
With respect to the INDU Index, 24,018.228, which is

approximately 92% of its initial index value
5th determination date:
With respect to the RTY Index, 1,412.940, which is
With respect to the SPX Index, 2,833.807, which is
approximately 92% of its initial index value
approximately 98% of its initial index value

With respect to the INDU Index, 25,584.635, which
3rd determination date:
is approximately 98% of its initial index value
With respect to the SPX Index, 2,660.309, which is
With respect to the RTY Index, 1,505.088, which is
approximately 92% of its initial index value
approximately 98% of its initial index value
With respect to the INDU Index, 24,018.228, which is
approximately 92% of its initial index value
With respect to the RTY Index, 1,412.940, which is
approximately 92% of its initial index value
Pa ym e nt a t m a t urit y:
If the securities have not previously been redeemed, you will receive at maturity a cash payment per security as follows:
· If the final index value of each underlying index is greater than or equal to 98% of its respective
initial index value:
$1,660
· If the final index value of any underlying index is less than 98% of its respective initial index value
but the final index value of e a c h unde rlying inde x is gre a t e r t ha n or e qua l t o its respective downside
threshold level:
$1,000
· If the final index value of any underlying index is less than its respective downside threshold level:
$1,000 × index performance factor of the worst performing underlying index
U nde r t he se c irc um st a nc e s, you w ill lose m ore t ha n 2 5 % , a nd possibly a ll, of your inve st m e nt .

Terms continued on the following page
Age nt :
Morgan Stanley & Co. LLC ("MS & Co."), an affiliate of MSFL and a wholly owned subsidiary of Morgan Stanley. See
"Supplemental information regarding plan of distribution; conflicts of interest."
Est im a t e d va lue on t he
$985.20 per security. See "Investment Summary" beginning on page 3.
pric ing da t e :
Com m issions a nd issue
Pric e t o public
Age nt 's c om m issions(1)
Proc e e ds t o us (2)
pric e :
Pe r
$1,000
$0
$1,000
se c urit y
T ot a l
$1,477,000
$0
$1,477,000
(1) Selected dealers and their financial advisors will receive a structuring fee of $4 per security from the agent or its affiliates. MS & Co. will not receive a
sales commission with respect to the securities. 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 24.
T he se c urit ie s involve risk s not a ssoc ia t e d w it h a n inve st m e nt in ordina ry de bt se c urit ie s. Se e "Risk Fa c t ors" be ginning on
pa ge 1 0 .
T he Se c urit ie s a nd Ex c ha nge Com m ission a nd st a t e se c urit ie s re gula t ors ha ve not a pprove d or disa pprove d t he se se c urit ie s,
or de t e rm ine d if t his doc um e nt or t he a c c om pa nying produc t supple m e nt , inde x supple m e nt a nd prospe c t us is t rut hful or
c om ple t e . Any re pre se nt a t ion t o t he c ont ra ry is a c rim ina l offe nse .
T he se c urit ie s a re not de posit s or sa vings a c c ount s a nd a re not insure d by t he Fe de ra l De posit I nsura nc e Corpora t ion or a ny
ot he r gove rnm e nt a l a ge nc y or inst rum e nt a lit y, nor a re t he y obliga t ions of, or gua ra nt e e d by, a ba nk .
Y ou should re a d t his doc um e nt t oge t he r w it h t he re la t e d produc t supple m e nt , inde x supple m e nt a nd prospe c t us, e a c h of
w hic h c a n be a c c e sse d via t he hype rlink s be low . Ple a se a lso se e "Addit iona l T e rm s of t he Se c urit ie s" a nd "Addit iona l
I nform a t ion About t he Se c urit ie s" a t t he e nd of t his doc um e nt .
As use d in t his doc um e nt , "w e ," "us" a nd "our" re fe r t o M orga n St a nle y or M SFL, or M orga n St a nle y a nd M SFL c olle c t ive ly, a s
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t he c ont e x t re quire s.

Produc t Supple m e nt for Aut o -Ca lla ble Se c urit ie s da t e d N ove m be r 1 6 , 2 0 1 7 I nde x Supple m e nt da t e d N ove m be r 1 6 , 2 0 1 7
Prospe c t us da t e d N ove m be r 1 6 , 2 0 1 7


Morgan Stanley Finance LLC
Jump Securities with Auto-Callable Feature due June 20, 2025
All Pa ym e nt s on t he Se c urit ie s Ba se d on t he Worst Pe rform ing of t he S& P 5 0 0 ® I nde x , t he Dow J one s I ndust ria l Ave ra ge SM
a nd t he Russe ll 2 0 0 0 ® I nde x
Princ ipa l a t Risk Se c urit ie s

Terms continued from previous page:
De t e rm ina t ion da t e s:
Annually. See "Determination Dates, Early Redemption Dates and Early Redemption Payments" below.
The determination dates are subject to postponement for non-index business days and certain market disruption events.
Ea rly re de m pt ion da t e s:
See "Determination Dates, Early Redemption Dates and Early Redemption Payments" below. If any such day is not a
business day, the early redemption payment, if payable, will be paid on the next business day, and no adjustment will be
made to the early redemption payment.
I nit ia l inde x va lue :
With respect to the SPX Index, 2,891.64, which is its index closing value on the pricing date
With respect to the INDU Index, 26,106.77, which is its index closing value on the pricing date
With respect to the RTY Index, 1,535.804, which is its index closing value on the pricing date
Fina l inde x va lue :
With respect to each underlying index, the respective index closing value on the final determination date
Dow nside t hre shold le ve l: With respect to the SPX Index, 2,168.73, which is 75% of its initial index value
With respect to the INDU Index, 19,580.078, which is approximately 75% of its initial index value
With respect to the RTY Index, 1,151.853, which is 75% of its initial index value
Worst pe rform ing
The underlying index with the larger percentage decrease from the respective initial index value to the respective final
unde rlying inde x :
index value
I nde x pe rform a nc e fa c t or: With respect to each underlying index, the final index value divided by the initial index value
CU SI P / I SI N :
61769HGP4 / US61769HGP47
List ing:
The securities will not be listed on any securities exchange.


Determination Dates, Early Redemption Dates and Early Redemption Payments

De t e rm ina t ion Da t e s
Ea rly Re de m pt ion Da t e s
Ea rly Re de m pt ion Pa ym e nt s (pe r
$ 1 ,0 0 0 Se c urit y)
1st determination date: June 15, 2020
1st early redemption date: June 22, 2020
$1,110.00
2nd determination date: June 14, 2021 2nd early redemption date: June 21, 2021
$1,220.00
3rd determination date: June 13, 2022
3rd early redemption date: June 20, 2022
$1,330.00
4th determination date: June 13, 2023
4th early redemption date: June 20, 2023
$1,440.00
5th determination date: June 13, 2024
5th early redemption date: June 20, 2024
$1,550.00
Final determination date: June 13, 2025
See "Maturity date" above.
See "Payment at maturity" above.
June 2019
Page 2
Morgan Stanley Finance LLC
Jump Securities with Auto-Callable Feature due June 20, 2025
All Pa ym e nt s on t he Se c urit ie s Ba se d on t he Worst Pe rform ing of t he S& P 5 0 0 ® I nde x , t he Dow J one s I ndust ria l Ave ra ge SM
a nd t he Russe ll 2 0 0 0 ® I nde x
Princ ipa l a t Risk Se c urit ie s

Investment Summary

J um p Se c urit ie s w it h Aut o -Ca lla ble Fe a t ure
Princ ipa l a t Risk Se c urit ie s

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The Jump Securities with Auto-Callable Feature due June 20, 2025 All Payments on the Securities Based on the Worst Performing
of the S&P 500® Index, the Dow Jones Industrial AverageSM and the Russell 2000® Index (the "securities") do not provide for the
regular payment of interest. Instead, the securities will be automatically redeemed if the index closing value of e a c h of the S&P
500® Index, the Dow Jones Industrial AverageSM and the Russell 2000® Index on any annual determination date is greater than or
equal to its respective then-applicable redemption threshold level, for an early redemption payment that will increase over the term
of the securities, as described below. No further payments will be made on the securities once they have been redeemed. At
maturity, if the securities have not previously been redeemed and the final index value of each underlying index is gre a t e r t ha n
or e qua l t o 9 8 % of it s re spe c t ive initial index value, investors will receive a payment at maturity of $1,660 per $1,000
security. If the securities have not previously been redeemed and the final index value of a ny unde rlying index is less than 98%
of its respective initial index value but the final index value of e a c h underlying index is gre a t e r t ha n or e qua l t o its respective
downside threshold level, investors will receive a payment of maturity of $1,000 per $1,000 security. However, if the securities are
not redeemed prior to maturity and the final index value of a ny unde rlying inde x is less than its respective downside threshold
level, investors will be exposed to the decline in the worst performing underlying index on a 1-to-1 basis, and will receive a
payment at maturity that is less than 75% of the stated principal amount of the securities and could be zero. Ac c ordingly,
inve st ors in t he se c urit ie s m ust be w illing t o a c c e pt t he risk of losing t he ir e nt ire init ia l inve st m e nt . Investors
will not participate in any appreciation in any underlying index.

M a t urit y:
6 years


Aut om a t ic e a rly If, on any annual determination date, the index closing value of each underlying index is greater than
re de m pt ion:
or equal to its respective then-applicable redemption threshold level, the securities will be
automatically redeemed for the applicable early redemption payment on the related early redemption
date.


Re de m pt ion
1st determination date:
t hre shold le ve ls: With respect to the SPX Index, 2,660.309, which is approximately 92% of its initial index value
With respect to the INDU Index, 24,018.228, which is approximately 92% of its initial index value
With respect to the RTY Index, 1,412.940, which is approximately 92% of its initial index value

2nd determination date:
With respect to the SPX Index, 2,660.309, which is approximately 92% of its initial index value
With respect to the INDU Index, 24,018.228, which is approximately 92% of its initial index value
With respect to the RTY Index, 1,412.940, which is approximately 92% of its initial index value

3rd determination date:
With respect to the SPX Index, 2,660.309, which is approximately 92% of its initial index value
With respect to the INDU Index, 24,018.228, which is approximately 92% of its initial index value
With respect to the RTY Index, 1,412.940, which is approximately 92% of its initial index value

4th determination date:
With respect to the SPX Index, 2,833.807, which is approximately 98% of its initial index value
With respect to the INDU Index, 25,584.635, which is approximately 98% of its initial index value
With respect to the RTY Index, 1,505.088, which is approximately 98% of its initial

June 2019
Page 3
Morgan Stanley Finance LLC
Jump Securities with Auto-Callable Feature due June 20, 2025
All Pa ym e nt s on t he Se c urit ie s Ba se d on t he Worst Pe rform ing of t he S& P 5 0 0 ® I nde x , t he Dow J one s I ndust ria l Ave ra ge SM
a nd t he Russe ll 2 0 0 0 ® I nde x
Princ ipa l a t Risk Se c urit ie s


index value

5th determination date:
With respect to the SPX Index, 2,833.807, which is approximately 98% of its initial index value
With respect to the INDU Index, 25,584.635, which is approximately 98% of its initial index value
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With respect to the RTY Index, 1,505.088, which is approximately 98% of its initial index value

Ea rly re de m pt ion
The early redemption payment will be an amount in cash per stated principal amount (corresponding
pa ym e nt :
to a return of approximately 11.00% per annum) for each annual determination date, as follows:
· 1st determination date: $1,110.00
· 2nd determination date: $1,220.00
· 3rd determination date: $1,330.00
· 4th determination date: $1,440.00
· 5th determination date: $1,550.00
No further payments will be made on the securities once they have been redeemed.

Pa ym e nt a t m a t urit y:
If the securities have not previously been redeemed, you will receive at maturity a cash payment per
security as follows:
· If the final index value of each underlying index is greater than or equal to 98% of its
re spe c t ive initial index value:
$1,660
· If the final index value of any underlying index is less than 98% of its respective initial
index value but the final index value of e a c h underlying index is gre a t e r t ha n or e qua l
t o its respective downside threshold level:
$1,000
· If the final index value of any underlying index is less than its respective downside
threshold level:
$1,000 × index performance factor of the worst performing underlying index
U nde r t he se c irc um st a nc e s, inve st ors w ill lose a signific a nt port ion or a ll of t he ir
inve st m e nt . Ac c ordingly, inve st ors in t he se c urit ie s m ust be w illing t o a c c e pt t he
risk of losing t he ir e nt ire init ia l inve st m e nt .


The original issue price of each security is $1,000. This price includes costs associated with issuing, selling, 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 $985.20.

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 indices. The estimated value of the securities is determined using our own
pricing and valuation models, market inputs and assumptions relating to the underlying indices, instruments based on the
underlying indices, volatility and other factors including current and expected interest rates, as well 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 early redemption payment amounts, the redemption threshold
levels and the downside threshold levels, 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, selling, structuring and hedging costs

June 2019
Page 4
Morgan Stanley Finance LLC
Jump Securities with Auto-Callable Feature due June 20, 2025
All Pa ym e nt s on t he Se c urit ie s Ba se d on t he Worst Pe rform ing of t he S& P 5 0 0 ® I nde x , t he Dow J one s I ndust ria l Ave ra ge SM
a nd t he Russe ll 2 0 0 0 ® I nde x
Princ ipa l a t Risk Se c urit ie s

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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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 indices, 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 well 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,
selling, structuring and hedging the securities are not fully deducted upon issuance, for a period of up to 6 months following the
issue date, to the extent that MS & Co. may buy or sell the securities in the secondary market, absent changes in market
conditions, including those related to the underlying indices, 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 will 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.

June 2019
Page 5
Morgan Stanley Finance LLC
Jump Securities with Auto-Callable Feature due June 20, 2025
All Pa ym e nt s on t he Se c urit ie s Ba se d on t he Worst Pe rform ing of t he S& P 5 0 0 ® I nde x , t he Dow J one s I ndust ria l Ave ra ge SM
a nd t he Russe ll 2 0 0 0 ® I nde x
Princ ipa l a t Risk Se c urit ie s

K e y I nve st m e nt Ra t iona le

The securities do not provide for the regular payment of interest. Instead, the securities will be automatically redeemed if the index
closing value of e a c h of the S&P 500® Index, the Dow Jones Industrial AverageSM and the Russell 2000® Index on any annual
determination date is gre a t e r t ha n or e qua l to its respective then-applicable redemption threshold level.

The following scenarios are for illustrative purposes only to demonstrate how an automatic early redemption payment or the
payment at maturity (if the securities have not previously been redeemed) are calculated, and do not attempt to demonstrate every
situation that may occur. Accordingly, the securities may or may not be redeemed prior to maturity and the payment at maturity
may be less than 75% of the stated principal amount of the securities and may be zero.

Sc e na rio 1 : T he se c urit ie s
When each underlying index closes at or above its respective then-applicable redemption
a re re de e m e d prior t o
threshold level on any annual determination date, the securities will be automatically redeemed
m a t urit y
for the applicable early redemption payment on the related early redemption date. Investors
do not participate in any appreciation in any underlying index.
Sc e na rio 2 : T he se c urit ie s
This scenario assumes that at least one underlying index closes below its respective then-
a re not re de e m e d prior t o
applicable redemption threshold level on each of the annual determination
m a t urit y, a nd inve st ors
dates. Consequently, the securities are not redeemed prior to maturity. On the final
re c e ive a fix e d posit ive
determination date, each underlying index closes at or above 98% of its respective initial index
re t urn a t m a t urit y
value. At maturity, investors will receive a cash payment equal to $1,660 per stated principal
amount. Investors do not participate in any appreciation in any underlying index.
Sc e na rio 3 : T he se c urit ie s
This scenario assumes that at least one underlying index closes below its respective then-
a re not re de e m e d prior t o
applicable redemption threshold level on each of the annual determination
m a t urit y, a nd inve st ors
dates. Consequently, the securities are not redeemed prior to maturity. On the final
re c e ive t he re t urn of
determination date, at least one underlying index closes below 98% of its respective initial
princ ipa l a t m a t urit y
index value, but the final index value of each underlying index is greater than or equal to its
respective downside threshold level. At maturity, investors will receive a cash payment equal
to $1,000 per $1,000 security.
Sc e na rio 4 : T he se c urit ie s
This scenario assumes that at least one underlying index closes below its respective then-
a re not re de e m e d prior t o
applicable redemption threshold level on each of the annual determination
m a t urit y, a nd inve st ors
dates. Consequently, the securities are not redeemed prior to maturity. On the final
suffe r a subst a nt ia l loss of
determination date, at least one underlying index closes below its respective downside
princ ipa l a t m a t urit y
threshold level. At maturity, investors will receive an amount equal to the stated principal
amount multiplied by the index performance factor of the worst performing underlying
index. Under these circumstances, the payment at maturity will be significantly less than the
stated principal amount and could be zero.
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June 2019
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All Pa ym e nt s on t he Se c urit ie s Ba se d on t he Worst Pe rform ing of t he S& P 5 0 0 ® I nde x , t he Dow J one s I ndust ria l Ave ra ge SM
a nd t he Russe ll 2 0 0 0 ® I nde x
Princ ipa l a t Risk Se c urit ie s

Hypothetical Examples

The following hypothetical examples are for illustrative purposes only. Whether the securities are redeemed prior to maturity will be
determined by reference to the index closing value of each underlying index on each of the annual determination dates, and the
payment at maturity, if any, will be determined by reference to the index closing value of each underlying index on the final
determination date. The actual initial index values, redemption threshold levels and downside threshold levels are set forth on the
cover of this document. Some numbers appearing in the examples below have been rounded for ease of analysis. All payments on
the securities are subject to our credit risk. The below examples are based on the following terms:

Early Redemption Payment:
The early redemption payment will be an amount in cash per stated principal amount
(corresponding to a return of approximately 11.00% per annum) for each annual determination
date, as follows:

· 1st determination date: $1,110.00
· 2nd determination date: $1,220.00
· 3rd determination date: $1,330.00
· 4th determination date: $1,440.00
· 5th determination date: $1,550.00
No further payments will be made on the securities once they have been redeemed.

Payment at Maturity
If the securities have not previously been redeemed, you will receive at maturity a cash payment
per security as follows:
· If the final index value of each underlying index is greater than or equal to 98% of its
re spe c t ive initial index value:
$1,660
· If the final index value of any underlying index is less than 98% of its respective initial index
value but the final index value of e a c h underlying index is gre a t e r t ha n or e qua l t o its
respective downside threshold level:
$1,000
· If the final index value of any underlying index is less than its respective downside
threshold level:
$1,000 × index performance factor of the worst performing underlying index.
U nde r t he se c irc um st a nc e s, you w ill lose a signific a nt port ion or a ll of your
inve st m e nt .
Stated Principal Amount:
$1,000
Hypothetical Initial Index
With respect to the SPX Index: 2,500
Value:
With respect to the INDU Index: 25,000
With respect to the RTY Index: 1,500
Hypothetical Redemption
1st determination date:
Threshold Levels:
With respect to the SPX Index: 2,300, which is
92% of its hypothetical initial index value
With respect to the INDU Index: 23,000, which is
4th determination date:
92% of its hypothetical initial index value
With respect to the SPX Index: 2,450, which is
With respect to the RTY Index: 1,380, which is
98% of its hypothetical initial index value
92% of its hypothetical initial index value
With respect to the INDU Index: 24,500, which

is 98% of its hypothetical initial index value
2nd determination date:
With respect to the RTY Index: 1,470, which is
With respect to the SPX Index: 2,300, which is
98% of its hypothetical initial index value
92% of its hypothetical initial index value
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With respect to the INDU Index: 23,000, which is
5th determination date:
92% of its hypothetical initial index value
With respect to the SPX Index: 2,450, which is
With respect to the RTY Index: 1,380, which is
98% of its hypothetical initial index value
92% of its hypothetical initial index value
With respect to the INDU Index: 24,500, which

is 98% of its hypothetical initial index value
3rd determination date:
With respect to the RTY Index: 1,470, which is
With respect to the SPX Index: 2,300, which is
98% of its hypothetical initial index value
92% of its hypothetical initial index value

With respect to the INDU Index: 23,000, which is
92% of its hypothetical initial index value
With respect to the RTY Index: 1,380, which is
92% of its hypothetical initial index value
Hypothetical Downside
With respect to the SPX Index: 1,875, which is 75% of its hypothetical initial index value
Threshold Level:
With respect to the INDU Index: 18,750, which is 75% of its hypothetical initial index value
With respect to the RTY Index: 1,125, which is 75% of its hypothetical initial index value

June 2019
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a nd t he Russe ll 2 0 0 0 ® I nde x
Princ ipa l a t Risk Se c urit ie s

Aut om a t ic Ca ll:

Ex a m ple 1 -- t he se c urit ie s a re re de e m e d follow ing t he se c ond de t e rm ina t ion da t e

Date
SPX Index Closing
INDU Index Closing
RTY Index Closing
Payment (per Security)
Value
Value
Value
24,000 (a t or
1,000 (be low the then-
2,400 (a t or a bove
a bove the then-
applicable redemption
the then-applicable
1st Determination Date
applicable
threshold level,
--
redemption threshold
redemption threshold
securities are not
level)
level)
redeemed)
24,000 (a t or
2,450 (a t or a bove
2,350 (a t or a bove
a bove the then-
the then-applicable
the then-applicable
2nd Determination Date
applicable
redemption threshold
$1,220
redemption threshold
redemption threshold
level, securities are
level)
level)
automatically redeemed)





In this example, on the first determination date, the index closing values of two of the underlying indices are at or above their
respective then-applicable redemption threshold levels, but the index closing value of the other underlying index is below its
respective then-applicable redemption threshold level. Therefore, the securities are not redeemed. On the second determination
date, the index closing value of each underlying index is at or above the respective then-applicable redemption threshold level.
Therefore, the securities are automatically redeemed on the second early redemption date. Investors will receive a payment of
$1,220 per security on the related early redemption date. No further payments will be made on the securities once they have been
redeemed, and investors do not participate in the appreciation in any of the underlying indices.

How to calculate the payment at maturity:

In the following examples, one or more of the underlying indices close below the respective then-applicable redemption threshold
level(s) on each of the annual determination dates, and, consequently, the securities are not automatically redeemed prior to, and
remain outstanding until, maturity.


SPX Index Final Index Value
INDU Index Final Index Value
RTY Index Final Index Value
Payment at
Maturity
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(per
Security)
Example 4,000 (a t or a bove 9 8 % of it s 30,000 (a t or a bove 9 8 % of it s 2,000 (a t or a bove 9 8 % of it s
$1,660
1:
initial index value)
initial index value)
initial index value)
Example
2,000 (be low 9 8 % of it s
27,500 (a t or a bove 9 8 % of it s 1,800 (a t or a bove 9 8 % of it s
$1,000
2:
init ia l index value but a t or
initial index value and a t or
initial index value and a t or
a bove its downside threshold
a bove its downside threshold
a bove its downside threshold
level)
level)
level)
Example 3,125 (a t or a bove 9 8 % of it s 27,500 (a t or a bove 9 8 % of it s
600 (be low its downside
$1,000 x
3:
initial index value and a t or
initial index value and a t or
threshold level)
(600 /
a bove its downside threshold
a bove its downside threshold
1,500) =
level)
level)
$400
Example
500 (be low its downside
22,500 (be low its downside
1,200 (be low 9 8 % of it s
$1,000 x
4:
threshold level)
threshold level)
init ia l index value but a t or
(500 /
a bove its downside threshold
2,500) =
level)
$200
Example
500 (be low its downside
12,500 (be low its downside
900 (be low its downside
$1,000 x
5:
threshold level)
threshold level)
threshold level)
(500 /
2,500) =
$200





In example 1, the final index value of each underlying index is at or above 98% of its respective initial index value. Therefore,
investors receive $1,660 per security at maturity. Investors do not participate in any appreciation in any underlying index.

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Princ ipa l a t Risk Se c urit ie s

In example 2, the final index values of two of the underlying indices are at or above 98% of their respective initial index values and
at or above their respective downside threshold levels, but the final index value of the other underlying index is below 98% of its
initial index value and at or above its downside threshold level. The INDU Index has increased 10% from its initial index value to its
final index value, RTY Index has increased 20% from its initial index value to its final index value and the SPX Index has declined
20% from its initial index value to its final index value. Therefore, investors receive $1,000 per security at maturity. Investors do not
participate in any appreciation in any underlying index.

In example 3, the final index values of two of the underlying indices are at or above 98% of their respective initial index value and
at or above their downside threshold levels, but the final index value of the other underlying index is below its respective downside
threshold level. Therefore, investors are exposed to the downside performance of the worst performing underlying index at maturity.
The SPX Index has increased 25% from its initial index value to its final index value, the INDU Index has increased 10% from its
initial index value and the RTY Index has declined 60% from its initial index value to its final index value. Therefore, investors
receive at maturity an amount equal to the stated principal amount times the index performance factor of the RTY Index, which is
the worst performing underlying index in this example.

In example 4, the final index value of one of the underlying indices is below 98% of its initial index value but at or above its
downside threshold level, while the final index values of the other underlying indices are below their respective downside threshold
levels. Therefore, investors are exposed to the downside performance of the worst performing underlying index at maturity. The
INDU Index has declined 10% from its initial index value to its final index value, the RTY Index has declined 20% from its initial
index value to its final index value and the SPX Index has declined 80% from its initial index value to its final index value.
Therefore, investors receive at maturity an amount equal to the stated principal amount times the index performance factor of the
SPX Index, which is the worst performing underlying index in this example.

In example 5, the final index value of each underlying index is below its respective downside threshold level, and investors receive
at maturity an amount equal to the stated principal amount times the index performance factor of the worst performing underlying
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index. The SPX Index has declined 80% from its initial index value to its final index value, the INDU Index has declined 50% from
its initial index value to its final index value and the RTY Index has declined 40% from its initial index value to its final index value.
Therefore, the payment at maturity equals the stated principal amount times the index performance factor of the SPX Index, which
is the worst performing underlying index in this example.

I f t he se c urit ie s a re not re de e m e d prior t o m a t urit y a nd t he fina l inde x va lue of a ny unde rlying inde x is
be low it s re spe c t ive dow nside t hre shold le ve l, you w ill be e x pose d t o t he dow nside pe rform a nc e of t he
w orst pe rform ing unde rlying inde x a t m a t urit y, a nd your pa ym e nt a t m a t urit y w ill be le ss t ha n 7 5 % of t he
st a t e d princ ipa l a m ount pe r se c urit y a nd c ould be ze ro.

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a nd t he Russe ll 2 0 0 0 ® I nde x
Princ ipa l a t Risk Se c urit ie s

Risk Factors

The following is a 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, index supplement and prospectus. We
also urge you to consult with your investment, legal, tax, accounting and other advisers in connection with your investment in the
securities.

The securities do not pay interest or guarantee the return of any principal. The terms of the securities differ
from those of ordinary debt securities in that they do not pay interest or guarantee the return of any of the principal amount at
maturity. If the securities have not been automatically redeemed prior to maturity and the final index value of a ny unde rlying
inde x is less than its respective downside threshold level of 75% of its initial index value, you will be exposed to the decline in
the value of the worst performing underlying index, as compared to its initial index value, on a 1-to-1 basis, and you will
receive for each security that you hold at maturity an amount equal to the stated principal amount times the index performance
factor of the worst performing underlying index. In this case, the payment at maturity will be less than 75% of the stated
principal amount and could be zero.

The appreciation potential of the securities is limited by the fixed early redemption payment or payment
a t m a t urit y spe c ifie d for e a c h de t e rm ina t ion da t e . The appreciation potential of the securities is limited to the fixed
early redemption payment specified for each determination date if each underlying index closes at or above its respective then-
applicable redemption threshold level on any annual determination date, or to the fixed upside payment at maturity if the
securities have not been redeemed and the final index value of each underlying index is at or above 98% of its initial index
value. In all cases, you will not participate in any appreciation of any underlying index, which could be significant.

You are exposed to the price risk of each underlying index. Your return on the securities is not linked to a basket
consisting of each underlying index. Rather, it will be contingent upon the independent performance of each underlying index.
Unlike an instrument with a return linked to a basket of underlying assets, in which risk is mitigated and diversified among all
the components of the basket, you will be exposed to the risks related to each underlying index. Poor performance by a ny
unde rlying inde x over the term of the securities may negatively affect your return and will not be offset or mitigated by any
positive performance by any of the other underlying indices. To receive an early redemption payment, e a c h unde rlying
inde x must close at or above its respective then-applicable redemption threshold level on the applicable determination date. In
addition, if the securities have not been redeemed and a t le a st one unde rlying inde x has declined to below its respective
downside threshold level as of the final determination date, you will be fully e x pose d to the decline in the worst performing
underlying index over the term of the securities on a 1-to-1 basis, even if one or both of the other underlying indices have
appreciated or have not declined as much. Under this scenario, the value of any such payment at maturity will be less than
75% of the stated principal amount and could be zero. Accordingly, your investment is subject to the price risk of each
underlying index.

The market price w ill be influenced by many unpredictable factors. Several factors, many of which are beyond
our control, will influence the value of the securities in the secondary market and the price at which MS & Co. may be willing to
purchase or sell the securities in the secondary market. We expect that generally the level of interest rates available in the
market and the value of each underlying index on any day, including in relation to its respective initial index value, redemption
threshold levels and downside threshold level, will affect the value of the securities more than any other factors. Other factors
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