Morgan Stanley Finance LLC Files FWP for New Securities Offering

TL;DR

**Morgan Stanley Finance LLC just filed an FWP, signaling new securities are coming.**

AI Summary

Morgan Stanley Finance LLC filed a Free Writing Prospectus (FWP) on March 24, 2026, related to Preliminary Pricing Supplement No. 15,137. This filing, with SEC Accession No. 0001839882-26-016730, indicates that Morgan Stanley Finance LLC is offering or marketing securities, likely asset-backed, under their existing registration statement. For investors, this means Morgan Stanley Finance LLC is actively engaging in capital markets, potentially issuing new debt or structured products, which could impact their financial leverage and future interest expenses.

Why It Matters

This FWP signals Morgan Stanley Finance LLC's intent to market new securities, which could affect their funding structure and the availability of new investment products for clients.

Risk Assessment

Risk Level: low — This filing is a standard procedural document for marketing securities and does not inherently indicate a high level of risk.

Analyst Insight

An investor should note this FWP as an indication that Morgan Stanley Finance LLC is preparing to offer new securities, and should look for the full pricing supplement (No. 15,137) for details on the specific terms, risks, and potential returns of the offering.

Key Players & Entities

• Morgan Stanley Finance LLC (company) — the entity filing the FWP and the subject of the filing
• Preliminary Pricing Supplement No. 15,137 (document) — the specific pricing supplement referenced by the FWP
• March 24, 2026 (date) — the filing and acceptance date of the FWP

FAQ

Key Financial Figures

• $899.50 — CUSIP: 61781E2J4 Estimated value: $899.50 per security, or within $49.50 of that
• $49.50 — alue: $899.50 per security, or within $49.50 of that estimate Preliminary pricing
• $1,000.00 — oupon payable at maturity) +100.00% $1,000.00 +50.00% $1,000.00 0.00% $1,000.
• $990.00 — 00.00 -15.00% $1,000.00 -16.00% $990.00 -50.00% $650.00 -100.00% $150.0
• $650.00 — ,000.00 -16.00% $990.00 -50.00% $650.00 -100.00% $150.00 The issuer has f
• $150.00 — 990.00 -50.00% $650.00 -100.00% $150.00 The issuer has filed a registration s

Filing Documents

• ms15137_fwp-10777.htm (FWP) — 60KB
• 0001839882-26-016730.txt ( ) — 62KB

From the Filing

WRITING PROSPECTUS TO PRELIMINARY PRICING SUPPLEMENT NO. 15,137 Morgan Stanley Free Writing Prospectus to Preliminary Pricing Supplement No. 15,137 Registration Statement Nos. 333-275587; 333-275587-01 Dated April 1, 2026; Filed pursuant to Rule 433 SPUMP40 Contingent Income Memory Buffered Auto-Callable Securities due May 1, 2031 This document provides a summary of the terms of the securities. Investors must carefully review the accompanying preliminary pricing supplement referenced below, product supplement, index supplement and prospectus, and the "Risk Considerations" on the following page, prior to making an investment decision. Terms Issuer: Morgan Stanley Finance LLC Guarantor: Morgan Stanley Underlier: S&P U.S. Equity Momentum 40% VT 4% Decrement Index (SPUMP40) Automatic early redemption: If, on any redemption determination date, the closing level of the underlier is greater than or equal to the call threshold level, the securities will be automatically redeemed. No further payments will be made on the securities once they have been automatically redeemed. Call threshold level: 100% of the initial level Redemption determination dates: Beginning after 1 year, monthly Contingent coupon: 9.50% to 10.50% per annum , with a memory feature. See the accompanying preliminary pricing supplement. Coupon payment dates: Monthly Coupon barrier level: 65% of the initial level Buffer amount: 15% (85% maximum loss) 1 Pricing date: April 27, 2026 Final observation date: April 28, 2031 Maturity date: May 1, 2031 CUSIP: 61781E2J4 Estimated value: $899.50 per security, or within $49.50 of that estimate Preliminary pricing supplement: https://www.sec.gov/Archives/edgar/data/895421/000183988226016654/ms15137_424b2-10776.htm 1 All payments are subject to our credit risk Hypothetical Payment at Maturity 1 (if the securities have not been automatically redeemed) % Change in Closing Level of the Underlier Payment at Maturity per Security (excluding any contingent coupon payable at maturity) +100.00% $1,000.00 +50.00% $1,000.00 0.00% $1,000.00 -15.00% $1,000.00 -16.00% $990.00 -50.00% $650.00 -100.00% $150.00 The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling toll-free 1-800-584-6837. Underlier(s) For more information about the underlier(s), including historical performance information, see the accompanying preliminary pricing supplement. Risk Considerations The risks set forth below are discussed in more detail in the "Risk Factors" section in the accompanying preliminary pricing supplement. Please review those risk factors carefully prior to making an investment decision. Risks Relating to an Investment in the Securities The securities provide for only the minimum payment at maturity. The securities do not provide for the regular payment of interest. Payment of the contingent coupon is based on the closing level of the underlier on only the related observation date at the end of the related interest period. Investors will not participate in any appreciation in the value of the underlier. The securities are subject to early redemption risk. The market price of the securities may be influenced by many unpredictable factors. 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. As a finance subsidiary, MSFL has no independent operations and will have no independent assets. The rate we are willing to pay for securities of this type, maturity and issuance size is likely to be lower than the rate implied by our secondary market credit spreads and advantageous to us. Both the lower rate and the inclusion of costs associated with issuing, selling, structuring and hedging the securities in the original issue price reduce the economic terms of the securities, cause the estimated value of the securities to be less than the original issue price and will adversely affect secondary market prices. The estimated value of the securities is determined by reference to our pricing and valuation models, which may differ from those of other dealers and is not a maximum or minimum secondary market price. The securities will not be listed on any securities exchange and secondary trading may be limited. As discussed in more detail in the accompanying

View Full Filing

View this FWP filing on SEC EDGAR