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MORGAN STANLEY

For the period ended Dec 31, 2025. Filed Feb 19, 2026.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Feb 19, 2026

MS$181.44-0.5%Stored close · as of Nov 6, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

17. Total Equity

  1. Total Equity

Morgan Stanley Shareholders’ Equity

Preferred Stock

SharesOutstanding · Carrying Value
$ in millions, except per share data · AtDecember 31,2025 · LiquidationPreferenceper Share · AtDecember 31,2025 · AtDecember 31,2024
Series
A44,000$25,000$1,100$1,100
C1519,8821,000408408
E34,50025,000862862
F34,00025,000850850
I40,00025,0001,0001,000
K40,00025,0001,0001,000
L20,00025,000500500
M400,0001,000430430
N3,000100,000300300
O52,00025,0001,3001,300
P40,00025,0001,0001,000
Q40,00025,0001,0001,000
Total$9,750$9,750
Shares authorized30,000,000
  1. Series C preferred stock is held by MUFG.

The Firm’s preferred stock has a preference over its common stock upon liquidation. The Firm’s preferred stock qualifies as and is included in Tier 1 capital in accordance with regulatory capital requirements (see Note 16).

Description of Preferred Stock as of December 31, 2025

DepositarySharesper Share · Redemption
Series1, 2 · SharesIssued · Priceper Share3 · Earliest optional redemption date4
A44,0001,000$25,000July 15, 2011
C51,160,791N/A1,100October 15, 2011
E34,5001,00025,000October 15, 2023
F34,0001,00025,000January 15, 2024
I40,0001,00025,000October 15, 2024
K40,0001,00025,000April 15, 2027
L20,0001,00025,000January 15, 2025
M400,000N/A1,000September 15, 2026
N3,000100100,000October 2, 2025
O52,0001,00025,000January 15, 2027
P40,0001,00025,000October 15, 2027
Q40,0001,00025,000October 15, 2029
  1. All shares issued are non-cumulative. Each share has a par value of $0.01.

  2. Dividends on Series A are based on a floating rate, and dividends on Series C, L, O, P and Q are based on a fixed rate. Dividends on all other Series are based on a fixed-to-floating rate.

  3. Series A and C are redeemable at the redemption price plus accrued and unpaid dividends, regardless of whether dividends are actually declared, up to but excluding the date of redemption. All other Series are redeemable at the redemption price plus any declared and unpaid dividends, up to but excluding the date fixed for redemption.

  4. Series A and C are currently redeemable at the Firm’s option, in whole or in part, from time to time. Series E, F, I, L, and N are currently redeemable, and all other Series are redeemable, at the Firm’s option (i) in whole or in part, from time to time, on any dividend payment date on or after the redemption date or (ii) in whole but not in part at any time within 90 days following a regulatory capital treatment event (as described in the terms of that series).

  5. Series C is non-voting perpetual preferred stock. Dividends on the Series C preferred stock are payable, on a non-cumulative basis, as and if declared by the Board of Directors, in cash, at the rate of 10% per annum of the liquidation preference of $1,000 per share.

Common Stock

Rollforward of Common Stock Outstanding

in millions20252024
Shares outstanding at beginning of period1,6071,627
Treasury stock purchases1(42)(43)
Other21823
Shares outstanding at end of period1,5831,607
  1. The Firm’s Board of Directors has authorized the repurchase of the Firm’s outstanding stock under a share repurchase program (“Share Repurchase Program”). In addition to the Firm’s Share Repurchase Program, Treasury stock purchases include repurchases of common stock for employee tax withholding.

  2. Other includes net shares issued to and forfeited from employee stock trusts and issued for RSU conversions.

Share Repurchases

$ in millions20252024
Repurchases of common stock under the Firm’s Share Repurchase Program$4,585$3,250

On July 1, 2025, the Firm announced that its Board of Directors reauthorized a multi-year repurchase program of up to $20 billion of outstanding common stock (the “Share Repurchase Authorization”), without a set expiration date, beginning in the third quarter of 2025, which will be exercised from time to time as conditions warrant and is subject to limitations on distributions from the Federal Reserve.

Pursuant to the Share Repurchase Program, the Firm considers, among other things, business segment capital needs, as well as stock-based compensation and benefit plan

Table of Contents

Notes to Consolidated Financial Statements

requirements. Share repurchases under the program will be exercised from time to time at prices the Firm deems appropriate subject to various factors, including the Firm’s capital position and market conditions. The share repurchases may be effected through open market purchases or privately negotiated transactions, including through Rule 10b5-1 plans, and may be suspended at any time.

Common Shares Outstanding for Basic and Diluted EPS

in millions202520242023
Weighted average common shares outstanding, basic1,5741,5911,628
Effect of dilutive RSUs and PSUs182018
Weighted average common shares outstanding and common stock equivalents, diluted1,5921,6111,646
Weighted average antidilutive common stock equivalents (excluded from the computation of diluted EPS)2—2

Dividends

$ in millions, except per share data · 2025 · 2024 · 2023
Per Share1 · Total · PerShare1 · Total · PerShare1 · Total
Preferred Stock Series
A$1,307$58$1,548$68$1,522$67
C100521005210052
E1,806621,806621,79162
F1,743591,747601,71958
I1,616651,603641,59464
K1,463591,463591,46359
L1,219241,219241,21924
M2592459245924
N37,760238,841279,16027
O1,063551,063551,06355
P1,625651,625651,62565
Q1,6566675930——
Total Preferred stock$612$590$557
Common stock$3.85$6,147$3.55$5,745$3.25$5,393
  1. Common and Preferred Stock dividends are payable quarterly unless otherwise noted.

  2. Series M is payable semiannually until September 15, 2026 and thereafter will be payable quarterly.

  3. Series N was payable semiannually until March 15, 2023 and thereafter is payable quarterly.

Accumulated Other Comprehensive Income (Loss) Rollforward

Year Ended December 31, 2025
$ in millionsCTAAFS SecuritiesPension and OtherDVACash Flow HedgesTotal
Beginning Balance$(1,477)$(2,573)$(583)$(2,146)$(35)$(6,814)
OCI activity:
Pre-Tax Gain (Loss)(5)1,3267(1,157)(19)152
Tax effect311(315)(1)2845284
After-tax Gain (Loss)3061,0116(873)(14)436
Non-Controlling Interests(1)——(9)—(10)
OCI Activity3071,0116(864)(14)446
Reclassified to Earnings:
Pre-tax Reclass.—(30)292095114
Tax effect—7(10)(5)(23)(31)
Reclass. After-tax—(23)19157283
Net OCI Activity30798825(849)58529
Ending Balance$(1,170)$(1,585)$(558)$(2,995)$23$(6,285)
Year Ended December 31, 2024
$ in millionsCTAAFS SecuritiesPension and OtherDVACash Flow HedgesTotal
Beginning Balance$(1,153)$(3,094)$(595)$(1,595)$16$(6,421)
OCI activity:
Pre-Tax Gain (Loss)(117)736(8)(729)(99)(217)
Tax effect(305)(175)517424(277)
After-tax Gain (Loss)(422)561(3)(555)(75)(494)
Non-Controlling Interests(98)——17—(81)
OCI Activity(324)561(3)(572)(75)(413)
Reclassified to Earnings:
Pre-tax Reclass—(52)20273227
Tax effect—12(5)(6)(8)(7)
Reclass. After-tax—(40)15212420
Net OCI Activity(324)52112(551)(51)(393)
Ending Balance$(1,477)$(2,573)$(583)$(2,146)$(35)$(6,814)
Year Ended December 31, 2023
$ in millions · CTA · AFS Securities · Pension and Other · DVA · Cash Flow Hedges · Total
Beginning Balance$(1,204)$(4,192)$(508)$(345)$(4)$(6,253)
OCI activity:
Pre-Tax Gain (Loss)(73)1,488(96)(1,728)9(400)
Tax effect53(353)24424(1)147
After-tax Gain (Loss)(20)1,135(72)(1,304)8(253)
Non-Controlling Interests(71)——(40)—(111)
OCI Activity511,135(72)(1,264)8(142)
Reclassified to Earnings:
Pre-tax Reclass—(49)(18)1916(32)
Tax effect123(5)(4)6
Reclass. After-tax—(37)(15)1412(26)
Net OCI Activity511,098(87)(1,250)20(168)
Ending Balance$(1,153)$(3,094)$(595)$(1,595)$16$(6,421)

Table of Contents

Notes to Consolidated Financial Statements

Cumulative Foreign Currency Translation Adjustments

$ in millionsAtDecember 31,2025AtDecember 31,2024
Associated with net investments in subsidiaries with a non-U.S. dollar functional currency$(2,978)$(4,326)
Hedges, net of tax1,8082,849
Total$(1,170)$(1,477)
Carrying value of net investments in non-U.S. dollar functional currency subsidiaries subject to hedges$20,904$18,303

Cumulative foreign currency translation adjustments include gains or losses resulting from translating foreign currency financial statements from their respective functional currencies to U.S. dollars, net of hedge gains or losses and related tax effects. The Firm uses foreign currency contracts to manage the currency exposure relating to its net investments in non-U.S. dollar functional currency subsidiaries. The Firm may also elect not to hedge its net investments in certain foreign operations due to market conditions or other reasons, including the availability of various currency contracts at acceptable costs. Information relating to the effects on cumulative foreign currency translation adjustments that resulted from the translation of foreign currency financial statements and from gains and losses from hedges of the Firm’s net investments in non-U.S. dollar functional currency subsidiaries is summarized in the previous table.

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