MORGAN STANLEY
For the period ended May 23, 2024. Filed Apr 5, 2024.
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May 23, 2024 · Filed Apr 5, 2024
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No.)
Filed by the Registrant ☒
Filed by a Party other than the Registrant ☐
Check the appropriate box:
| ☐ | | | Preliminary Proxy Statement |
|---|---|---|---|
| ☐ | | | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ☒ | | | Definitive Proxy Statement |
| ☐ | | | Definitive Additional Materials |
| ☐ | | | Soliciting Material Pursuant to §240.14a-12 |
MORGAN STANLEY
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
| ☒ | | | No fee required. |
|---|---|---|---|
| ☐ | | | Fee paid previously with preliminary materials. |
| ☐ | | | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. |
Notice of 2024 Annual Meeting and Proxy Statement
| April 5, 2024 | | | James P. Gorman |
|---|---|---|---|
| Dear fellow shareholders, | | ||
| I cordially invite you to attend Morgan Stanley’s 2024 annual meeting of shareholders on Thursday, May 23, 2024, which will be conducted virtually. I hope that you will be able to attend, and if not, I encourage you to vote by proxy. Your vote is very important. | | ||
| It was a privilege to lead Morgan Stanley for 14 years and I am honored to have been part of its tremendous history. Over this period, we articulated a new strategy and completely transformed the Firm’s business model. Today, Morgan Stanley has a leading global investment bank combined with a top wealth and asset manager. Together, these scaled businesses provide stability and durability of performance for investors. We are a balanced financial institution with a long-term sustainable business model. | | ||
| Importantly, our experienced and cohesive leadership team is well-positioned to drive long-term growth. | |||
| An intentional, multi-year, and methodical succession process led by the Board of Directors resulted in the appointment of Ted Pick as Chief Executive Officer, effective on January 1, 2024. Ted is an outstanding choice, demonstrating the strength and depth of Morgan Stanley’s leadership talent. In addition to being an excellent executive and leader, he understands how important our culture and values are to driving success. Ted is a strategic leader who has the character and resilience to run a global financial institution. | |||
| The Board’s decision was incredibly well-informed, based on the deep experience it had with all the candidates. Leadership transitions are very important to a well-functioning, curious, innovative organization. We are fortunate to have Andy Saperstein and Dan Simkowitz serve as Co-Presidents in elevated roles. Having them both alongside Ted ensures we maintain stability and cohesion at the executive level. I have agreed to stay on as Chairman this year to provide counsel and ensure the smooth transition of leadership. I will therefore chair this year’s annual meeting of shareholders, and I expect that it will be my last. | |||
| I would like to thank the Board of Directors for their extraordinary support and guidance during my tenure as CEO. I am grateful to all of them for helping position this Firm for long-term success. We were deeply saddened by the passing of Lord Alistair Darling on November 30, 2023. Alistair served on our Board from 2016 to 2023 and was a member of both the Audit Committee and Risk Committee. The Board acknowledges Lord Darling’s distinguished service and many contributions to Morgan Stanley. | |||
| Please also read Ted’s letter to shareholders where he discusses our achievements and his expectations for the future. We look forward to hearing from you at the annual meeting next month. | |||
| Thank you for your continued support of Morgan Stanley. | |||
| Very truly yours, JAMES P. GORMAN Chairman of the Board | |||
MORGAN STANLEY 2024 PROXY STATEMENT 1
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