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Risk Overview Q2, 2026
Risk Distribution
53% Finance & Corporate
15% Legal & Regulatory
13% Macro & Political
12% Production
4% Tech & Innovation
3% Ability to Sell
Finance & Corporate - Financial and accounting risks. Risks related to the execution of corporate activity and strategy
This chart displays the stock's most recent risk distribution according to category. TipRanks has identified 6 major categories: Finance & corporate, legal & regulatory, macro & political, production, tech & innovation, and ability to sell.
Risk Change Over Time
S&P500 Average
Sector Average
Risks removed
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Morgan Stanley Risk Factors
New Risk (0)
Risk Changed (0)
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No changes from previous report
The chart shows the number of risks a company has disclosed. You can compare this to the sector average or S&P 500 average.
The quarters shown in the chart are according to the calendar year (January to December). Businesses set their own financial calendar, known as a fiscal year. For example, Walmart ends their financial year at the end of January to accommodate the holiday season.
The quarters shown in the chart are according to the calendar year (January to December). Businesses set their own financial calendar, known as a fiscal year. For example, Walmart ends their financial year at the end of January to accommodate the holiday season.
Risk Highlights Q2, 2026
Main Risk Category
Finance & Corporate
With 40 Risks
Finance & Corporate
With 40 Risks
Number of Disclosed Risks
75
No changes from last report
S&P 500 Average: 31
75
No changes from last report
S&P 500 Average: 31
Recent Changes
0Risks added
0Risks removed
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Since Jun 2026
0Risks added
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Number of Risk Changed
0
No changes from last report
S&P 500 Average: 1
0
No changes from last report
S&P 500 Average: 1
See the risk highlights of Morgan Stanley in the last period.
Risk Word Cloud
The most common phrases about risk factors from the most recent report. Larger texts indicate more widely used phrases.
Risk Factors Full Breakdown - Total Risks 75
Finance & Corporate
Total Risks: 40/75 (53%)Above Sector Average
Share Price & Shareholder Rights3 | 4.0%
Share Price & Shareholder Rights - Risk 1
Morgan Stanley Board of DirectorsShare Price & Shareholder Rights - Risk 2
EquityNet revenues of $15,631 million in 2025 increased 28% compared with the prior year, reflecting an increase in Financing and Execution services.
- Financing revenues increased primarily due to higher average client balances and increased client activity.
- Execution services revenues increased primarily due to increased client activity and higher gains on inventory held to facilitate client activity in derivatives and cash equities.
Share Price & Shareholder Rights - Risk 3
TradingTrading revenues include the realized gains and losses from transactions in financial instruments, unrealized gains and losses from ongoing changes in the fair value of our positions, and gains and losses from financial instruments used to economically hedge compensation expense related to DCP.
Within the Institutional Securities business segment, Trading revenues arise from transactions in cash instruments and derivatives in which we act as a market maker for our clients. In this role, we stand ready to buy, sell or otherwise transact with customers under a variety of market conditions and to provide firm or indicative prices in response to customer requests. Our liquidity obligations can be explicit in some cases, and in others, customers expect us to be willing to transact with them. In order to most effectively fulfill our market-making function, we engage in activities across all of our trading businesses that include, but are not limited to:
- taking positions in anticipation of, and in response to, customer demand to buy or sell and-depending on the liquidity of the relevant market and the size of the position-to hold those positions for a period of time;- building, maintaining and rebalancing inventory held to facilitate client activity through trades with other market participants;- managing and assuming basis risk (risk associated with imperfect hedging) between risks incurred from the facilitation of client transactions and the standardized products available in the market to hedge those risks;- trading in the market to remain current on pricing and trends; and - engaging in other activities to provide efficiency and liquidity for markets.
In many markets, the realized and unrealized gains and losses from purchase and sale transactions will include any spreads between bids and offers. Certain fees received on loans carried at fair value and dividends from equity securities are also recorded in Trading revenues since they relate to positions carried at fair value.
Within the Wealth Management business segment, Trading revenues primarily include revenues from customers' purchases and sales of fixed income instruments in which we act as principal, as well as gains and losses related to DCP investments.
Accounting & Financial Operations14 | 18.7%
Accounting & Financial Operations - Risk 1
Business Segment ResultsAccounting & Financial Operations - Risk 2
Consolidated Results-Full Year Ended December 31, 2025- The Firm reported net revenues of $70.6 billion and net income applicable to Morgan Stanley of $16.9 billion reflecting strong results across our business segments and demonstrating the strength of our Integrated Firm.
- The Firm delivered ROE of 16.6% and ROTCE of 21.6% (see "Selected Non-GAAP Financial Information" herein).
- The Firm expense efficiency ratio was 68% compared to 71% in the prior year, demonstrating operating leverage while continuing to invest in our businesses.
- At December 31, 2025, the Firm's Standardized Common Equity Tier 1 capital ratio was 15.0%, and its Supplementary Leverage Ratio was 5.4%.
- Institutional Securities net revenues of $33.1 billion, primarily reflecting strong performance in Equity on higher client activity and higher underwriting and Advisory revenues within Investment Banking.
- Wealth Management delivered net revenues of $31.8 billion, primarily reflecting higher Asset management revenues on higher market levels and the cumulative impact of strong fee-based flows. The pre-tax margin was 29.3%. Fee-based asset flows were $160 billion and the business added net new assets of $356 billion.
- Investment Management reported net revenues of $6.5 billion, primarily reflecting higher asset management fees driven by higher average AUM on higher market levels.
Net Income Applicable to Morgan Stanley
Earnings per Diluted Common Share
Accounting & Financial Operations - Risk 3
Transactional RevenuesTransactional revenues of $4,588 million in 2025 increased 19% compared with the prior year, primarily driven by higher client activity across products and channels, particularly in equity-related transactions, and higher gains on DCP investments.
Accounting & Financial Operations - Risk 4
Net New Assets (NNA)NNA represent client asset inflows, including interest, dividends and asset acquisitions, less client asset outflows, and excluding the impact of business combinations/divestitures and the impact of fees and commissions. Any revenues earned by Wealth Management on client assets will vary depending upon the services and products provided. The level of NNA in a given period is influenced by a variety of factors, including macroeconomic factors that impact client investment and spending behaviors, seasonality, our ability to attract and retain financial advisors and clients, capital market and corporate activities which may impact the amount of assets in certain client channels, and large idiosyncratic inflows and outflows, including single large client events. These factors have had an impact on our NNA in recent periods. Should these factors continue, the growth rate of our NNA may be impacted.
Advisor-Led Channel $ in billionsAt December 31,2025At December 31,2024Advisor-led client assets1$5,715$4,758Fee-based client assets2$2,753$2,347Fee-based client assets as apercentage of advisor-led clientassets48%49%202520242023Fee-based asset flows3$160.1$123.1$109.2 1.Advisor-led client assets represent client assets in accounts that have a Wealth Management representative assigned.
2.Fee-based client assets represent the amount of client assets where the basis of payment for services is a fee calculated on those assets.
3.Fee-based asset flows include net new fee-based assets (including asset acquisitions), net account transfers, dividends, interest and client fees, and exclude institutional cash management related activity. For a description of the Inflows and Outflows included in Fee-based asset flows, see "Fee-Based Client Assets Rollforwards" herein.
Self-Directed Channel
At December 31,2025At December 31,2024Self-directed assets (in billions)1$1,667$1,437Self-directed households (in millions)28.58.3 202520242023Daily average revenue trades ("DARTs") (in thousands)31,029837759 1.Self-directed client assets represent active accounts which are not advisor led. Active accounts are defined as having at least $25 in assets.
2.Self-directed households represent the total number of households that include at least one active account with self-directed assets. Individual households or participants that are engaged in one or more of our Wealth Management channels are included in each of the respective channel counts.
3.DARTs represent the total self-directed trades in a period divided by the number of trading days during that period.
Workplace Channel1
At December 31,2025At December 31,2024Workplace unvested assets (in billions)2$534$475Number of participants (in millions)3, 46.56.6 1.The workplace channel includes equity compensation solutions for companies, their executives and employees.
2.Stock plan unvested assets represent the market value of public company securities at the end of the period.
3.Stock plan participants represent total accounts with vested and/or unvested stock plan assets in the workplace channel. Individuals with accounts in multiple plans are counted as participants in each plan.
4.The number of stock plan participants declined slightly in 2025, primarily as a result of the previously announced disposition of the Firm's EMEA stock plan business.
Accounting & Financial Operations - Risk 5
Other Net RevenuesOther net revenues were $1,114 million in 2025 compared with $1,262 million in the prior year, primarily due to lower net interest income and fees, following the sale of corporate loans held-for-sale in the first quarter of 2025, partially offset by net gains on corporate loans held-for-sale, inclusive of hedges.
Provision for Credit Losses
In 2025, the Provision for credit losses on loans and lending commitments of $302 million was primarily related to portfolio growth in corporate loans and secured lending facilities and provisions for certain specific commercial real estate loans. The Provision for credit losses on loans and lending commitments of $202 million in 2024 was primarily related to growth in the corporate loan portfolio and provisions for certain specific commercial real estate loans, partially offset by improvements in the macroeconomic outlook.
For further information on the Provision for credit losses, see "Credit Risk" herein.
Non-interest expenses of $21,541 million in 2025 increased 13% compared with the prior year, reflecting higher Non-compensation expenses and Compensation and benefits expenses.
- Compensation and benefits expenses increased primarily due to higher discretionary incentive compensation on higher revenues, higher expenses related to outstanding deferred compensation and higher salary expenses.
- Non-compensation expenses increased primarily due to higher execution-related expenses on higher volumes.
Wealth Management
Income Statement Information % Change$ in millions20252024202320252024RevenuesAsset management$18,627 $16,501 $14,019 13 %18 %Transactional14,588 3,864 3,556 19 %9 %Net interest7,911 7,313 8,118 8 %(10)%Other2628 742 575 (15)%29 %Net revenues31,754 28,420 26,268 12 %8 %Provision for credit losses47 62 131 (24)%(53)%Compensation and benefits16,950 15,207 13,972 11 %9 %Non-compensation expenses5,464 5,411 5,635 1 %(4)%Total non-interest expenses22,414 20,618 19,607 9 %5 %Income before provision for income taxes9,293 7,740 6,530 20 %19 %Provision for income taxes2,163 1,852 1,508 17 %23 %Net income applicable to Morgan Stanley$7,130 $5,888 $5,022 21 %17 %1.Transactional includes Investment banking, Trading, and Commissions and fees revenues.
2.Other includes Investments and Other revenues.
Wealth Management Metrics $ in billionsAt December 31,2025At December 31,2024Total client assets1$7,381$6,194U.S. Bank Subsidiary loans$181$160Margin and other lending2$31$28Deposits3$408$370Annualized weighted average cost of deposits4Period end2.51%2.73%Period average2.76%3.05%202520242023Net new assets$356.3$251.7$282.3 1.Client assets represent those for which Wealth Management is providing services including financial advisor-led brokerage, investment advisory, custody, cash management, and administrative services; self-directed brokerage and investment advisory services; financial and wealth planning services; workplace services, including stock plan administration, and retirement plan services. As part of the Integrated Firm, Wealth Management may provide these services to clients who also use the services of one or more other business segments. See "Advisor-Led Channel" and "Self-Directed Channel" herein for additional information.
2.Margin and other lending represents margin lending arrangements, which allow customers to borrow against the value of qualifying securities and other lending which includes non-purpose securities-based lending on non-bank entities.
3.Deposits reflect liabilities sourced from Wealth Management clients and other sources of funding on our U.S. Bank Subsidiaries. Deposits include sweep deposit programs, savings and other deposits, and time deposits.
4.Annualized weighted average represents the total annualized weighted average cost of the various deposit products. Amounts include the effect of related hedging derivatives. The period end cost of deposits is based upon balances and rates as of December 31, 2025 and December 31, 2024. The period average is based on daily balances and rates for the period.
Accounting & Financial Operations - Risk 6
We may be prevented from paying dividends or taking other capital actions because of regulatory constraints or revised regulatory capital requirements.We are subject to comprehensive consolidated supervision, regulation and examination by the Federal Reserve, including with respect to regulatory capital requirements, stress testing and capital planning. We submit, on at least an annual basis, a capital plan to the Federal Reserve describing proposed dividend payments to shareholders, proposed repurchases of our outstanding securities and other proposed capital actions that we intend to take. Our ability to take capital actions described in the capital plan is dependent on, among other factors, the results of supervisory stress tests conducted by the Federal Reserve and our compliance with regulatory capital requirements imposed by the Federal Reserve.
In addition, the Federal Reserve may change regulatory capital requirements to impose higher requirements that restrict our ability to take capital actions or may modify or impose other regulatory standards or restrictions that increase our operating expenses or constrain our ability to take capital actions. For additional information, see "Management's Discussion and Analysis of Financial Condition and Results of Operations-Liquidity and Capital Resources."
Accounting & Financial Operations - Risk 7
We are a holding company and depend on payments from our subsidiaries.The Parent Company has no business operations and depends on dividends, distributions, loans and other payments from its subsidiaries to fund dividend payments and to fund all payments on its obligations, including debt obligations. Regulatory restrictions, tax restrictions or elections and other legal restrictions may limit our ability to transfer funds freely, either to or from our subsidiaries. In particular, many of our subsidiaries, including our bank and broker-dealer subsidiaries, are subject to laws, regulations and self-regulatory organization rules that, in certain circumstances, limit, as well as permit regulatory bodies to block or reduce, the flow of funds to the Parent Company, or that prohibit such transfers or dividends altogether, including steps to "ring fence" entities by regulators outside the U.S. to protect clients and creditors of such entities.
These laws, regulations and rules may hinder our ability to access funds that we may need to make payments on our obligations. Furthermore, as a BHC, we may become subject to a prohibition or to limitations on our ability to pay dividends. The U.S. banking agencies have the authority, and under certain circumstances the duty, to prohibit or to limit the payment of dividends or other capital actions by the banking organizations they supervise, including us and our U.S. Bank Subsidiaries. See "We may be prevented from paying dividends or taking other capital actions because of regulatory constraints or revised regulatory capital requirements" under "Legal, Regulatory and Compliance Risk" herein.
Accounting & Financial Operations - Risk 8
Intangible AssetsIntangible assets are initially recorded at cost, or in the situation where acquired as part of a business combination, at the fair value determined as part of the acquisition method of accounting. Subsequently, amortizable intangible assets are carried in the balance sheet at amortized cost, where amortization is recognized over their estimated useful lives.
Indefinite-lived intangible assets are not amortized but are tested for impairment on an annual basis as of July 1 and on an interim basis when certain events or circumstances exist.
On a quarterly basis:
- All intangible assets are assessed for the presence of impairment indicators. Where such indicators are present, an evaluation for impairment is conducted.
- For amortizable intangible assets, an impairment loss exists if the carrying amount of the intangible asset is not recoverable and exceeds its fair value. The carrying amount of the intangible asset is not recoverable if it exceeds the sum of the expected undiscounted cash flows.
- For indefinite-lived intangible assets, an impairment exists if the carrying amount of the intangible asset exceeds its fair value.
- Amortizable intangible assets are assessed for any indication that the remaining useful life or the finite life classification should be revised. In such cases, the remaining carrying amount is amortized prospectively over the revised useful life, unless it is determined that the life of the intangible asset is indefinite, in which case the intangible asset is not amortized.
- Indefinite-lived intangible assets are assessed for any indication that the life of the intangible asset is no longer indefinite; in such cases, the carrying amount of the intangible asset is amortized prospectively over its remaining useful life.
The initial valuation of an intangible asset as part of the acquisition method of accounting and the subsequent valuation of intangible assets as part of an impairment assessment are subjective and based, in part, on inputs that are unobservable and can be subject to uncertainty. These inputs include, but are not limited to, forecasted cash flows, revenue growth rates, customer attrition rates and discount rates.
For both goodwill and intangible assets, to the extent an impairment loss is recognized, the loss establishes the new cost basis of the asset. Subsequent reversal of impairment losses is not permitted. For amortizable intangible assets, the new cost basis is amortized over the remaining useful life of that asset. Unanticipated declines in our revenue-generating capability, adverse market or economic events, and regulatory actions, could result in material impairment charges in future periods.
See Notes 2 and 10 to the financial statements for additional information about goodwill and intangible assets.
Legal and Regulatory Contingencies
In the normal course of business, we have been named, from time to time, as a defendant in various legal actions, including arbitrations, class actions and other litigation, arising in connection with our activities as a global diversified financial services institution.
Certain of the actual or threatened legal actions include claims for substantial compensatory and/or punitive damages or claims for indeterminate amounts of damages. In some cases, the third-party entities that are, or would otherwise be, the primary defendants in such cases are bankrupt, in financial distress, or may not honor applicable indemnification obligations. These actions have included, but are not limited to, antitrust claims, claims under various false claims act statutes, and matters arising from our sales and trading businesses and our activities in the capital markets.
We are also involved, from time to time, in other reviews, investigations and proceedings (both formal and informal) by governmental and self-regulatory agencies regarding our business, and involving, among other matters, sales, financing, prime brokerage, market-making activities, investment banking advisory services, capital markets activities, financial products or offerings sponsored, underwritten or sold by us, wealth and investment management services, and accounting and operational matters, certain of which may result in adverse judgments, settlements, fines, penalties, disgorgement, restitution, forfeiture, injunctions, limitations on our ability to conduct certain business, or other relief.
We contest liability and/or the amount of damages as appropriate in each pending matter. Where available information indicates that it is probable a liability had been incurred at the date of the financial statements and we can reasonably estimate the amount of that loss or the range of loss, we accrue an estimated loss by a charge to income.
In many legal proceedings and investigations, it is inherently difficult to determine whether any loss is probable or reasonably possible, or to estimate the amount of any loss. In addition, even where we have determined that a loss is probable or reasonably possible, or an exposure to loss or range of loss exists in excess of the liability already accrued with respect to a previously recognized loss contingency, we are often unable to reasonably estimate the amount of the loss or range of loss. It is particularly difficult to determine if a loss is probable or reasonably possible, or to estimate the amount of loss, where the factual record is being developed or contested or where plaintiffs or government entities seek substantial or indeterminate damages, restitution, forfeiture, disgorgement or penalties. Numerous issues may need to be resolved in an investigation or proceeding before a determination can be made that a loss or additional loss (or range of loss or range of additional loss) is probable or reasonably possible, or to estimate the amount of loss, including through potentially lengthy discovery or determination of important factual matters, determination of issues related to class certification, the calculation of damages or other relief, and consideration of novel or unsettled legal questions relevant to the proceedings or investigations in question.
Significant judgment is required in deciding when and if to make these accruals, and the actual cost of a legal claim or regulatory fine/penalty may ultimately be materially different from the recorded accruals.
See Note 14 to the financial statements for additional information on legal contingencies.
Income Taxes
We are subject to the income tax laws of the U.S., its states and municipalities and those of the foreign jurisdictions in which we have business operations. These tax laws are complex and subject to interpretation by the taxpayer and the relevant governmental taxing authorities. We must make judgments and interpretations about the application of these inherently complex tax laws and make estimates about certain items affecting taxable income when determining the provision for income taxes in the various tax jurisdictions.
Disputes over interpretations of the tax laws may be settled with the taxing authority upon examination or audit. We periodically evaluate the likelihood of assessments in each taxing jurisdiction resulting from current and subsequent years' examinations, and unrecognized tax benefits related to potential losses that may arise from tax audits are established in accordance with the relevant accounting guidance. Once established, unrecognized tax benefits are adjusted when there is more information available or when an event occurs requiring a change.
Our provision for income taxes is composed of current and deferred taxes. Current income taxes approximate taxes to be paid or refunded for the current period. Deferred income taxes reflect the net tax effects of temporary differences between the financial reporting and tax bases of assets and liabilities and are measured using the applicable enacted tax rates and laws that will be in effect when such differences are expected to reverse.
Our deferred tax balances may also include deferred assets related to tax attribute carryforwards, such as net operating losses and tax credits that will be realized through reduction of future tax liabilities and, in some cases, are subject to expiration if not utilized within certain periods. We perform regular reviews to ascertain whether deferred tax assets are realizable. These reviews include management's estimates and assumptions regarding future taxable income and incorporate various tax-planning strategies, including strategies that may be available to tax attribute carryforwards before they expire.
Once the deferred tax asset balances have been determined, we may record a valuation allowance against the deferred tax asset balances to reflect the amount we estimate is more likely than not to be realized at a future date. Both current and deferred income taxes may reflect adjustments related to our unrecognized tax benefits.
Significant judgment is required in estimating the consolidated provision for (benefit from) income taxes, current and deferred tax balances (including valuation allowance, if any), accrued interest or penalties and uncertain tax positions. Revisions in estimates and/or the actual costs of a tax assessment may ultimately be materially different from the recorded accruals and unrecognized tax benefits, if any.
See Note 2 to the financial statements for additional information on our significant assumptions, judgments and interpretations associated with the accounting for income taxes and Note 21 to the financial statements for additional information on our tax examinations.
Liquidity and Capital Resources
Our liquidity and capital policies are established and maintained by senior management, with oversight by the Asset/Liability Management Committee and our Board of Directors ("Board"). Through various risk and control committees, senior management reviews business performance relative to these policies, monitors the availability of alternative sources of financing, and oversees the liquidity, interest rate and currency sensitivity of our asset and liability position. Our Corporate Treasury department ("Treasury"), Firm Risk Committee, Asset/Liability Management Committee, and other committees and control groups assist in evaluating, monitoring and managing the impact that our business activities have on our balance sheet, liquidity and capital structure. Liquidity and capital matters are reported regularly to the Board and the Risk Committee of the Board.
Balance Sheet
We monitor and evaluate the composition and size of our balance sheet on a regular basis. Our balance sheet management process includes quarterly planning, business-specific thresholds, monitoring of business-specific usage versus key performance metrics and new business impact assessments.
We establish balance sheet thresholds at the consolidated and business segment levels. We monitor balance sheet utilization and review variances resulting from business activity and market fluctuations. On a regular basis, we review current performance versus established thresholds and assess the need to re-allocate our balance sheet based on business segment needs. We also monitor key metrics, including asset and liability size and capital usage.
Total Assets by Business Segment
At December 31, 2025$ in millionsISWMIMTotalAssetsCash and cash equivalents$81,228 $30,426 $41 $111,695 Trading assets at fair value410,573 12,428 5,275 428,276 Investment securities34,111 129,445 - 163,556 Securities purchased under agreements to resell106,728 13,515 - 120,243 Securities borrowed150,902 1,006 - 151,908 Customer and other receivables71,645 41,447 1,628 114,720 Loans196,850 181,241 3 278,094 Goodwill437 10,199 6,090 16,726 Intangible assets21 2,607 3,382 6,010 Other assets217,058 10,703 1,281 29,042 Total assets$969,553 $433,017 $17,700 $1,420,270
At December 31, 2024$ in millionsISWMIMTotalAssetsCash and cash equivalents$74,079 $31,072 $235 $105,386 Trading assets at fair value320,003 6,915 4,966 331,884 Investment securities38,096 121,583 - 159,679 Securities purchased under agreements to resell100,404 18,161 - 118,565 Securities borrowed121,901 1,958 - 123,859 Customer and other receivables47,321 37,196 1,641 86,158 Loans178,607 159,542 4 238,153 Goodwill435 10,190 6,081 16,706 Intangible assets27 2,939 3,487 6,453 Other assets215,735 11,292 1,201 28,228 Total assets$796,608 $400,848 $17,615 $1,215,071 1.Amounts include loans held for investment, net of ACL, and loans held for sale but exclude loans at fair value, which are included in Trading assets in the balance sheet (see Note 9 to the financial statements).
2.Other assets primarily includes premises, equipment and software, ROU assets related to leases, other investments and deferred tax assets.
A substantial portion of total assets consists of cash and cash equivalents, liquid marketable securities and short-term receivables. In the Institutional Securities business segment, these arise from market-making, financing and prime brokerage activities, and in the Wealth Management business segment, these arise from banking activities, including management of the investment portfolio.
Liquidity Risk Management Framework
The primary goal of our Liquidity Risk Management Framework is to ensure that we have access to adequate funding across a wide range of market conditions and time horizons. The framework is designed to enable us to fulfill our financial obligations and support the execution of our business strategies.
The following principles guide our Liquidity Risk Management Framework:
- Sufficient liquidity resources, which consist of HQLA and cash deposits with banks ("Liquidity Resources") should be maintained to cover maturing liabilities and other planned and contingent outflows;- Maturity profile of assets and liabilities should be aligned, with limited reliance on short-term funding;- Source, counterparty, currency, region and term of funding should be diversified; and - Liquidity Stress Tests should anticipate, and account for, periods of limited access to funding.
The core components of our Liquidity Risk Management Framework are the Required Liquidity Framework, Liquidity Stress Tests and Liquidity Resources, which support our target liquidity profile.
Accounting & Financial Operations - Risk 9
GoodwillWe test goodwill for impairment on an annual basis as of July 1 and on an interim basis when certain events or circumstances exist. Evaluating goodwill for impairment requires management to make significant judgments, including, in part, the use of unobservable inputs that are subject to uncertainty. Goodwill impairment tests are performed at the reporting unit level, which is generally at the level of or one level below our business segments. Goodwill no longer retains its association with a particular acquisition once it has been assigned to a reporting unit. As such, all the activities of a reporting unit, whether acquired or organically developed, are available to support the value of the goodwill.
For both the annual and interim tests, we have the option to either (i) perform a quantitative impairment test or (ii) first perform a qualitative assessment to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, in which case the quantitative test would be performed.
When performing a quantitative impairment test, we compare the fair value of a reporting unit with its carrying amount, including goodwill. If the fair value of the reporting unit is less than its carrying amount, the goodwill impairment loss is equal to the excess of the carrying value over the fair value, limited by the carrying amount of goodwill allocated to that reporting unit.
The carrying value of each reporting unit is determined based on the capital allocated to the reporting unit. The estimated fair value of the reporting units is derived based on valuation techniques we believe market participants would use for each of the reporting units. The estimated fair value is generally determined by utilizing a discounted cash flow methodology. In certain instances, we may also utilize methodologies that incorporate price-to-book and price-to-earnings multiples of comparable companies.
The discounted cash flow methodology uses projected future cash flows based on the reporting units' earnings forecast. The discount rate used represents an estimate of the cost of equity for that reporting unit based on the Capital Asset Pricing Model.
At each annual goodwill impairment testing date, each of our reporting units with goodwill had a fair value that was substantially in excess of its carrying value.
Accounting & Financial Operations - Risk 10
Asset Management Revenue SensitivityCertain asset management revenues in the Wealth Management and Investment Management business segments are derived from management fees, which are based on fee-based client assets in Wealth Management or AUM in Investment Management (together, "client holdings"). The assets underlying client holdings are primarily composed of equity, fixed income and alternative investments and are sensitive to changes in related markets. These revenues depend on multiple factors including, but not limited to, the level and duration of a market increase or decline, price volatility, the geographic and industry mix of client assets, and client behavior such as the rate and magnitude of client investments and redemptions. Therefore, overall revenues may not correlate completely with changes in the related markets.
Credit Risk
Credit risk refers to the risk of loss arising when a borrower, counterparty or issuer does not meet its financial obligations to us. We are primarily exposed to credit risk from institutions and individuals through our Institutional Securities and Wealth Management business segments.
We incur credit risk in our Institutional Securities business segment through a variety of activities, including, but not limited to, the following:
- extending credit to clients through loans and lending commitments;- entering into swap or other derivative contracts under which counterparties may have obligations to make payments to us;- acting as clearing broker for listed and over-the-counter derivatives whereby we guarantee client performance to clearinghouses;- providing short- or long-term funding that is secured by physical or financial collateral, including, but not limited to, real estate and marketable securities, whose value may at times be insufficient to fully cover the repayment amount;- posting margin and/or collateral to clearinghouses, clearing agencies, exchanges, banks, securities firms and other financial counterparties;- placing funds on deposit at other financial institutions to support our clearing and settlement obligations; and - investing or trading in securities and loan pools, whereby the value of these assets may fluctuate based on realized or expected defaults on the underlying obligations or loans.
We incur credit risk in our Wealth Management business segment, primarily through lending to individuals and entities, including, but not limited to, the following:
- margin loans collateralized by securities;- securities-based lending and other forms of secured loans, including tailored lending to ultra-high net worth clients, that are in most cases secured by various types of collateral, including marketable securities, private investments, commercial real estate and other financial assets;- single-family residential mortgage loans in conforming, non-conforming or HELOC form, primarily to existing Wealth Management clients; and - employee loans granted primarily to recruit certain Wealth Management representatives.
Monitoring and Control
The Credit Risk Management Department ("CRM") establishes Firmwide practices to evaluate, monitor and control credit risk at the transaction, obligor and portfolio levels. The CRM approves extensions of credit, evaluates the creditworthiness of the counterparties and borrowers on a regular basis, and helps ensure that credit exposure is actively monitored and managed. The evaluation of counterparties and borrowers includes an assessment of the probability that an obligor will default on its financial obligations and any losses that may occur when an obligor defaults. In addition, credit risk exposure is actively managed by credit professionals and committees within the CRM and through various risk committees, whose membership includes individuals from the CRM. A comprehensive and global Credit Limits Framework is utilized to manage credit risk levels across the Firm. The Credit Limits Framework is calibrated within our risk tolerance and includes single-name limits and portfolio concentration limits by country, industry and product type.
The CRM helps ensure timely and transparent communication of material credit risks, compliance with established limits and escalation of risk concentrations to appropriate senior management. The CRM also works closely with the Market Risk Department and applicable business units to monitor risk exposures and to perform stress tests to identify, analyze and control credit risk concentrations arising from lending and trading activities. The stress tests shock market factors (e.g., interest rates, commodity prices, credit spreads), risk parameters (e.g., probability of default and loss given default), recovery rates and expected losses in order to assess the impact of stresses on exposures, profit and loss, and our capital position. Stress tests are conducted in accordance with our established policies and procedures.
Credit Evaluation
The evaluation of corporate and institutional counterparties and borrowers includes assigning credit ratings, which reflect an assessment of an obligor's probability of default and loss given default. Credit evaluations typically involve the assessment of financial statements; leverage; liquidity; capital strength; asset composition and quality; market capitalization; access to capital markets; adequacy of collateral, if applicable; and, in the case of certain loans, cash flow projections and debt service requirements. The CRM also evaluates strategy, market position, industry dynamics, exposure to changes in international trade policies and supply chain constraints, management and other factors such as country risks and legal and contingent risks that could affect the obligor's risk profile. Additionally, the CRM evaluates the relative position of our exposure in the borrower's capital structure and relative recovery prospects, as well as other structural elements of the particular transaction. The underwriting of commercial real estate loans includes, but is not limited to, review of the property type, LTV ratio, occupancy levels, debt service ratio, prevailing capitalization rates and market dynamics.
The evaluation of consumer borrowers is tailored to the specific type of lending. Securities-based loans are evaluated based on factors that include, but are not limited to, the amount of the loan and the amount, quality, diversification, price volatility and liquidity of the collateral. The underwriting of residential real estate loans includes, but is not limited to, review of the obligor's debt-to-income ratio, net worth, liquidity, collateral, LTV ratio and industry standard credit-scoring models (e.g., FICO scores). Subsequent credit monitoring for individual loans is performed at the portfolio level, and collateral values are monitored on an ongoing basis.
Credit risk metrics assigned to our borrowers during the evaluation process are incorporated into the CRM maintenance of the allowance for credit losses. Such allowance serves as a reserve for expected inherent losses, as well as expected losses related to loans identified as impaired.
For more information on the allowance for credit losses, see Notes 2 and 9 to the financial statements.
Risk Mitigation
We may seek to mitigate credit risk from our lending and trading activities in multiple ways, including collateral provisions, guarantees and hedges. At the transaction level, we seek to mitigate risk through management of key risk elements such as size, tenor, financial covenants, seniority and collateral. We actively hedge certain of our lending and derivatives exposures. Hedging activities consist of the purchase, sale or transfer of positions in related securities and financial instruments, including a variety of derivative products (e.g., futures, forwards, swaps and options). Additionally, we may sell, assign or syndicate loans and lending commitments to other financial institutions in the primary and secondary loan markets.
In connection with our derivatives trading activities, we generally enter into master netting agreements and collateral arrangements with counterparties. These agreements provide us with the ability to demand collateral, as well as to liquidate collateral and offset receivables and payables covered under the same master agreement in the event of a counterparty default. A collateral management group monitors collateral levels against requirements and oversees the administration of the collateral function. See Note 8 to the financial statements for additional information about our collateralized transactions.
Loans and Lending Commitments
At December 31, 2025$ in millionsHFIHFSFVO1TotalInstitutional Securities:Corporate$7,277 $7,202 $- $14,479 Secured lending facilities69,149 1,817 - 70,966 Commercial and Residential real estate8,039 320 3,949 12,308 Securities-based lending and Other3,780 30 6,904 10,714 Total Institutional Securities88,245 9,369 10,853 108,467 Wealth Management:Residential real estate72,403 5 - 72,408 Securities-based lending and Other109,201 - - 109,201 Total Wealth Management181,604 5 - 181,609 Total Investment Management23 - 91 94 Total loans269,852 9,374 10,944 290,170 ACL(1,132)(1,132)Total loans, net of ACL$268,720 $9,374 $10,944 $289,038 Lending commitments3$166,989 $41,445 $732 $209,166 Total exposure$435,709 $50,819 $11,676 $498,204
At December 31, 2024$ in millionsHFIHFSFVO1TotalInstitutional Securities:Corporate$6,889 $9,183 $- $16,072 Secured lending facilities48,842 2,507 - 51,349 Commercial and Residential real estate8,412 628 2,420 11,460 Securities-based lending and Other2,876 - 6,041 8,917 Total Institutional Securities67,019 12,318 8,461 87,798 Wealth Management:Residential real estate66,738 - - 66,738 Securities-based lending and Other93,139 1 - 93,140 Total Wealth Management159,877 1 - 159,878 Total Investment Management24 - 200 204 Total loans226,900 12,319 8,661 247,880 ACL(1,066)(1,066)Total loans, net of ACL$225,834 $12,319 $8,661 $246,814 Lending commitments3$148,818 $26,955 $758 $176,531 Total exposure$374,652 $39,274 $9,419 $423,345
Total exposure-consists of Total loans, net of ACL, and Lending commitments 1.FVO includes the fair value of certain unfunded lending commitments.
2.Investment Management business segment loans are related to certain of our activities as an investment adviser and manager. Loans held at fair value are the result of the consolidation of investment vehicles (including CLOs) managed by Investment Management, composed primarily of senior secured loans to corporations.
3.Lending commitments represent the notional amount of legally binding obligations to provide funding to clients for lending transactions. Since commitments associated with these business activities may expire unused or may not be utilized to full capacity, they do not necessarily reflect the actual future cash funding requirements.
We provide loans and lending commitments to a variety of customers, including large corporate and institutional clients, as well as high to ultra-high net worth individuals. In addition, we purchase loans in the secondary market. Loans and lending commitments are either held for investment, held for sale or carried at fair value. For more information on these loan classifications, see Note 2 to the financial statements.
In 2025, total loans and lending commitments increased by approximately $75 billion, primarily due to growth in securities-based loans within the Wealth Management business segment and an increase in secured lending facilities and relationship corporate lending commitments within the Institutional Securities business segment.
See Notes 4, 5, 9 and 14 to the financial statements for further information.
Allowance for Credit Losses-Loans and Lending Commitments $ in millions2025ACL-LoansBeginning balance$1,066 Gross charge-offs(214)Recoveries22 Net (charge-offs)/recoveries(192)Provision for credit losses230 Other28 Ending balance$1,132 ACL-Lending commitmentsBeginning balance$656 Provision for credit losses119 Other23 Ending balance$798 Total ending balance$1,930
Provision for Credit Losses by Business Segment
Year Ended December 31, 2025$ in millionsISWMTotalLoans$185 $45 $230 Lending commitments117 2 119 Total$302 $47 $349
Credit exposure arising from our loans and lending commitments is measured in accordance with our internal risk management standards. Risk factors considered in determining the allowance for credit losses for loans and lending commitments include the borrower's financial condition, industry, facility structure, LTV ratio, debt service ratio, collateral and covenants. Qualitative and environmental factors such as economic and business conditions, nature and volume of the portfolio and lending terms, and volume and severity of past due loans may also be considered.
The allowance for credit losses for loans and lending commitments increased since December 31, 2024, primarily related to portfolio growth in corporate loans and secured lending facilities and provisions for certain specific commercial real estate loans. Charge-offs in 2025 were primarily related to commercial real estate loans within the Institutional Securities business segment.
The base scenario used in our ACL models as of December 31, 2025 was generated using a combination of consensus economic forecasts, forward rates, and internally developed and validated models. This scenario assumes continued economic growth relative to the prior year forecast. Our ACL models incorporate key macroeconomic variables, including U.S. real GDP growth rate. The significance of key macroeconomic variables on our ACL models varies depending on portfolio composition and economic conditions.
Forecasted U.S. Real GDP Growth Rates in Base Scenario 4Q 20264Q 2027Year-over-year growth rate1.8 %2.1 %
Other key macroeconomic variables used in our ACL models include corporate credit spreads, interest rates and commercial real estate indices. See Note 2 to the financial statements for a discussion of the Firm's ACL methodology under CECL.
Status of Loans Held for Investment
At December 31, 2025At December 31, 2024ISWMISWMAccrual99.2 %99.8 %99.2 %99.7 %Nonaccrual10.8 %0.2 %0.8 %0.3 %1.Nonaccrual loans are loans where principal or interest is not expected when contractually due or are past due 90 days or more unless the obligation is well-secured and is in the process of collection.
Net Charge-off Ratios for Loans Held for Investment
Year Ended December 31,202520242023$ in millionsNet Charge-off Ratio1Average LoansNet Charge-off Ratio1Average LoansNet Charge-off Ratio1Average LoansCorporate0.31%$7,7270.57%$6,8950.47%$7,062Secured Lending Facilities-%57,9130.03%43,158-%37,702Commercial Real Estate1.82%8,2801.87%8,6201.50%8,590Residential Real Estate-%69,225-%63,204-%57,177SBL and Other0.02%103,6600.03%91,221-%91,126Total0.08%$246,8050.11%$213,0980.08%$201,657
SBL-Securities-based lending 1.Net charge-off ratio represents gross charge-offs net of recoveries divided by total average loans held for investment before ACL.
Accounting & Financial Operations - Risk 11
Distribution of VaR Statistics and Net RevenuesWe evaluate the reasonableness of our VaR model by comparing the potential declines in portfolio values generated by the model with corresponding actual trading results for the Firm, as well as individual business units. For days where losses exceed the VaR statistic, we examine the drivers of trading losses to evaluate the VaR model's accuracy. There were six trading loss days in 2025, none of which exceeded 95% Total Management VaR, compared to 11 trading loss days in 2024, none of which exceeded 95% Total Management VaR.
Daily 95%/One-Day Total Management VaR for 2025
Daily Net Trading Revenues for 2025
Daily net trading revenues include profits and losses from Interest rate and credit spread, Equity price, Foreign exchange rate, Commodity price, and Credit portfolio positions and intraday trading activities for our trading businesses. Certain items such as fees, commissions, net interest income and counterparty default risk are excluded from daily net trading revenues and the VaR model. Revenues required for Regulatory VaR backtesting further exclude intraday trading.
Non-Trading Risks
We believe that sensitivity analysis is an appropriate representation of our non-trading risks. The following sensitivity analyses cover substantially all of the non-trading market risk in our portfolio.
Credit Spread Risk Sensitivity1 $ in millionsAtDecember 31,2025 AtDecember 31,2024 Derivatives$6 $6 Borrowings carried at fair value59 49 1.Amounts represent the potential gain for each 1 bps widening of our credit spread.
The Wealth Management business segment reflects a substantial portion of our non-trading interest rate risk. Net interest income in the Wealth Management business segment primarily consists of interest income earned on non-trading assets held, including loans and investment securities, as well as margin and other lending on non-bank entities and interest expense incurred on non-trading liabilities, primarily deposits.
Wealth Management Net Interest Income Sensitivity Analysis $ in millionsAtDecember 31,2025 AtDecember 31,2024 Basis point change+200$410 $699 +100209 350 -100(244)(371)-200(542)(803)
The previous table presents an analysis of selected instantaneous upward and downward parallel interest rate shocks (subject to a floor of zero percent in the downward scenario) on net interest income over the next 12 months for our Wealth Management business segment. These shocks are applied to our 12-month forecast for our Wealth Management business segment, which incorporates market expectations of interest rates and our forecasted balance sheet and business activity. The forecast includes modeled prepayment behavior, reinvestment of net cash flows from maturing assets and liabilities, and deposit pricing sensitivity to interest rates. These key assumptions are updated periodically based on historical data and future expectations.
We do not manage to any single rate scenario but rather manage net interest income in our Wealth Management business segment across a range of possible outcomes, including non-parallel rate change scenarios. The sensitivity analysis assumes that we take no action in response to these scenarios, assumes there are no changes in other macroeconomic variables normally correlated with changes in interest rates and includes subjective assumptions regarding customer and market re-pricing behavior and other factors.
Our Wealth Management business segment balance sheet is asset sensitive, given assets reprice faster than liabilities, resulting in higher net interest income in higher interest rate scenarios and lower net interest income in lower interest rate scenarios. The level of interest rates may impact the amount of deposits held at the Firm, given competition for deposits from other institutions and alternative cash-equivalent products available to depositors. Further, the level of interest rates could also impact client demand for loans. Net interest income sensitivity to interest rates at December 31, 2025 decreased from December 31, 2024, primarily driven by the effects of changes in the balance sheet mix.
Investments Sensitivity, Including Related Carried Interest
Loss from 10% Decline$ in millionsAtDecember 31,2025 AtDecember 31,2024 Investments related to Investment Management activities$629 $571 Other investments:MUMSS129 122 Other Firm investments493 463
We have exposure to public and private companies through direct investments, as well as through funds that invest in these assets. These investments are predominantly equity positions with long investment horizons, a portion of which is for business facilitation purposes. The market risk related to these investments is measured by estimating the potential reduction in net revenues associated with a reasonably possible 10% decline in investment values and related impact on performance-based income, as applicable. The measures reflected in the table above do not reflect the effect of any economic hedges or diversification that may reduce the risk of loss.
Accounting & Financial Operations - Risk 12
Value-at-RiskThe statistical technique known as VaR is one of the tools we use to measure, monitor and review the market risk exposures of our trading portfolios. The Market Risk Department calculates and distributes daily VaR-based risk measures to various levels of management.
We estimate VaR using a model based on a one-year equal-weighted historical simulation for general market risk factors and name-specific risk in corporate equities and related derivatives, and Monte Carlo simulation for name-specific risk in bonds, loans and related derivatives. The model constructs a distribution of hypothetical daily changes in the value of trading portfolios based on historical observation of daily changes in key market indices or other market risk factors, and information on the sensitivity of the portfolio values to these market risk factor changes.
VaR for risk management purposes ("Management VaR") is computed at a 95% level of confidence over a one-day time horizon, which is a useful indicator of possible trading losses resulting from adverse daily market moves. The 95%/one-day VaR corresponds to the unrealized loss in portfolio value that, based on historically observed market risk factor movements, would have been exceeded with a frequency of 5%, or five times in every 100 trading days, if the portfolio were held constant for one day.
Our VaR model generally takes into account linear and non-linear exposures to equity and commodity price risk, interest rate risk, credit spread risk and foreign exchange rates. The model also takes into account linear exposures to implied volatility risks for all asset classes and non-linear exposures to implied volatility risks for equity, commodity and foreign exchange referenced products. The VaR model also captures certain implied correlation risks associated with portfolio credit derivatives, as well as certain basis risks (e.g., corporate debt and related credit derivatives).
We use VaR as one of a range of risk management tools. Among their benefits, VaR models permit estimation of a portfolio's aggregate market risk exposure, incorporating a range of varied market risks and portfolio assets. One key element of the VaR model is that it reflects risk reduction due to portfolio diversification or hedging activities. However, VaR has various limitations, which include, but are not limited to: use of historical changes in market risk factors, which may not be accurate predictors of future market conditions and may not fully incorporate the risk of extreme market events that are outsized relative to observed historical market behavior or reflect the historical distribution of results beyond the 95% confidence interval; and reporting of losses in a single day, which does not reflect the risk of positions that cannot be liquidated or hedged in one day. A small proportion of market risk generated by trading positions is not included in VaR.
The modeling of the risk characteristics of some positions relies on approximations that, under certain circumstances, could produce significantly different results from those produced using more precise measures. VaR is most appropriate as a risk measure for trading positions in liquid financial markets and will understate the risk associated with severe events, such as periods of extreme illiquidity. We are aware of these and other limitations and, therefore, use VaR as only one component in our risk management oversight process. This process also incorporates stress testing and scenario analyses and extensive risk monitoring, analysis and control at the trading desk, division and Firm levels.
We update our VaR model in response to changes in the composition of trading portfolios and to improvements in modeling techniques and systems capabilities. We are committed to continuous review and enhancement of VaR methodologies and assumptions in order to capture evolving risks associated with changes in market structure and dynamics. As part of our regular process improvements, additional systematic and name-specific risk factors may be added to improve the VaR model's ability to more accurately estimate risks to specific asset classes or industry sectors.
Since the reported VaR statistics are estimates based on historical data, VaR should not be viewed as predictive of our future revenues or financial performance or of our ability to monitor and manage risk. There can be no assurance that our actual losses on a particular day will not exceed the VaR amounts indicated in the following tables or that such losses will not occur more than five times in 100 trading days for a 95%/one-day VaR. VaR does not predict the magnitude of losses that, should they occur, may be significantly greater than the VaR amount.
VaR statistics are not readily comparable across firms because of differences in the firms' portfolios, modeling assumptions and methodologies. These differences can result in materially different VaR estimates across firms for similar portfolios. The impact of such differences varies depending on the factor history assumptions, the frequency with which the factor history is updated and the confidence level. As a result, VaR statistics are more useful when interpreted as indicators of trends in a firm's risk profile rather than as an absolute measure of risk to be compared across firms.
Our regulators have approved the same VaR model we use for risk management purposes for use in regulatory calculations.
The portfolio of positions used for Management VaR differs from that used for Regulatory VaR. Management VaR contains certain positions that are excluded from Regulatory VaR.
95%/One-Day Management VaR 2025$ in millionsPeriodEndAverageHigh1Low1Interest rate and credit spread$27 $30 $43 $20 Equity price27 30 44 17 Foreign exchange rate7 12 22 6 Commodity price13 16 27 11 Less: Diversification benefit2(36)(39)N/AN/APrimary Risk Categories$38 $49 $63 $34 Credit Portfolio14 18 23 13 Less: Diversification benefit2(8)(15)N/AN/ATotal Management VaR$44 $52 $64 $38 2024$ in millionsPeriodEndAverageHigh1Low1Interest rate and credit spread$23 $31 $52 $19 Equity price21 23 39 17 Foreign exchange rate10 10 15 6 Commodity price18 15 23 10 Less: Diversification benefit2(37)(37)N/AN/APrimary Risk Categories$35 $42 $59 $32 Credit Portfolio20 24 26 20 Less: Diversification benefit2(16)(17)N/AN/ATotal Management VaR$39 $49 $66 $39 1.The high and low VaR values for the Total Management VaR and each of the component VaRs might have occurred on different days during the quarter, and, therefore, the diversification benefit is not an applicable measure.
2.Diversification benefit equals the difference between the total VaR and the sum of the component VaRs. This benefit arises because the simulated one-day losses for each of the components occur on different days. Similar diversification benefits are also taken into account within each component.
Average Total Management VaR and average Management VaR for the Primary Risk Categories increased from 2024, primarily driven by increased exposure in the equity price category.
Accounting & Financial Operations - Risk 13
Support and Control FunctionsOur support and control groups include, but are not limited to, the Legal Department, the Finance Division, the Technology Division ("Technology"), the Operations Division ("Operations"), Human Resources, Corporate Services and
Global Centers. Our support and control functions coordinate with the business segment control groups to review the risk monitoring and risk management policies and procedures relating to, among other things, controls over financial reporting and disclosure; each business segment's market, credit and operational risk profile; liquidity risks; model risks; sales practices; reputational, legal enforceability, compliance and regulatory risks; and technological risks. Participation by the senior officers of the Firm and business segment control groups helps ensure that risk policies and procedures, exceptions to risk limits, new products and business ventures, and transactions with risk elements undergo thorough review.
Accounting & Financial Operations - Risk 14
Head of Non-Financial RiskThe Head of Non-Financial Risk, who is independent of business units, reports to the Chief Legal Officer and Chief Administrative Officer. The Head of Non-Financial Risk oversees the compliance, financial crimes and operational risk management functions; independently reviews non-financial risks, including compliance (including conduct), financial crimes, and operational (including cybersecurity) risks, as well as material regulatory risks; and reviews results of risk management processes with the Board, the BAC, the BOTC, the BRC, and the CMDS Committee, as appropriate. The Head of Non-Financial Risk also reports to the Chief Risk Officer as part of his oversight of the ERM Framework.
Debt & Financing16 | 21.3%
Debt & Financing - Risk 1
Credit DerivativesDebt & Financing - Risk 2
Institutional Securities Lending ActivitiesInstitutional Securities Loans and Lending Commitments1
At December 31, 2025 Contractual Years to Maturity $ in millions< 11-55-15>15TotalLoansAA$2 $163 $- $- $165 A989 1,159 158 - 2,306 BBB3,872 17,798 967 429 23,066 BB9,948 40,450 2,668 413 53,479 Other NIG5,288 12,931 3,965 153 22,337 Unrated2212 1,587 955 3,596 6,350 Total loans, net of ACL20,311 74,088 8,713 4,591 107,703 Lending commitmentsAAA- 75 - - 75 AA3,795 5,024 275 - 9,094 A11,952 29,626 983 - 42,561 BBB9,721 61,325 2,138 148 73,332 BB2,676 30,373 3,492 1,551 38,092 Other NIG868 21,087 3,651 3 25,609 Unrated220 88 8 1 117 Total lendingcommitments29,032 147,598 10,547 1,703 188,880 Total exposure$49,343 $221,686 $19,260 $6,294 $296,583
At December 31, 2024 Contractual Years to Maturity$ in millions< 11-55-15>15TotalLoansAA$3 $575 $187 $- $765 A894 588 164 - 1,646 BBB5,165 13,185 91 124 18,565 BB11,235 24,467 2,592 358 38,652 Other NIG8,520 12,776 1,673 145 23,114 Unrated2227 1,176 420 2,503 4,326 Total loans, net of ACL26,044 52,767 5,127 3,130 87,068 Lending commitmentsAAA- 75 - - 75 AA2,560 4,285 88 - 6,933 A8,226 21,372 1,091 - 30,689 BBB10,135 54,752 1,507 146 66,540 BB3,174 23,239 3,062 941 30,416 Other NIG1,074 17,436 3,956 2 22,468 Unrated214 93 33 - 140 Total lendingcommitments25,183 121,252 9,737 1,089 157,261 Total exposure$51,227 $174,019 $14,864 $4,219 $244,329
NIG–Non-investment grade 1.Counterparty credit ratings are internally determined by the CRM.
2.Unrated loans and lending commitments are primarily trading positions that are measured at fair value and risk-managed as a component of market risk. For a further discussion of our market risk, see "Quantitative and Qualitative Disclosures about Risk-Market Risk" herein.
Institutional Securities Loans and Lending Commitments by Industry $ in millionsAtDecember 31,2025AtDecember 31,2024IndustryFinancials$83,193 $68,512 Real estate50,923 40,041 Healthcare21,725 15,455 Communications Services21,292 20,425 Industrials20,952 20,024 Information Technology17,252 15,666 Consumer staples16,851 12,098 Consumer discretionary15,504 14,699 Utilities13,828 11,755 Energy12,946 9,036 Materials9,689 7,378 Insurance7,443 6,812 Other4,985 2,428 Total exposure$296,583 $244,329
The Institutional Securities business segment lending activities include Corporate, Secured lending facilities, Commercial and Residential real estate, and Securities-based lending and Other. As of December 31, 2025 and December 31, 2024, over 90% of our Institutional Securities total exposure, which consisted of loans and lending commitments, was investment grade and/or secured by collateral.
Corporate comprises relationship and event-driven loans and lending commitments supporting general and event-driven financing needs for our institutional clients, which typically consist of revolving lines of credit, term loans and bridge loans; may have varying terms; may be senior or subordinated; may be secured or unsecured; are generally contingent upon representations, warranties and contractual conditions applicable to the borrower; and may be syndicated, traded or hedged. Relationship loans and lending commitments are extended to select institutional clients, primarily for general corporate purposes and generally with the intent to hold for the foreseeable future. Event-driven loans and lending commitments are associated with certain underwritings and/or syndications to finance a specific client transaction, such as a merger, acquisition, recapitalization or project finance activity.
Secured lending facilities include loans provided to clients, which are collateralized by various assets, including residential and commercial real estate mortgage loans, investor commitments for capital calls, corporate loans and other assets. These facilities generally provide for overcollateralization. Credit risk with respect to these loans and lending commitments arises from the failure of a borrower to perform according to the terms of the loan agreement and/or a decline in the underlying collateral value. The Firm monitors collateral levels against the requirements of lending agreements. See Note 15 to the financial statements for information about our securitization activities.
Commercial real estate loans are primarily senior, secured by underlying real estate and are typically in term loan form. In addition, as part of certain of its trading and securitization activities, Institutional Securities may also hold residential real estate loans.
Securities-based lending and Other includes financing extended to sales and trading customers and corporate loans purchased in the secondary market.
Institutional Securities Loans and Lending Commitments Held for Investment
At December 31, 2025$ in millionsLoansLending CommitmentsTotalCorporate$7,277 $119,390 $126,667 Secured lending facilities69,149 26,947 96,096 Commercial real estate8,039 353 8,392 Securities-based lending and Other3,780 938 4,718 Total, before ACL$88,245 $147,628 $235,873 ACL$(764)$(780)$(1,544)At December 31, 2024$ in millionsLoansLending CommitmentsTotalCorporate$6,889 $105,824 $112,713 Secured lending facilities48,842 20,971 69,813 Commercial real estate8,412 1,249 9,661 Securities-based lending and Other2,876 1,504 4,380 Total, before ACL$67,019 $129,548 $196,567 ACL$(730)$(640)$(1,370)
Institutional Securities Commercial Real Estate Loans and Lending Commitments
By Region
At December 31, 2025At December 31, 2024$ in millionsLoans1LC1TotalLoans1LC1TotalEMEA$4,320 $184 $4,504 $3,806 $522 $4,328 Americas4,116 202 4,318 5,066 820 5,886 Asia466 15 481 467 13 480 Total$8,902 $401 $9,303 $9,339 $1,355 $10,694
By Property Type
At December 31, 2025At December 31, 2024$ in millionsLoans1LC1TotalLoans1LC1TotalIndustrial$3,603 $118 $3,721 $2,610 $125 $2,735 Office2,143 132 2,275 2,846 109 2,955 Multifamily1,729 96 1,825 2,042 80 2,122 Hotel867 51 918 736 70 806 Retail560 4 564 1,105 971 2,076 Total$8,902 $401 $9,303 $9,339 $1,355 $10,694
LC–Lending Commitments 1. Amounts include HFI, HFS and FVO loans and lending commitments. HFI loans are presented net of ACL.
As of December 31, 2025 and December 31, 2024, our lending against commercial real estate ("CRE") properties within the Institutional Securities business segment totaled $9.3 billion and $10.7 billion, respectively. This represents 3.1% and 4.4%, respectively, of total exposure reflected in the Institutional Securities Loans and Lending Commitments table above. Those CRE loans are originated for experienced sponsors and are generally secured by specific institutional CRE properties. In many cases, loans are subsequently syndicated or securitized on a full or partial basis, reducing our ongoing exposure.
In addition to the amounts included in the table above, we provide certain secured lending facilities which are typically collateralized by pooled CRE mortgage loans and are included in Secured lending facilities in the Institutional Securities Loans and Lending Commitments Held for Investment table above. These secured lending facilities benefit from structural protections including cross-collateralization and diversification across property types.
While we continue to actively monitor all our loan portfolios, the commercial real estate sector remains under heightened focus given its sensitivity to economic and secular factors.
Institutional Securities Allowance for Credit Losses-Loans and Lending Commitments
Year Ended December 31, 2025$ in millionsCorporate Secured Lending FacilitiesCRESBL and OtherTotalACL-LoansBeginning balance$200 $140 $373 $17 $730 Gross charge-offs(24)- (173)- (197)Recoveries- - 22 - 22 Net (charge-offs)/recoveries(24)- (151)- (175)Provision (release)75 59 47 4 185 Other9 2 14 (1)24 Ending balance$260 $201 $283 $20 $764 ACL-Lending commitmentsBeginning balance$507 $88 $40 $5 $640 Provision (release)101 46 (28)(2)117 Other17 3 - 3 23 Ending balance$625 $137 $12 $6 $780 Total ending balance$885 $338 $295 $26 $1,544
Institutional Securities HFI Loans-Ratios of Allowance for Credit Losses to Balance Before AllowanceAtDecember 31,2025 AtDecember 31,2024 Corporate3.6%2.9%Secured lending facilities0.3%0.3%Commercial real estate3.5%4.4%Securities-based lending and Other0.5%0.6%Total Institutional Securities loans0.9%1.1%
Debt & Financing - Risk 3
Unsecured FinancingWe view deposits and borrowings as stable sources of funding for unencumbered securities and non-security assets. Our unsecured financings include borrowings and certificates of deposit carried at fair value, which are primarily composed of: instruments whose payments and redemption values are linked to the performance of a specific index, a basket of stocks, a specific equity security, a commodity, a credit exposure or basket of credit exposures; and instruments with various interest rate-related features, including step-ups, step-downs and zero coupons. Also included are unsecured contracts that are not classified as derivatives because they fail the initial net investment criterion. As part of our asset/liability management strategy, when appropriate, we use derivatives to make adjustments to the interest rate risk profile of our borrowings (see Notes 6 and 13 to the financial statements).
Deposits $ in millionsAtDecember 31,2025 AtDecember 31,2024 Savings and demand deposits:Brokerage sweep deposits1$145,237 $142,550 Savings and other170,646 157,348 Total Savings and demand deposits315,883 299,898 Time deposits299,640 76,109 Total3$415,523 $376,007 1.Amounts represent balances swept from client brokerage accounts.
2.Our Time deposits are predominantly brokered certificates of deposit.
3.Our deposits are primarily held in U.S. offices.
Deposits are primarily sourced from our Wealth Management clients and are considered to have stable, low-cost funding characteristics relative to other sources of funding. Each category of deposits presented above has a different cost profile and clients may respond differently to changes in interest rates and other macroeconomic conditions. Total deposits in 2025 increased primarily due to increases in Time and Savings deposits.
Borrowings by Maturity at December 31, 20251 $ in millionsParentCompanySubsidiariesTotalOriginal maturities of one year or less$- $7,254 $7,254 Original maturities greater than one year2026$11,568 $14,667 $26,235 202722,066 17,551 39,617 202816,080 28,682 44,762 202923,549 12,961 36,510 203016,080 14,840 30,920 Thereafter110,985 52,652 163,637 Total greater than one year$200,328 $141,353 $341,681 Total$200,328 $148,607 $348,935 1.Original maturity in the table is generally based on contractual final maturity. For borrowings with put options, maturity represents the earliest put date.
Borrowings of $349 billion at December 31, 2025 increased when compared with $289 billion at December 31, 2024, primarily due to non-bank issuances net of maturities and redemptions.
We believe that accessing debt investors through multiple distribution channels helps provide consistent access to the unsecured markets. In addition, the issuance of borrowings with original maturities greater than one year allows us to reduce reliance on short-term credit-sensitive instruments. Borrowings with original maturities greater than one year are generally managed to achieve staggered maturities, thereby mitigating refinancing risk, and to maximize investor diversification through sales to global institutional and retail clients across regions, currencies and product types.
The availability and cost of financing to us can vary depending on market conditions, the volume of certain trading and lending activities, our credit ratings and the overall availability of credit. We also engage in, and may continue to engage in, repurchases of our borrowings as part of our market-making activities.
For further information on Borrowings, see Note 13 to the financial statements.
Credit Ratings
We rely on external sources to finance a significant portion of our daily operations. Our credit ratings are one of the factors in the cost and availability of financing and can have an impact on certain trading revenues, particularly in those businesses where longer-term counterparty performance is a key consideration, such as certain OTC derivative transactions. When determining credit ratings, rating agencies consider both company-specific and industry-wide factors. See also "Risk Factors-Liquidity Risk" herein.
Parent Company and U.S. Bank Subsidiaries Issuer Ratings at February 13, 2026
Parent CompanyShort-Term DebtLong-Term DebtRating OutlookDBRS, Inc.R-1 (middle)AA (low)StableFitch Ratings, Inc.F1A+StableMoody's Investors Service, Inc.P-1A1StableRating and Investment Information, Inc.a-1A+StableS&P Global RatingsA-2A-Stable
MSBNAShort-Term DebtLong-Term DebtRating OutlookFitch Ratings, Inc.F1+AA-StableMoody's Investors Service, Inc.P-1Aa3StableS&P Global RatingsA-1A+StableMSPBNAShort-Term DebtLong-Term DebtRating OutlookFitch Ratings, Inc.F1+AA-StableMoody's Investors Service, Inc.P-1Aa3StableS&P Global RatingsA-1A+Stable
Debt & Financing - Risk 4
Secured FinancingThe liquid nature of the marketable securities and short-term receivables arising principally from sales and trading activities in the Institutional Securities business segment provides us with flexibility in managing the composition of our balance sheet. Secured financing investors principally focus on the quality of the eligible collateral posted. Accordingly, we actively manage our secured financings based on the quality of the assets being funded.
We have established longer-tenor secured funding requirements for less liquid asset classes, for which funding may be at risk in the event of a market disruption. We define highly liquid assets as government-issued or government-guaranteed securities with a high degree of fundability and less liquid assets as those that do not meet these criteria.
To further minimize the refinancing risk of secured financing for less liquid assets, we have established concentration limits to diversify our investor base and reduce the amount of monthly maturities for secured financing of less liquid assets. As a component of the Liquidity Risk Management Framework, we hold a portion of our Liquidity Resources against the potential disruption to our secured financing capabilities.
In general, we maintain a pool of liquid and easily fundable securities, which takes into account HQLA classifications consistent with LCR definitions, and other regulatory requirements, and provides a valuable future source of liquidity.
Collateralized Financing Transactions $ in millionsAtDecember 31,2025 AtDecember 31,2024 Securities purchased under agreements to resell and Securities borrowed$272,151 $242,424 Securities sold under agreements to repurchase and Securities loaned$95,849 $65,293 Securities received as collateral1$2,449 $9,625 1.Included within Trading assets in the balance sheet.
Average Daily BalanceThree Months Ended$ in millionsDecember 31, 2025December 31, 2024Securities purchased under agreements to resell and Securities borrowed$255,202 $250,354 Securities sold under agreements to repurchase and Securities loaned$90,397 $74,949
See "Total Assets by Business Segment" herein for additional information on the assets shown in the previous table and Notes 2 and 8 to the financial statements for additional information on collateralized financing transactions.
In addition to the collateralized financing transactions shown in the previous table, we engage in financing transactions collateralized by customer-owned securities, which are held in accordance with regulatory requirements. Receivables under these financing transactions, primarily margin loans, are included in Customer and other receivables in the balance sheet, and payables under these financing transactions, primarily to prime brokerage customers, are included in Customer and other payables in the balance sheet. Our risk exposure on these transactions is mitigated by collateral maintenance policies and the elements of our Liquidity Risk Management Framework.
Debt & Financing - Risk 5
Liquidity Coverage Ratio and Net Stable Funding RatioWe and our U.S. Bank Subsidiaries are required to maintain a minimum LCR and NSFR of 100%.
The LCR rule requires large banking organizations to have sufficient Eligible HQLA to cover net cash outflows arising from significant stress over 30 calendar days, thus promoting the short-term resilience of the liquidity risk profile of banking organizations. In determining Eligible HQLA for LCR purposes, weightings (or asset haircuts) are applied to HQLA, and certain HQLA held in subsidiaries is excluded.
The NSFR rule requires large banking organizations to maintain an amount of available stable funding, which is their regulatory capital and liabilities subject to standardized weightings, equal to or greater than their required stable funding, which is their projected minimum funding needs, over a one-year time horizon.
As of December 31, 2025, we and our U.S. Bank Subsidiaries are compliant with the minimum LCR and NSFR requirements of 100%.
Liquidity Coverage Ratio
Average Daily BalanceThree Months Ended$ in millionsDecember 31, 2025September 30, 2025Eligible HQLA Cash deposits with central banks$62,425 $51,867 Securities1232,693 234,905 Total Eligible HQLA$295,118 $286,772 Net cash outflows$219,706 $222,223 LCR134 %129 %1.Primarily includes U.S. Treasuries, U.S. agency mortgage-backed securities, sovereign bonds and investment grade corporate bonds.
Net Stable Funding Ratio
Average Daily BalanceThree Months Ended$ in millionsDecember 31, 2025September 30, 2025Available stable funding$698,728 $678,009 Required stable funding577,403 565,048 NSFR121 %120 %
Funding Management
We manage our funding in a manner that reduces the risk of disruption to our operations. We pursue a strategy of diversification of secured and unsecured funding sources (by product, investor and region) and attempt to ensure that the tenor of our liabilities equals or exceeds the expected holding period of the assets being financed. Our goal is to achieve an optimal mix of durable secured and unsecured financing.
We fund our balance sheet on a global basis through diverse sources. These sources include our equity capital, borrowings, bank notes, securities sold under agreements to repurchase, securities lending, deposits, letters of credit and lines of credit. We have active financing programs for both standard and structured products targeting global investors and currencies.
Treasury allocates interest expense to our businesses based on the tenor and interest rate profile of the assets being funded. Treasury similarly allocates interest income to businesses carrying deposit products and other liabilities across the businesses based on the characteristics of those deposits and other liabilities.
Debt & Financing - Risk 6
Proposed Changes to Capital RequirementsOn April 17, 2025, the Federal Reserve proposed revisions to the SCB and CCAR frameworks applicable to us, aimed at reducing the volatility of the capital requirements stemming from the Federal Reserve's annual stress test results. Under the proposal, our SCB would be based, in part, on the average of the post-stress capital decline embedded in the Federal Reserve's stress test results over two consecutive years. Additionally, the proposal would shift the annual effective date of the revised SCB from October 1 to January 1 of the following year and modify certain elements of the Federal Reserve's CCAR program.
Debt & Financing - Risk 7
Our borrowing costs and access to the debt capital markets depend on our credit ratings.The cost and availability of unsecured financing generally are impacted by (among other things) our long-term and short-term credit ratings. The rating agencies continue to monitor certain Firm-specific and industrywide factors that are important to the determination of our credit ratings. These include governance, capital adequacy, the level and quality of earnings, liquidity and funding, risk appetite and management, asset quality, strategic direction, business mix, regulatory or legislative changes, macroeconomic environment and perceived levels of support, and it is possible that the rating agencies could downgrade our ratings and those of similar institutions.
Our credit ratings also can have an adverse impact on certain trading revenues, particularly in those businesses where longer-term counterparty performance is a key consideration, such as OTC and other derivative transactions, including credit derivatives and interest rate swaps. In connection with certain OTC trading agreements and certain other agreements associated with our Institutional Securities business segment, we may be required to provide additional collateral to, or immediately settle any outstanding liability balance with, certain counterparties in the event of a credit rating downgrade.
Termination of our trading agreements could cause us to sustain losses and impair our liquidity by requiring us to find other sources of financing or to make significant payments in the form of cash or securities. The additional collateral or termination payments that may occur in the event of a future credit rating downgrade vary by contract and can be based on ratings by Moody's Investors Service, Inc., S&P Global Ratings and/or other rating agencies. See also "Management's Discussion and Analysis of Financial Condition and Results of Operations-Liquidity and Capital Resources-Credit Ratings-Incremental Collateral or Terminating Payments."
Debt & Financing - Risk 8
A default by a large financial institution or financial services firm could adversely affect financial markets.The commercial soundness of many financial institutions and certain other large financial services firms may be closely interrelated as a result of credit, trading, clearing or other relationships among such entities. Increased centralization of trading activities through particular clearinghouses, agent banks or exchanges may increase our concentration of risk with respect to these entities. As a result, concerns about, or a default or threatened default by, one or more such entities could lead to significant market-wide liquidity and credit problems, losses or defaults by other institutions, or require financial commitments to multilateral actions intended to support market stability. This is sometimes referred to as systemic risk and may adversely affect financial intermediaries, such as clearinghouses, clearing agencies, exchanges, banks and securities firms, with which we interact on a daily basis and, therefore, could adversely affect us. See also "Systemic Risk Regime" under "Business-Supervision and Regulation-Financial Holding Company."
Operational Risk
Operational risk refers to the risk of loss, or of damage to our reputation, resulting from inadequate or failed processes or systems, human factors (e.g., inappropriate or unlawful conduct) or external events (e.g., cyberattacks or third-party vulnerabilities) that may manifest as, for example, loss of information, business disruption, theft and fraud, legal, regulatory and compliance risks, or damage to physical assets. We may experience operational risk events across the full scope of our business activities, including revenue-generating activities and support and control groups (e.g., information technology ("IT") and trade processing). Legal, regulatory and compliance risk is included in the scope of operational risk and is discussed below under "Legal, Regulatory and Compliance Risk." For more information on how we monitor and manage operational risk, see "Quantitative and Qualitative Disclosures about Risk-Operational Risk."
Debt & Financing - Risk 9
We are exposed to the risk that third parties that are indebted to us will not perform their obligations.We incur significant credit risk exposure through our Institutional Securities business segment. This risk may arise from a variety of business activities, including, but not limited to: extending credit to clients through various lending commitments; entering into swap or other derivative contracts under which counterparties have obligations to make payments to us; acting as clearing broker for listed and over-the-counter derivatives whereby we guarantee client performance to clearinghouses; providing short- or long-term funding that is secured by physical or financial collateral, including, but not limited to, real estate and marketable securities, whose value may at times be insufficient to fully cover the loan repayment amount; posting margin and/or collateral and other commitments to clearinghouses, clearing agencies, exchanges, banks, securities firms and other financial counterparties; and investing and trading in securities and loan pools, whereby the value of these assets may fluctuate based on realized or expected defaults on the underlying obligations or loans.
We also incur credit risk in our Wealth Management business segment lending to mainly individual investors, including, but not limited to, margin- and securities-based loans collateralized by securities, residential mortgage loans, including home equity lines of credit ("HELOCs"), and structured loans to ultra-high net worth clients, that are in most cases secured by various types of collateral whose value may at times be insufficient to fully cover the loan repayment amount, including marketable securities, private investments, commercial real estate and other financial assets.
Our valuations related to, and reserves for losses on, credit exposures rely on complex models, estimates and subjective judgments about the future. While we believe current valuations and reserves adequately address our perceived levels of risk, future economic conditions, including U.S. real GDP growth rate, credit spreads, interest rates and changes in real estate and other asset values, that differ from or are more severe than forecast, inaccurate models or assumptions, or external factors, such as geopolitical events, changes in international trade policies, global pandemics or natural disasters, could lead to inaccurate measurement of or deterioration of credit quality of our borrowers and counterparties or the value of collateral and result in unexpected losses. We may also incur higher-than-anticipated credit losses as a result of (i) disputes with counterparties over the valuation of collateral or (ii) actions taken by other lenders that may negatively impact the valuation of collateral. In cases where we foreclose on collateral, sudden declines in the value or liquidity of collateral may result in significant losses to us despite our (i) credit monitoring, (ii) over-collateralization, (iii) ability to call for additional collateral or (iv) ability to force repayment of the underlying obligation, especially where there is a single type of collateral supporting the obligation. Certain of our credit exposures may be concentrated by counterparty, product, sector, portfolio, industry or geographic region. Although our models and estimates account for correlations among related types of exposures, a change in the market or economic environment for a concentrated product or an external factor impacting a concentrated counterparty, sector, portfolio, industry or geographic region may result in credit losses in excess of amounts forecast. For further information regarding our country risk exposure, see also "Quantitative and Qualitative Disclosures about Risk-Country Risk."
In addition, as a clearing member of several central counterparties, we are responsible for the defaults or misconduct of our customers and could incur financial losses in the event of default by other clearing members. Although we regularly review our credit exposures, default risk may arise from events or circumstances that are difficult to detect or foresee.
Debt & Financing - Risk 10
Investment Banking RevenuesNet revenues of $7,619 million in 2025 increased 23% compared with the prior year, reflecting increases across regions and businesses, particularly in underwriting revenues.
- Advisory revenues increased primarily reflecting higher completed M&A transactions.
- Equity underwriting revenues increased primarily reflecting higher convertible issuances and initial public offerings.
- Fixed income underwriting revenues increased primarily reflecting higher non-investment and investment grade bond and loan issuances, which benefited from higher event-related activity.
See "Investment Banking Volumes" herein.
Equity, Fixed Income and Other Net Revenues
Equity and Fixed Income Net Revenues 2025$ in millionsTradingFees1NetInterest2All Other3TotalFinancing$9,714 $635 $(2,543)$4 $7,810 Execution services4,790 2,992 (396)435 7,821 Total Equity$14,504 $3,627 $(2,939)$439 $15,631 Total Fixed Income$7,440 $428 $494 $354 $8,716 2024$ in millionsTradingFees1NetInterest2All Other3TotalFinancing$8,135 $566 $(2,840)$17 $5,878 Execution services3,702 2,591 (291)350 6,352 Total Equity$11,837 $3,157 $(3,131)$367 $12,230 Total Fixed Income$8,464 $394 $(730)$290 $8,418 2023$ in millionsTradingFees1NetInterest2All Other3TotalFinancing$7,206 $524 $(2,886)$66 $4,910 Execution services2,919 2,235 (190)112 5,076 Total Equity$10,125 $2,759 $(3,076)$178 $9,986 Total Fixed Income$7,848 $375 $(975)$425 $7,673 1.Includes Commissions and fees and Asset management revenues.
2.Includes funding costs, which are allocated to the businesses based on funding usage.
3.Includes Investments and Other revenues.
Debt & Financing - Risk 11
Net InterestInterest income and Interest expense are functions of the level and mix of total assets and liabilities, including Trading assets and Trading liabilities, Investment securities, Securities borrowed or purchased under agreements to resell, Securities loaned or sold under agreements to repurchase, Loans, Deposits and Borrowings.
Within the Institutional Securities business segment, Net interest is a function of market-making strategies, client activity, and the prevailing level, term structure and volatility of interest rates. Net interest is impacted by market-making, lending and financing activities. We generally earn interest on securities held by the Firm, Securities borrowed, Securities purchased under agreements to resell, Loans and margin loans, while Borrowings, Securities loaned and Securities sold under agreements to repurchase generally incur interest expense.
Within the Wealth Management business segment, Interest income is driven by assets held including Investment securities, Loans and margin loans. Interest expense is driven by Deposits and other funding.
Debt & Financing - Risk 12
Provision for Credit LossesThe Provision for credit losses on loans and lending commitments of $349 million in 2025 was primarily related to portfolio growth in corporate loans and secured lending facilities and provisions for certain specific commercial real estate loans. The Provision for credit losses on loans and lending commitments of $264 million in 2024 was primarily related to certain specific commercial real estate loans and growth in the corporate loan portfolio, partially offset by improvements in the macroeconomic outlook.
For further information on the Provision for credit losses, see "Credit Risk" herein.
Debt & Financing - Risk 13
Investment BankingInvestment banking revenues are derived from client engagements in which we act as an advisor, underwriter or distributor of capital.
Within the Institutional Securities business segment, these revenues are primarily composed of fees earned from underwriting equity and fixed income securities, syndicating loans and advisory services in relation to mergers and acquisitions, divestitures and corporate restructurings.
Within the Wealth Management business segment, these revenues are derived from the distribution of newly issued securities.
Debt & Financing - Risk 14
Asset Management and Related FeesAsset management and related fees of $6,068 million in 2025 increased 8% compared with the prior year, primarily driven by higher average AUM on higher market levels.
Asset management revenues are influenced by the level, relative mix of AUM and related fee rates. While higher market levels drove increases in average AUM in the current year period, there were continued net outflows in the Equity asset class, which may be influenced by the structure and performance of our investment strategies and products relative to their benchmarks, offset by higher net inflows in the Alternatives and Solutions and Fixed Income asset classes reflecting client preferences. To the extent these conditions continue, we would expect our Asset management revenue to continue to be impacted.
See "Assets Under Management or Supervision" herein.
Debt & Financing - Risk 15
InvestmentsInvestments revenues are composed of realized and unrealized gains and losses derived from investments, including those associated with carried interest arrangements and co-investment plans. Estimates of the fair value of the investments that produce these revenues may involve significant judgment and may fluctuate significantly over time in light of business, market, economic and financial conditions, generally or in relation to specific transactions.
Within the Institutional Securities segment, gains and losses are primarily from business-related investments. Certain investments are subject to sale restrictions.
Within the Investment Management business segment, Investments revenues are primarily from performance-based fees in the form of carried interest, a portion of which is subject to risk of reversal, and gains and losses from investments. The business is entitled to receive carried interest when the return in certain funds exceeds specified performance targets. Additionally, we consolidate certain sponsored Investment Management funds where revenues are primarily attributable to holders of noncontrolling interests.
Debt & Financing - Risk 16
Significant changes to interest rates could adversely affect our results of operations.Our net interest income is sensitive to changes in interest rates, generally resulting in higher net interest income in higher interest rate scenarios and lower net interest income in lower interest rate scenarios. The level and pace of interest rate changes, along with other developments, such as pricing changes to certain deposit types due to various competitive dynamics and alternative cash-equivalent products available to depositors, have in the past impacted, and could again impact, client preferences, including cash allocation, and the pace of reallocation of client balances, resulting in changes in the deposit mix and associated interest expense, as well as client demand for loans. These factors have in the past adversely affected, and may in the future adversely affect, our results of operations, including our net interest income.
Corporate Activity and Growth7 | 9.3%
Corporate Activity and Growth - Risk 1
2025 Compared with 2024Corporate Activity and Growth - Risk 2
Asset ManagementAsset management revenues include fees associated with the management and supervision of assets and the distribution of funds and similar products.
Within the Wealth Management business segment, Asset management revenues are related to advisory services associated with fee-based assets, account service and administration, as well as distribution of products. These revenues are generally based on the net asset value of the account in which a client is invested.
Within the Investment Management business segment, Asset management revenues are primarily composed of fees received from investment vehicles on the basis of assets under management. Performance-based fees, not in the form of carried interest, are earned on certain products and separately managed accounts as a percentage of appreciation in value and, in certain cases, are based upon the achievement of performance criteria. These performance fees are generally recognized on a quarterly or annual basis.
Corporate Activity and Growth - Risk 3
Our risk management strategies, models and processes may not be fully effective in mitigating our risk exposures in all market environments or against all types of risk, which could result in unexpected losses.We have devoted significant resources to develop our risk management strategies, models and processes, including our use of various risk models for assessing market, credit, liquidity and operational exposures and hedging strategies, stress testing and other analysis capabilities, and expect to continue to do so in the future. Nonetheless, our risk management capabilities may not be fully effective in mitigating our risk exposure in all market environments or against all types of risk, including risks that are unidentified or unanticipated.
As our businesses change and grow, including through acquisitions and the introduction and application of new technologies, such as artificial intelligence and tokenization, and the markets in which we operate evolve, our risk management strategies, models and processes may not always adapt with those changes. Some of our methods of managing risk are based upon our use of observed historical market behavior and management's judgment. As a result, these methods may not predict future risk exposures, which could be significantly greater than the historical measures indicate. Many models we use are based on assumptions or inputs regarding correlations among prices of various asset classes or other market indicators and, therefore, may not anticipate future market conditions, such as the impact of a pandemic or a geopolitical conflict, which could cause us to incur losses.
Management of market, credit, liquidity, operational, model, legal, regulatory and compliance risks requires, among other things, policies and procedures to record properly and verify a large number of transactions and events, and these policies and procedures may not be fully effective. Our trading risk management strategies and techniques also seek to balance our ability to profit from trading positions with our exposure to potential losses.
While we employ a broad and diversified set of risk monitoring and risk mitigation techniques, those techniques and the judgments that accompany their application cannot anticipate every economic and financial outcome or the timing of such outcomes. For example, to the extent that our trading or investing activities involve less liquid trading markets or are otherwise subject to restrictions on sales or hedging, we may not be able to reduce our positions and, therefore, reduce our risk associated with such positions. We may, therefore, incur losses in the course of our trading or investing activities. For more information on how we monitor and manage market and certain other risks and related strategies, models and processes, see "Quantitative and Qualitative Disclosures about Risk-Market Risk."
Legal, Regulatory and Compliance Risk
Legal, regulatory and compliance risk includes the risk of legal or regulatory sanctions; material financial loss, including fines, penalties, judgments, damages and/or settlements; limitations on our business; or loss to reputation we may suffer as a result of our failure to comply with laws, regulations, rules, related self-regulatory organization standards and codes of conduct applicable to our business activities. This risk also includes contractual and commercial risk, such as the risk that a counterparty's performance obligations will be unenforceable. It also includes compliance with AML, terrorist financing and anti-corruption rules and regulations. For more information on how we monitor and manage legal, regulatory and compliance risk, see "Quantitative and Qualitative Disclosures about Risk-Legal, Regulatory and Compliance Risk."
Corporate Activity and Growth - Risk 4
We may be unable to fully capture the expected value from acquisitions, divestitures, joint ventures, partnerships, minority stakes or strategic alliances, and certain acquisitions may subject our business to new or increased risk.In connection with past or future acquisitions, divestitures, joint ventures, partnerships, minority stakes or strategic alliances (including with Mitsubishi UFJ Financial Group, Inc. ("MUFG")), we face numerous risks and uncertainties in combining, transferring, separating or integrating the relevant businesses and systems that may present operational and other risks, including the need to combine or separate accounting, data processing, technology and other systems, management controls and legal entities, and to integrate relationships with clients, trading counterparties and business partners. Certain of these strategic initiatives, and integration thereof, may cause us to incur incremental expenses and may also require incremental financial, management and other resources.
In the case of joint ventures, partnerships and minority stakes, we are subject to additional risks and uncertainties because we may be dependent upon, and subject to liability, losses or franchise and reputational damage relating to systems, controls and personnel that are not under our control, and conflicts or disagreements between us and any of our partners may negatively impact the benefits to be achieved by the relevant partnerships.
There is no assurance that any of our acquisitions, divestitures or investments will be successfully integrated or disaggregated or yield all of the positive benefits and synergies anticipated. If we are not able to integrate or disaggregate successfully our past and future acquisitions or dispositions, including aligning the processes, policies and procedures of the acquired entities with our standards, there is a risk that our results of operations, financial condition and cash flows may be materially and adversely affected.
Certain of our business initiatives, including expansions of existing businesses or the introduction of new products, may change our client or account profile or bring us into contact, directly or indirectly, with individuals and entities that are not within our traditional client and counterparty base and may expose us to new asset classes, services, competitors and new markets. These business activities expose us to new and enhanced risks, greater regulatory scrutiny of these activities, increased credit-related, sovereign, compliance and operational risks, as well as franchise and reputational concerns regarding the manner in which these assets are being operated or held, or services are being delivered.
For more information regarding the regulatory environment in which we operate, see also "Business-Supervision and Regulation."
Corporate Activity and Growth - Risk 5
Risk Committee of the BoardThe BRC assists the Board in its oversight of the ERM framework; oversees significant financial risk exposures of the Firm, including market, credit, model and liquidity risk, against established risk measurement methodologies and the steps management has taken to monitor and control such exposures; oversees our risk appetite statement, including risk tolerance levels and limits; reviews capital, liquidity and funding strategy and planning and related guidelines and policies; reviews the contingency funding plan and capital planning process; oversees our significant risk governance, risk management and risk assessment guidelines and policies; oversees the performance of the Chief Risk Officer; reviews reports from our Strategic Transactions Committee, CCAR Committee and RRP Committee; reviews significant new product risk, emerging risks, regulatory matters and climate risk; and reviews reports from the Chief Audit Officer regarding the results of reviews and assessments of the risk management, liquidity and capital functions. The BRC reports to the Board on a regular basis and coordinates with the Board and other Board committees with respect to oversight of risk management and risk assessment guidelines.
Corporate Activity and Growth - Risk 6
Operations and Technology Committee of the BoardThe Operations and Technology Committee of the Board ("BOTC") oversees our operations and technology strategy and significant investments in support of such strategy; oversees operational risk, including information technology, information security, fraud, third-party oversight, business disruption and resilience and cybersecurity risks and the steps management has taken to monitor and control such exposures. The BOTC reviews and approves significant operations and technology policies. The BOTC also reviews risk management and risk assessment guidelines in coordination with the Board and other Board committees, and policies regarding operational risk. The BOTC reports to the Board on a regular basis.
Corporate Activity and Growth - Risk 7
Independent Risk Management FunctionsThe Financial Risk Management functions (Market Risk, Credit Risk, Model Risk, Liquidity Risk, Climate Risk, Electronic Trading Risk and Risk Analytics) and Non-Financial Risk Management functions (Compliance, Global Financial Crimes, and Operational Risk) are independent of our business units and report to the Chief Risk Officer and Head of Non-Financial Risk, respectively. These functions assist senior management and the FRC in monitoring and controlling our risk through a number of control processes. Each function maintains its own risk governance structure with specified individuals and committees responsible for aspects of managing risk. Further discussion about the responsibilities of the risk management functions may be found under "Market Risk," "Credit Risk," "Operational Risk," "Model Risk," "Liquidity Risk," "Legal, Regulatory and Compliance Risk," and "Climate Risk" herein.
Legal & Regulatory
Total Risks: 11/75 (15%)Below Sector Average
Regulation7 | 9.3%
Regulation - Risk 1
The application of regulatory requirements and strategies in the U.S. or other jurisdictions to facilitate the orderly resolution of large financial institutions may pose a greater risk of loss for our security holders and subject us to other restrictions.Regulation - Risk 2
The financial services industry is subject to extensive regulation, and changes in regulation will impact our business.Like other major financial services firms, we are subject to extensive regulation by U.S. federal and state regulatory agencies and securities exchanges, and by regulators and exchanges in each of the major markets where we conduct our business, including an increasing number of complex sanctions and disclosure regimes. These laws and regulations, which could in the future increase in volume and complexity, significantly affect the way and costs of doing business and can restrict the scope of our existing businesses and limit our ability to expand our product offerings and pursue certain investments.
The Firm and its employees are subject to wide-ranging regulation and supervision, which, among other things, subject us to intensive scrutiny of our businesses and any plans for expansion of those businesses through acquisitions or otherwise, limitations on activities, a systemic risk regime that imposes heightened capital and liquidity and funding requirements, including the global implementation of capital standards established by the Basel Committee, and other enhanced prudential standards, resolution regimes and resolution planning requirements, requirements for maintaining minimum amounts of TLAC and external long-term debt, restrictions on activities and investments imposed by the Volcker Rule, comprehensive derivatives regulation, commodities regulation, market structure regulation, consumer protection regulation, AML, terrorist financing and anti-corruption rules and regulations, tax regulations and interpretations, antitrust laws, trade and transaction reporting obligations, requirements related to preventing the misuse of confidential information, including material non-public information, record-keeping requirements, broadened fiduciary obligations and disclosure requirements and laws and regulations related to new technologies, including artificial intelligence and tokenization.
New laws, rules, regulations and guidelines, as well as ongoing implementation of, our efforts to comply with, and/or changes to laws, rules, regulations and guidelines, including changes in the breadth, application, interpretation or enforcement of laws, rules, regulations and guidelines, could materially impact the profitability of our businesses and the value of assets we hold, impact our income tax provision and effective tax rate, expose us to additional theories of liability and additional costs, require changes to business practices or force us to discontinue businesses, adversely affect our ability to pay dividends and repurchase our stock or require us to raise capital, including in ways that may adversely impact our shareholders or creditors.
In addition, regulatory requirements that are imposed by foreign policymakers and regulators may be inconsistent or conflict with regulations that we are subject to in the U.S. and may adversely affect us. See "Business-Supervision and Regulation."
Regulation - Risk 3
Commissions and FeesCommissions and fees result from arrangements in which the client is charged a fee for executing transactions related to securities, services related to sales and trading activities, and sales of other products.
Within the Institutional Securities business segment, commissions and fees include fees earned from market-making activities, such as executing and clearing client transactions on major stock and derivative exchanges, as well as from OTC derivatives.
Within the Wealth Management business segment, commissions and fees arise from client transactions including in equity securities, insurance products, mutual funds, alternative investments, futures and options. Wealth Management also earns revenues from order flow payments for directing customer orders to broker-dealers, exchanges and market centers for execution.
Regulation - Risk 4
OtherOther revenues for Institutional Securities include revenues and losses from equity method investments, fees earned in association with lending activities, mark-to-market gains and losses on loans and lending commitments held for sale, as well as gains and losses on economic derivative hedges associated with certain held-for-sale and held-for-investment loans and lending commitments.
Other revenues for Wealth Management include realized gains and losses on AFS securities, account handling fees, referral fees and other miscellaneous revenues.
Provision for Credit Losses
The Provision for credit losses includes the provision for credit losses for loans and lending commitments held for investment.
Institutional Securities-Fixed Income and Equities
Fixed income and Equities net revenues are composed of Trading revenues, Commissions and fees, Asset management revenues, Net interest, and certain Investments and Other revenues directly attributable to those businesses. These revenues, which can be affected by a variety of interrelated factors, including market volumes, bid-offer spreads and the impact of market conditions on inventory held to facilitate client activity, as well as the effect of hedging activity, are viewed in the aggregate when assessing the performance and profitability of our businesses.
The following is a description of the revenue-generating activities within our equity and fixed income businesses, as well as how their results impact the income statement line items.
Equity-Financing. We provide financing, prime brokerage and fund administration services to our clients active in the equity markets through a variety of products, including margin lending, securities lending and swaps. Results from this business are largely driven by the difference between financing income earned and financing and liquidity costs incurred, which are reflected in Net interest for securities lending products, and in Trading revenues for derivative products. Fees for providing fund administration services are reflected in Asset management revenues.
Equity-Execution services. A significant portion of the results for this business is generated by commissions and fees from executing and clearing client transactions on major stock and derivative exchanges, as well as from OTC transactions. We make markets for our clients principally in equity-related securities and derivative products, including those that provide liquidity and are utilized for hedging. Market-making also generates gains and losses on inventory held to facilitate client activity, which are reflected in Trading revenues. Execution services also includes certain Investments and Other revenues.
Fixed Income-Within fixed income, we make markets in various flow and structured products in order to facilitate client activity as part of the following products and services:
- Global macro products. We make markets for our clients in interest rate and foreign exchange products across emerging and developed markets, including exchange-traded and OTC securities and derivative instruments. The results of this market-making activity are primarily driven by gains and losses from buying and selling positions to stand ready for and satisfy client demand and are recorded in Trading revenues.
- Credit products. We make markets in credit-sensitive products, such as corporate bonds and mortgage securities and other securitized products, and related derivative instruments. This market-making activity also generates gains and losses on inventory held to facilitate client activity which are reflected in Trading revenues. We undertake lending activities, which include commercial mortgage lending, secured lending facilities and financing extended to sales and trading customers. Due to the amount and type of the interest-bearing securities and loans making up this business, a significant portion of the results is also reflected in Net interest revenues.
- Commodities products and Other. We make markets in various commodity products related primarily to electricity, natural gas, oil and metals. These activities are primarily recorded in Trading revenues.
Fixed income also includes certain Investments and Other revenues.
Institutional Securities-Other Net Revenues
Other net revenues include impacts from certain treasury functions, such as liquidity and funding costs and gains and losses on economic hedges related to certain borrowings. Other net revenues also include mark-to-market gains and losses on held-for-sale corporate loans and lending commitments, as well as net interest and gain and losses on economic hedges associated with held-for-sale and held-for-investment corporate loans and lending commitments. Also included are gains and losses from financial instruments used to economically hedge compensation expense related to certain DCP, income and losses from the equity method investment related to our Japanese securities joint venture with MUFG, as well as Investments and Other revenues that are not directly attributable to Fixed income and Equities businesses.
Compensation Expense
Compensation and benefits expenses include base salaries and fixed allowances, formulaic programs, discretionary incentive compensation, amortization of deferred cash and equity awards, changes in the fair value of the referenced notional DCP investments, carried interest allocated to employees, severance costs, and other items such as health and welfare benefits. For additional information on DCP, refer to "Other Matters" herein.
The factors that drive compensation for our employees vary from period to period, from segment to segment and within a segment. For certain revenue-producing employees in the Wealth Management and Investment Management business segments, compensation is largely paid on the basis of formulaic payouts that link employee compensation to revenues. Compensation for other employees, including revenue-producing employees in the Institutional Securities business segment and employees in corporate support functions, include base salary and benefits and may also include incentive compensation that is determined following the assessment of the performance of the Firm, business unit and individual.
Income Taxes
The Income tax provision for our business segments is generally determined based on the revenues, expenses and activities directly attributable to each business segment. Certain items have been allocated to each business segment, generally in proportion to its respective net revenues or other relevant measures.
Institutional Securities
Income Statement Information % Change$ in millions20252024202320252024RevenuesAdvisory$2,888 $2,378 $2,244 21 %6 %Equity1,965 1,599 889 23 %80 %Fixed Income2,766 2,193 1,445 26 %52 %Total Underwriting4,731 3,792 2,334 25 %62 %Total Investment Banking7,619 6,170 4,578 23 %35 %Equity15,631 12,230 9,986 28 %22 %Fixed Income8,716 8,418 7,673 4 %10 %Other1,114 1,262 823 (12)%53 %Net revenues33,080 28,080 23,060 18 %22 %Provision for credit losses302 202 401 50 %(50)%Compensation and benefits9,785 8,669 8,369 13 %4 %Non-compensation expenses11,756 10,460 9,814 12 %7 %Total non-interest expenses21,541 19,129 18,183 13 %5 %Income before provision for income taxes11,237 8,749 4,476 28 %95 %Provision for income taxes2,430 1,947 884 25 %120 %Net income8,807 6,802 3,592 29 %89 %Net income applicable to noncontrolling interests157 136 139 15 %(2)%Net income applicable to Morgan Stanley$8,650 $6,666 $3,453 30 %93 %
Investment Banking
Investment Banking Volumes $ in billions202520242023Completed mergers and acquisitions1$756 $655 $677 Equity and equity-related offerings2, 379 63 32 Fixed Income offerings2, 4414 326 236
Source: LSEG Data & Risk Analytics (formerly known as Refinitiv) as of January 2, 2026. Transaction volumes may not be indicative of net revenues in a given period. In addition, transaction volumes for prior periods may vary from amounts previously reported due to the subsequent withdrawal, change in value or change in timing of certain transactions.
1.Includes transactions of $100 million or more. Based on full credit to each of the advisors in a transaction.
2.Based on full credit for single book managers and equal credit for joint book managers.
3.Includes Rule 144A issuances and registered public offerings of common stock, convertible securities and rights offerings.
4.Includes Rule 144A and publicly registered issuances, non-convertible preferred stock, mortgage-backed and asset-backed securities, and taxable municipal debt. Excludes leveraged loans and self-led issuances.
Regulation - Risk 5
Functional Risk and Control CommitteesFunctional risk and control committees and other committees within the ERM framework facilitate efficient and comprehensive supervision of our risk exposures and processes.
Each business segment has a risk committee that is responsible for helping to ensure that the business segment, as applicable, adheres to established limits and/or tolerances for market, credit, operational and other risks, as applicable; implements risk measurement, monitoring, and management policies, procedures, controls and systems that are consistent with the risk framework established by the FRC; and reviews, on a periodic basis, our aggregate risk exposures, risk exception experience, and the efficacy of our risk identification, measurement, monitoring and management policies and procedures, and related controls.
Regulation - Risk 6
Firm Risk CommitteeThe Board has also authorized the Firm Risk Committee ("FRC"), a management committee appointed and co-chaired by the Chief Executive Officer and Chief Risk Officer, which includes the most senior officers of the Firm from the business, independent risk functions and control groups, to help oversee the ERM framework. The FRC's responsibilities include: oversight of our risk management principles, procedures, limits and tolerances; the monitoring of capital levels and material market, credit, operational, model, liquidity, legal, compliance, reputational and other risks, as appropriate; and the steps management has taken to monitor and manage such risks. The FRC also establishes and communicates risk appetite, including aggregate Firm limits and tolerances, as appropriate. The Governance Process Review Subcommittee of the FRC oversees governance and process issues on behalf of the FRC. The FRC reports to the Board, the BAC, the BOTC and the BRC through the Chief Risk Officer, Chief Financial Officer, Chief Legal Officer and Head of Non-Financial Risk.
Regulation - Risk 7
Final Rulemaking on Changes to the Enhanced Supplementary Leverage RatioOn November 25, 2025, the U.S. banking agencies adopted a final rule modifying eSLR standards applicable to U.S. G-SIBs and their U.S. IDI subsidiaries. Under the final rule, the eSLR buffer applicable to U.S. G-SIBs equals 50% of each
BHC's Method 1 G-SIB capital surcharge, applied above the 3.0% minimum SLR requirement. The eSLR buffer applicable to U.S. G-SIBs' IDI subsidiaries has the same form and calibration as the BHC-level standard but is capped at 1.0%, applied above the 3.0% minimum SLR requirement. The final rule also included conforming modifications to total leverage exposure calculations in U.S. G-SIBs' TLAC and LTD requirements. The effective date of the final rule is April 1, 2026, with optional early adoption on January 1, 2026.
The Firm and its U.S. Bank Subsidiaries elected to early adopt the final rule as of January 1, 2026. Because our Method 1 G-SIB capital surcharge is 1.0%, the Firm and its U.S. Bank Subsidiaries will be subject to a 3.5% SLR standard (inclusive of a 0.5% eSLR buffer) for the quarter ended March 31, 2026, as compared with the prior standards, which imposed a 5.0% SLR standard on the Firm (inclusive of a 2.0% eSLR buffer) and a 6.0% SLR standard on its U.S. Bank Subsidiaries (inclusive of a 3.0% eSLR buffer).
Litigation & Legal Liabilities4 | 5.3%
Litigation & Legal Liabilities - Risk 1
Audit Committee of the BoardLitigation & Legal Liabilities - Risk 2
Internal Audit DepartmentThe Internal Audit Department ("IAD") independently identifies and assesses risks facing the Firm and provides independent, objective and timely assurance to stakeholders about the effectiveness of risk management, governance and controls over key risks within the Firm's businesses and functions. Activities (including outsourced activities) and entities of the Firm (including subsidiaries, affiliates and branches) are subject to IAD coverage. IAD designs and executes a comprehensive risk-based assurance plan to fulfill its role and purpose, which includes assessing compliance with policies, procedures and laws and regulations. IAD may conduct other assurance work, such as retrospective reviews, pre-implementation reviews, and investigations as requested by the BAC, senior management or the Firm's regulators.
IAD executes its activities in accordance with the mandatory elements of The Institute of Internal Auditors' Global Internal Audit Standards, as well as the Firm's Code of Ethics and Business Conduct, regulatory requirements, and IAD's policies, procedures, standards and guidance. The Chief Audit Officer, who reports directly to the Chair of the BAC and administratively to the Firm's Chief Executive Officer ("CEO"), communicates the results of IAD activities to the BAC on a quarterly basis and periodically to the BRC and BOTC.
Litigation & Legal Liabilities - Risk 3
A failure to address conflicts of interest appropriately could adversely affect our businesses and reputation.As a global financial services firm that provides products and services to a large and diversified group of clients, including corporations, governments, financial institutions and individuals, we face potential conflicts of interest in the normal course of business. For example, potential conflicts can occur when there is a divergence of interests between us and a client, among clients, between an employee on the one hand and us or a client on the other, or situations in which we may be a creditor of a client. Moreover, we utilize multiple brands and business channels, including those resulting from our acquisitions, and continue to enhance the collaboration across business segments, including as part of our Integrated
Firm initiatives, which may heighten the potential conflicts of interest or the risk of improper sharing of information.
We have policies, procedures and controls that are designed to identify and address potential conflicts of interest, and we utilize various measures, such as the use of disclosure, to manage these potential conflicts. However, identifying and mitigating potential conflicts of interest can be complex and challenging and can become the focus of media and regulatory scrutiny. Indeed, actions that merely appear to create a conflict can put our reputation at risk even if the likelihood of an actual conflict has been mitigated. It is possible that potential conflicts could give rise to litigation or enforcement actions, which may lead to our clients being less willing to enter into transactions in which a conflict may occur and could adversely affect our businesses and reputation.
Our regulators also have the ability to scrutinize our activities for potential conflicts of interest, including through detailed examinations of specific transactions. For example, our status as a BHC supervised by the Federal Reserve subjects us to direct Federal Reserve scrutiny with respect to transactions between our U.S. Bank Subsidiaries and their affiliates. Further, the Volcker Rule subjects us to regulatory scrutiny regarding certain transactions between us and our clients.
Competitive Environment
Litigation & Legal Liabilities - Risk 4
The financial services industry faces substantial litigation and is subject to extensive regulatory and law enforcement investigations, and we may face damage to our reputation and legal liability.As a global financial services firm, we face the risk of investigations and proceedings by governmental and self-regulatory organizations in all countries in which we conduct our business. These investigations and proceedings, as well as the amount of penalties and fines sought, continue to impact the financial services industry. Certain U.S. and international governmental entities have brought criminal actions against, or have sought criminal convictions, pleas, deferred prosecution agreements or non-prosecution agreements from financial institutions. Significant regulatory or law enforcement action against us could materially adversely affect our business, reputation, financial condition or results of operations, and increase our exposure to civil litigation.
Investigations and proceedings initiated by these authorities may result in adverse judgments, settlements, fines, penalties, disgorgement, restitution, forfeiture, injunctions or other relief, and have included and may in the future include requirements that the Firm admit certain conduct, which may result in increased exposure to civil litigation. In addition,these measures have caused and may in the future cause collateral consequences. For example, such matters could impact our ability to engage in, or impose limitations on, certain of our businesses.
As part of the resolution of certain investigations and proceedings, the Firm has been and may in the future be required to undertake certain measures and failure to do so may result in adverse consequences, such as further investigations or proceedings-both civil and criminal-and additional penalties, fines, judgments or other relief.
The Dodd-Frank Act also provides compensation to whistleblowers who present the SEC or CFTC with information related to securities or commodities law violations that leads to a successful enforcement action. As a result of this compensation, it is possible we could face an increased number of investigations by the SEC or CFTC.
We have been named, from time to time, as a defendant in various legal actions, including arbitrations, class actions and other litigation, as well as investigations or proceedings brought by regulatory agencies, arising in connection with our activities as a global diversified financial services institution. Certain of the actual or threatened legal or regulatory actions include claims for substantial compensatory and/or punitive damages or claims for indeterminate amounts of damages, or may result in material penalties, fines or other results adverse to us.
In some cases, the third-party entities that would otherwise be the primary defendants in such cases are bankrupt, in financial distress or may not honor applicable indemnification obligations. In other cases, including antitrust litigation, we may be subject to claims for joint and several liability with other defendants for treble damages or other relief related to alleged conspiracies involving other institutions. Like any large corporation, we are also subject to risk from potential employee misconduct, including noncompliance with policies, laws, rules and regulations, and improper use or disclosure of confidential information, or improper sales practices or other conduct.
Macro & Political
Total Risks: 10/75 (13%)Above Sector Average
Economy & Political Environment1 | 1.3%
Economy & Political Environment - Risk 1
Our liquidity and financial condition have in the past been, and could in the future be, adversely affected by U.S. and international markets and economic conditions.International Operations1 | 1.3%
International Operations - Risk 1
We are subject to numerous political, economic, legal, compliance, tax, operational, franchise and other risks as a result of our international operations that could adversely impact our businesses in many ways.Natural and Human Disruptions2 | 2.7%
Natural and Human Disruptions - Risk 1
Holding large and concentrated positions may expose us to losses.Natural and Human Disruptions - Risk 2
Climate-related risks could result in increased costs and adversely affect our operations, businesses and clients.Climate-related physical risks include harm to people and property arising from acute, climate-related events, such as floods, hurricanes, heatwaves, droughts and wildfires, and chronic, longer-term shifts in climate patterns, such as higher global average temperatures, rising sea levels and long-term droughts. Such events could disrupt our operations or those of our clients or third parties on which we rely, including through direct damage to physical assets and indirect impacts from supply chain disruption and market volatility. These events could impact the ability of certain of our clients or customers to repay their obligations, reduce the value of collateral, increase costs, including the cost or availability of insurance coverage, and result in other adverse effects.
Climate-related transition risks include policy, legal, technology and market changes. Examples of these transition risks include changes in consumer and business sentiment, related technologies, shareholder preferences and any additional regulatory and legislative requirements, including increased disclosure requirements or taxation of carbon emissions. These risks could increase our expenses and adversely impact our strategies. Negative impacts to certain of our clients, such as decreased profitability and asset write-downs, could also lead to increased credit and liquidity risk to us.
In addition, our reputation and client relationships may be adversely impacted as a result of our, or our clients', involvement, or lack of involvement, in certain practices that may impact, or are perceived or associated with impacting the climate. Moreover, legislative or regulatory change regarding climate-related risks, including inconsistent requirements and uncertainties, could result in loss of revenue, or increased credit, market, liquidity, regulatory, compliance, reputational and other risks and costs.
Our ability to achieve our climate-related objectives and the way we go about this are subject to risks and uncertainties, many of which are outside our control, such as the pace and success of client transition, energy demand and usage, the implementation of public policy and technological advances, and could also result in reputational harm as a result of public sentiment, legislative and regulatory scrutiny (including from U.S. federal and state governments and foreign policymakers and regulators), litigation and reduced investor and stakeholder confidence. If we are unable to achieve our climate-related objectives or our current response to climate-related risks is perceived to be ineffective or insufficient, or the way we respond is perceived negatively, our business and reputation may suffer.
Climate-related risks, and the perspective of regulators, governments, shareholders, employees and other stakeholders regarding climate change, as well as geopolitical events, continue to evolve rapidly, making it difficult to assess the ultimate impact on us of climate-related risks and uncertainties. As climate risk is interconnected with other risks, we have developed and continue to enhance processes to embed climate risk considerations into our risk management practices and governance structures. Despite our risk management practices, the unpredictability surrounding the timing and severity of climate-related events, and societal or political changes in reaction to them, make it difficult to predict, identify, monitor and mitigate climate risks.
In addition, the methodologies and data used to manage and monitor climate risk continue to evolve. Current approaches utilize information and estimates that have been derived from information or factors released by third-party sources, which may not reflect the latest or most accurate data and may not be available in a timely manner. Climate-related data, particularly greenhouse gas emissions for clients and counterparties, varies in quality and comparability. Certain third-party information may also change over time as methodologies evolve and are refined. While we believe we use the best available information at the time, we may only be able to complete limited validation. Furthermore, modeling capabilities and methodologies to analyze climate-related risks, although improving, remain nascent and emerging and are subject to uncertainty due to limited historical trend information and the absence of standardized and comprehensive data. These and other factors could cause results to differ materially, which could impact our ability to manage climate-related risks.
Cybersecurity
For a discussion of cybersecurity, see "Quantitative and Qualitative Disclosures about Risk- Operational Risk- Cybersecurity."
Morgan Stanley is a global financial services firm that maintains significant market positions in each of its business segments-Institutional Securities, Wealth Management and Investment Management. Morgan Stanley, through its subsidiaries and affiliates, provides a wide variety of products and services to a large and diversified group of clients and customers, including corporations, governments, financial institutions and individuals. We operate as an Integrated Firm whereby we serve clients holistically across our business segments. Unless the context otherwise requires, the terms "Morgan Stanley," "Firm," "us," "we" or "our" mean Morgan Stanley (the "Parent Company") together with its consolidated subsidiaries. See the "Glossary of Common Terms and Acronyms" for the definition of certain terms and acronyms used throughout this Form 10-K. For an analysis of 2024 results compared with 2023 results, see Part II, Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations" in the annual report on Form 10-K for the year ended December 31, 2024 filed with the SEC.
A description of the clients and principal products and services of each of our business segments is below. Through the Integrated Firm some of our clients may use the products and services of more than one of our business segments.
Institutional Securities provides a variety of products and services to corporations, governments, financial institutions and ultra-high net worth clients. Investment Banking services consist of capital raising and financial advisory services, including the underwriting of debt, equity securities and other products, as well as advice on mergers and acquisitions, restructurings and project finance. Our Markets business, which comprises Equity and Fixed Income, provides sales, financing, prime brokerage, market-making, and Asia wealth management services and holds certain business-related investments. Lending activities include originating corporate loans and commercial real estate loans, providing secured lending facilities, and extending securities-based and other financing to clients. Other activities include research.
Wealth Management provides a comprehensive array of financial services and solutions to individual investors, including high and ultra-high net worth individuals, and businesses and institutions. Wealth Management supports clients through three channels: Advisor-Led, Self-Directed and Workplace. Wealth Management includes: financial advisor-led brokerage, investment advisory, custody, cash management, and administrative services; self-directed brokerage services; financial and wealth planning services; workplace services, including stock plan administration; securities-based lending, residential and commercial real estate loans and other lending products; banking; and retirement plan services.
Investment Management provides a broad range of investment strategies and products that span geographies, asset classes, and public and private markets to a diverse group of clients across institutional and intermediary channels. Strategies and products, which are offered through a variety of investment vehicles, include equity, fixed income, alternatives and solutions, and liquidity and overlay services. Institutional clients include defined benefit/defined contribution plans, foundations, endowments, government entities, sovereign wealth funds, insurance companies, third-party fund sponsors and corporations. Individual clients are generally served through intermediaries, including affiliated and non-affiliated distributors.
Management's Discussion and Analysis includes certain metrics that we believe to be useful to us, investors, analysts and other stakeholders by providing further transparency about, or an additional means of assessing, our financial condition and operating results. Such metrics, when used, are defined and may be different from or inconsistent with metrics used by other companies.
The results of operations in the past have been, and in the future may continue to be, materially affected by: competition; legislative, legal and regulatory developments; market and economic conditions; and other risk factors. These factors also may have an adverse impact on our ability to achieve our strategic objectives. Additionally, the discussion of our results of operations herein may contain forward-looking statements. These statements, which reflect management's beliefs and expectations, are subject to risks and uncertainties that may cause actual results to differ materially. For a discussion of the risks and uncertainties that may affect our future results, see "Forward-Looking Statements", "Business-Competition", "Business-Supervision and Regulation", "Risk Factors" and "Liquidity and Capital Resources-Regulatory Requirements" herein.
Executive Summary
Overview of Financial Results
Capital Markets6 | 8.0%
Capital Markets - Risk 1
Liquidity is essential to our businesses and we rely on external sources to finance a significant portion of our operations.Capital Markets - Risk 2
Liquidity ResourcesWe maintain sufficient Liquidity Resources, which consist of HQLA and cash deposits with banks, to cover daily funding needs and to meet strategic liquidity targets sized by the Required Liquidity Framework and Liquidity Stress Tests. We actively manage the amount of our Liquidity Resources considering the following components: unsecured debt maturity profile; balance sheet size and composition; funding needs in a stressed environment, inclusive of contingent cash outflows; legal entity, regional and segment liquidity requirements; regulatory requirements; and collateral requirements.
The amount of Liquidity Resources we hold is based on our risk appetite and is calibrated to meet various internal and regulatory requirements and to fund prospective business activities. The Liquidity Resources are primarily held within the Parent Company and its major operating subsidiaries. The Total HQLA values in the tables immediately following are different from Eligible HQLA, which, in accordance with the LCR rule, also takes into account certain regulatory weightings and other operational considerations.
Liquidity Resources by Type of Investment
Average Daily BalanceThree Months Ended$ in millionsDecember 31, 2025September 30, 2025Cash deposits with central banks$67,334 $56,629 Unencumbered HQLA securities1:U.S. government obligations186,200 189,861 U.S. agency and agency mortgage-backed securities89,737 82,958 Non-U.S. sovereign obligations234,790 30,629 Other investment grade securities358 321 Total HQLA1$378,419 $360,398 Cash deposits with banks (non-HQLA)7,465 7,692 Total Liquidity Resources$385,884 $368,090 1.HQLA is presented prior to applying weightings and includes all HQLA held in subsidiaries.
2.Primarily composed of unencumbered French, U.K., Japanese, German, Italian, and Spanish government obligations.
Liquidity Resources by Non-Bank and Bank Legal Entities
Average Daily BalanceThree Months Ended$ in millionsDecember 31, 2025September 30, 2025Non-Bank legal entitiesU.S.:Parent Company$91,181 $90,626 Non-Parent Company58,795 55,786 Total U.S.149,976 146,412 Non-U.S.77,770 70,173 Total Non-Bank legal entities227,746 216,585 Bank legal entitiesU.S.150,428 145,349 Non-U.S.7,710 6,156 Total Bank legal entities158,138 151,505 Total Liquidity Resources$385,884 $368,090
Liquidity Resources may fluctuate from period to period based on the overall size and composition of our balance sheet, the maturity profile of our unsecured debt, and estimates of funding needs in a stressed environment, among other factors.
Regulatory Liquidity Framework
Capital Markets - Risk 3
Liquidity Stress TestsWe use Liquidity Stress Tests to model external and intercompany liquidity flows across multiple scenarios and a range of time horizons. These scenarios contain various combinations of idiosyncratic and systemic stress events of different severity and duration. The methodology, implementation, production and analysis of our Liquidity Stress Tests are important components of the Required Liquidity Framework.
The assumptions used in our various Liquidity Stress Test scenarios include, but are not limited to, the following:
- No government support;- No access to equity and limited access to unsecured debt markets;- Repayment of all unsecured debt maturing within the stress horizon;- Higher haircuts for and significantly lower availability of secured funding;- Additional collateral that would be required by trading counterparties, certain exchanges and clearing organizations related to credit rating downgrades;- Additional collateral that would be required due to collateral substitutions, collateral disputes and uncalled collateral;- Discretionary unsecured debt buybacks;- Drawdowns on lending commitments provided to third parties; and - Client cash withdrawals and reduction in customer short positions that fund long positions.
Liquidity Stress Tests are produced and results are reported at different levels, including major operating subsidiaries and major currencies, to capture specific cash requirements and cash availability across the Firm, including a limited number of asset sales in a stressed environment. The Liquidity Stress
Tests assume that subsidiaries will use their own liquidity first to fund their obligations before drawing liquidity from the Parent Company and that the Parent Company will support its subsidiaries and will not have access to subsidiaries' liquidity reserves. In addition to the assumptions underpinning the Liquidity Stress Tests, we take into consideration settlement risk related to intraday settlement and clearing of securities and financing activities.
At December 31, 2025 and December 31, 2024, we maintained sufficient liquidity to meet current and contingent funding obligations as modeled in our Liquidity Stress Tests.
Capital Markets - Risk 4
Required Liquidity FrameworkOur Required Liquidity Framework establishes the amount of liquidity we must hold in both normal and stressed environments to ensure that our financial condition and overall soundness are not adversely affected by an inability (or perceived inability) to meet our financial obligations in a timely manner. The Required Liquidity Framework considers the most constraining liquidity requirement to satisfy all regulatory and internal limits at a consolidated and legal entity level.
Capital Markets - Risk 5
Primary Market Risk Exposures and Market Risk ManagementWe have exposures to a wide range of risks related to interest rates and credit spreads, equity prices, foreign exchange rates and commodity prices as well as the associated implied volatilities, correlations and spreads of the global markets in which we conduct our trading activities.
We are exposed to interest rate and credit spread risk as a result of our market-making activities and other trading in interest rate-sensitive financial instruments (i.e., risk arising from changes in the level or implied volatility of interest rates, the timing of mortgage prepayments, the shape of the yield curve and/or credit spreads). The activities from which those exposures arise and the markets in which we are active include, but are not limited to: derivatives, corporate and government debt across both developed and emerging markets and asset-backed debt, including mortgage-related securities.
We are exposed to equity price, correlation and implied volatility risk as a result of making markets in equity securities and derivatives and maintaining other positions, including positions in non-public entities. Positions in non-public entities may include, but are not limited to, exposures to private equity, venture capital, private partnerships, real estate funds and other funds. Such positions are less liquid, have longer investment horizons and are more difficult to hedge than listed equities.
We are exposed to foreign exchange rate, correlation and implied volatility risk as a result of making markets in foreign currencies and foreign currency derivatives, from maintaining foreign exchange positions and from holding non-U.S. dollar-denominated financial instruments.
We are exposed to commodity price and implied volatility risk as a result of market-making activities in commodity products related primarily to electricity, natural gas, oil and precious metals. Commodity exposures are subject to periods of high price volatility as a result of changes in supply and demand. These changes can be caused by weather conditions, physical production and transportation, or geopolitical and other events that affect the available supply and level of demand for these commodities.
We manage our trading positions by employing a variety of risk-mitigation strategies. These strategies include diversification of risk exposures and hedging. Hedging activities consist of the purchase or sale of positions in related securities and financial instruments, including a variety of derivative products (e.g., futures, forwards, swaps and options). Hedging activities may not always provide effective mitigation against trading losses due to differences in the terms, specific characteristics or other basis risks that may exist between the hedge instrument and the risk exposure that is being hedged.
We manage the market risk associated with our trading activities on a Firmwide basis, on a worldwide trading division level and on an individual product basis. We manage and monitor our market risk exposures in such a way as to maintain a portfolio that we believe is well diversified in the aggregate with respect to market risk factors and that reflects our aggregate risk tolerance as established by our senior management.
Aggregate market risk limits have been approved for the Firm across all divisions worldwide. Additional market risk limits are assigned to trading desks and, as appropriate, products and regions. Trading division risk managers, desk risk managers, traders and the Market Risk Department monitor market risk measures against limits in accordance with policies set by our senior management.
Capital Markets - Risk 6
Our results of operations may be materially affected by market fluctuations and by global financial market and economic conditions and other factors.Our results of operations have been in the past and may, in the future, be materially affected by global financial market and economic conditions, including, in particular, by periods of low or slowing economic growth in the United States and other major markets, both directly and indirectly through their impact on client activity levels. These include the level and volatility of equity, fixed income and commodity prices; the level, term structure and volatility of interest rates; inflation, currency values and unemployment rates; the level of other market indices; fiscal or monetary policies established by governments, central banks and financial regulators; and uncertainty concerning the future path of interest rates, government shutdowns, debt ceilings or funding, which may be driven by economic conditions, recessionary fears, market uncertainty or lack of confidence among investors and clients due to the effects of widespread events such as global pandemics, natural disasters, climate-related incidents, acts of war or aggression, geopolitical instability, changes as a result of global elections, including changes in U.S. presidential administrations or Congress, changes to global trade policies, supply chain complications and the implementation of tariffs, protectionist trade policies, trade sanctions or investment restrictions and other factors, or a combination of these or other factors.
The results of our Institutional Securities business segment, particularly results relating to our involvement in primary and secondary markets for all types of financial products, are subject to substantial market fluctuations due to a variety of factors that we cannot control or predict with great certainty. These fluctuations impact results by causing variations in business flows and activity and in the fair value of securities and other financial products. Fluctuations also occur due to the level of global market activity, which, among other things, can be impacted by market uncertainty or lack of investor and client confidence due to unforeseen economic, geopolitical or market conditions that in turn affect the size, number and timing of investment banking client assignments and transactions and the realization of returns from our principal investments.
Periods of unfavorable market or economic conditions, including equity market levels and the level and pace of changes in interest rates and asset valuation, may have adverse impacts on the level of individual investor confidence and participation in the global markets and/or the level of and mix of client assets, including deposits. This could also impact the level of net new asset flows and/or flows into fee-based assets. Any of these factors could negatively impact the results of our Wealth Management business segment.
Substantial market fluctuations or divergence in asset performance could also cause variations in the value of our investments in our funds, the flow of investment capital into or from AUM, and the way customers allocate capital among money market, equity, fixed income or other investment alternatives, which could negatively impact the results of our Investment Management business segment.
The value of our financial instruments may be materially affected by market fluctuations. Market volatility, illiquid market conditions and disruptions in the markets may make it difficult to value and monetize certain of our financial instruments, particularly during periods of market uncertainty or displacement. Subsequent valuations in future periods, in light of factors then prevailing, may result in significant changes in the value of these instruments and may adversely impact historical or prospective fees and performance-based income (also known as incentive fees, which include carried interest) in respect of certain businesses. In addition, at the time of any sales and settlements of these financial instruments, the price we ultimately realize will depend on the demand and liquidity in the market at that time and may be materially lower than their current fair value. Any of these factors could cause a decline in the value of our financial instruments, which may adversely affect our results of operations in future periods.
In addition, financial markets are susceptible to severe events evidenced by rapid depreciation in asset values accompanied by a reduction in asset liquidity. Under these extreme conditions, hedging and other risk management strategies may not be as effective at mitigating trading losses as they would be under more normal market conditions. Moreover, under these conditions, market participants are particularly exposed to trading strategies employed by many market participants simultaneously and on a large scale, which could lead to increased individual counterparty risk for our businesses. Although our risk management and monitoring processes seek to quantify and mitigate risk to more extreme market moves, severe market events have historically been difficult to predict, and we could realize significant losses if extreme market events were to occur.
Production
Total Risks: 9/75 (12%)Above Sector Average
Manufacturing1 | 1.3%
Manufacturing - Risk 1
Supervisory Stress TestingEmployment / Personnel4 | 5.3%
Employment / Personnel - Risk 1
Culture, Values and Conduct of EmployeesEmployment / Personnel - Risk 2
Chief Risk OfficerThe Chief Risk Officer, who is independent of business units, reports to the BRC and the Chief Executive Officer. The Chief Risk Officer oversees compliance with our financial risk limits; approves exceptions to our financial risk limits; independently reviews material market, credit, model and liquidity risks; and reviews results of risk management processes with the Board, the BRC, the BOTC and the BAC, as appropriate. The Chief Risk Officer oversees the ERM framework, which includes non-financial risk, and coordinates with the the Chief Financial Officer and the Chief Executive Officer regarding capital and liquidity management and works with the Compensation, Management Development and Succession Committee of the Board ("CMDS Committee") to help ensure that the structure and design of incentive compensation arrangements do not encourage unnecessary and excessive risk taking.
Employment / Personnel - Risk 3
GovernanceManagement's role in assessing and managing material risks from cybersecurity threatsOur Cybersecurity Program is operated and maintained by management, including the Chief Information Officer of Cyber, Data, Risk and Resilience ("CIO") and the Chief Information Security Officer ("CISO"). These senior officers are responsible for assessing and managing the Firm's cybersecurity risks. Our Cybersecurity Program strategy, which is set by the CISO and overseen by the Head of Cyber, Technology, and Information Security Non-Financial Risk ("Head of NFR CTIS"), is informed by various risk and control assessments, control testing, external assessments, threat intelligence, and public and private information sharing. Our Cybersecurity Program also includes processes for escalating and considering the materiality of incidents that impact the Firm, including escalation to senior management and the Board.The members of management that lead our Cybersecurity Program and strategy have extensive experience in technology, cybersecurity and information security. The CIO has over 30 years of experience in various engineering, IT, operations and information security roles. The CISO has over 25 years of experience leading cybersecurity teams at financial institutions, including in the areas of IT strategy, risk management and information security. The Head of NFR CTIS has over 25 years of experience in technology, security and compliance roles, including experience in government security agencies.Risk levels and mitigating measures are presented to and monitored by dedicated management-level cybersecurity risk committees. These committees include representatives from Firm management as well as business and control stakeholders who review, challenge and, where appropriate, consider exceptions to our policies and procedures. Significant cybersecurity risks are escalated from these committees to our Non-Financial Risk Committee. The CIO and the Head of NFR CTIS report on the status of our Cybersecurity Program, including significant cybersecurity risks; review metrics related to the program; and discuss the status of regulatory and remedial actions and incidents to the FRC, the BOTC and the Board, as appropriate. For more information regarding the Firm's ERM framework, see "Quantitative and Qualitative Disclosures about Risk-Risk Management."Board of Directors' oversight of risks from cybersecurity threatsAs discussed above, material cybersecurity risks are addressed by management-level ERM committees with escalation to the BOTC and Board, as appropriate. The BOTC has primary responsibility for assisting the Board in its oversight of significant operational risk exposures of the Firm and its business units, including IT, information security, fraud, third-party oversight, business disruption and resilience, and cybersecurity risks (including review of cybersecurity risks against established risk management methodologies) and the steps management has taken to monitor and control such exposures. In accordance with its charter, the BOTC receives quarterly reports from (i) Technology, including the CIO or the CISO; (ii) Operations; and (iii) NFR. Such reporting includes updates on our Cybersecurity Program, risks from cybersecurity threats, our programs to address and mitigate the risks associated with the evolving cybersecurity threat environment, and NFR's assessment of cybersecurity risks. Senior officers in Technology and NFR also provide an annual report to the BOTC on the status of our broader information security program in compliance with the Gramm-Leach-Bliley Act, which includes a discussion of risks arising from cybersecurity threats. At least annually, senior management representatives in Technology and NFR discuss the status of the Cybersecurity Program and key cybersecurity risks with the Board and, in accordance with the Board's Corporate Governance Policies, all Board members are invited to attend BOTC meetings and have access to meeting materials. The BOTC, which meets at least quarterly, also reviews and approves significant policies related to cybersecurity, receives an annual independent assessment of key aspects of our Cybersecurity Program from an independent third party and holds joint meetings with the BAC and BRC, as necessary and appropriate. The chair of the BOTC regularly discusses cybersecurity developments with senior management, including the senior officers mentioned above, and reports to the Board on cybersecurity risks and threats and other related matters.
Firm Resilience
The Firm's critical processes and businesses could be disrupted by events including cyberattacks, failure or loss of access to technology and/or associated data, military conflicts, acts of terror, natural disasters, severe weather events and infectious disease. The Firm maintains a Firmwide resilience program that is designed to provide for operational resilience and enable it to respond to and recover critical processes and supporting assets in the event of a disruption impacting our people, technology, facilities and third parties. The key elements of the Firm's resilience program include business continuity management, technology disaster recovery, third party resilience and key business service resilience. Resilience testing is performed both internally and with critical third parties to validate recovery capability in accordance with business requirements.
Third-Party Risk Management
In connection with our ongoing operations, we utilize the products and/or services of third parties, which we anticipate will continue and may increase in the future. These products and/or services include, for example, outsourced processing and support functions and other professional services. Our risk-based approach to managing exposure to our third parties includes the performance of due diligence, implementation of service-level and other contractual agreements, consideration of operational risks and ongoing monitoring of the performance of our third parties. We maintain and continue to enhance our third-party risk management program, which is designed to align with our risk tolerance and meet regulatory requirements. The program includes appropriate governance, policies, procedures and enabling technology. The third-party risk management program includes the adoption of appropriate risk management controls and practices throughout the third-party management life cycle to manage risk of service failure, risk of data loss and reputational risk, among others.
Model Risk
Model risk is the potential for adverse consequences from decisions based on incorrect or misused model outputs. Model risk can lead to financial loss, poor business and strategic decision-making, noncompliance with applicable laws and/or regulations or damage to the Firm's reputation. The risk inherent in a model is a function of the materiality, complexity and uncertainty around inputs and assumptions.
Model risk is generated from the use of models impacting financial statements, regulatory filings, capital adequacy assessments and the formulation of strategy.
Sound model risk management is an integral part of our Risk Management Framework. The Model Risk Management Department ("MRM") is a distinct department in Risk Management responsible for the oversight of model risk.
The MRM establishes a model risk tolerance in line with our risk appetite. The tolerance is based on an assessment of the materiality of the risk of financial loss or reputational damage due to errors in design, implementation and/or inappropriate use of models. The tolerance is monitored through model-specific and aggregate business-level assessments, which are based upon qualitative and quantitative factors.
The effective challenge of models consists of critical analysis by objective, informed parties who can identify model limitations and assumptions and drive appropriate changes. The MRM provides effective challenge of models, independently validates and approves models for use, annually recertifies models, periodically revalidates, identifies and tracks remediation plans for model limitations and reports on model risk metrics. The department also oversees the development of controls to support a complete and accurate Firmwide model inventory.
Liquidity Risk
Liquidity risk refers to the risk that we will be unable to finance our operations due to a loss of access to the capital markets or difficulty in liquidating our assets. Liquidity risk also encompasses our ability (or perceived ability) to meet our financial obligations without experiencing significant business disruption or reputational damage that may threaten our viability as a going concern. Liquidity risk also encompasses the associated funding risks triggered by the market or idiosyncratic stress events that may negatively affect our liquidity and may impact our ability to raise new funding or the cost of new funding. Generally, we incur liquidity and funding risk as a result of our trading, lending, investing and client facilitation activities.
Our Liquidity Risk Management Framework is critical to helping ensure that we maintain sufficient liquidity reserves and durable funding sources to meet our daily obligations and to withstand unanticipated stress events. The Liquidity Risk Department is a distinct area in Risk Management responsible for the oversight and monitoring of liquidity risk. The Liquidity Risk Department ensures transparency of material liquidity and funding risks, compliance with established risk limits and escalation of risk concentrations to appropriate senior management.
To execute these responsibilities, the Liquidity Risk Department establishes limits in line with our risk appetite, identifies and analyzes emerging liquidity and funding risks to ensure such risks are appropriately mitigated, monitors and reports risk exposures against metrics and limits, and reviews the methodologies and assumptions underpinning our Liquidity Stress Tests to ensure sufficient liquidity and funding under a range of adverse scenarios.
The Treasury Department and applicable business units have primary responsibility for evaluating, monitoring and controlling the liquidity and funding risks arising from our business activities and for maintaining processes and controls to manage the key risks inherent in their respective areas. The Liquidity Risk Department coordinates with the Treasury Department and these business units to help ensure a consistent and comprehensive framework for managing liquidity and funding risk across the Firm. See also "Management's Discussion and Analysis of Financial Condition and Results of Operations-Liquidity and Capital Resources" herein.
Legal, Regulatory and Compliance Risk
Legal, regulatory and compliance risk includes the risk of legal or regulatory sanctions, material financial loss, including fines, penalties, judgments, damages and/or settlements, limitations on our business, or loss to reputation that we may suffer as a result of failure to comply with laws, regulations, rules, related self-regulatory organization standards and codes of conduct applicable to our business activities. This risk also includes contractual and commercial risk, such as the risk that a counterparty's performance obligations will be unenforceable. It also includes compliance with AML, terrorist financing, and anti-corruption rules and regulations. We are generally subject to extensive regulation in the different jurisdictions in which we conduct our business (see also "Business-Supervision and Regulation" and "Risk Factors").
We have established procedures based on legal and regulatory requirements on a worldwide basis that are designed to facilitate compliance with applicable statutory and regulatory requirements and to require that our policies relating to business conduct, ethics and practices are followed globally. In addition, we have established procedures to mitigate the risk that a counterparty's performance obligations will be unenforceable, including consideration of counterparty legal authority and capacity, adequacy of legal documentation, the permissibility of a transaction under applicable law and whether applicable bankruptcy or insolvency laws limit or alter contractual remedies. The heightened legal and regulatory focus on the financial services and banking industries globally presents a continuing business challenge for us.
Climate Risk
Climate-related risk consists of physical and transition risks. Physical risks include harm to people and property arising from acute climate-related events, such as floods, hurricanes, heatwaves, droughts and wildfires, and chronic, longer-term shifts in climate patterns, such as higher global average temperatures, rising sea levels and long-term droughts. Transition risks include policy, legal, technology and market changes. Examples of these transition risks include changes in consumer and business sentiment, related technologies, shareholder preferences and any additional regulatory and legislative requirements, including increased disclosure requirements or taxation of carbon emissions.
Climate risk, which is not expected to have a significant effect on our consolidated results of operations or financial condition in the near term, is an overarching risk that can impact other categories of risk. Physical risk may lead to increased credit risk by diminishing borrowers' repayment capacity or impacting the value of collateral. In addition, physical risk could pose increased operational risk to our facilities and people. The impacts of transition risk may lead to and amplify credit or liquidity risk by reducing our customers' operating income or the value of their assets as well as exposing us to reputational, compliance and/or litigation risk due to increased legal and regulatory scrutiny or negative public sentiment.
As climate risk is interconnected with other risk types, we have developed and continue to enhance processes to embed climate risk considerations into our risk management practices and governance structures. The BRC oversees Firmwide risks, which include climate risk, and, as part of its oversight, receives updates on our risk management approach to climate risk, including our approaches toward scenario analysis and integration of climate risk into our existing risk management processes. Our climate risk management efforts are overseen by the Climate Risk Committee, which is co-chaired by our Firm Risk Management Chief Operating Officer and Chief Sustainability Officer and shapes our approach to managing climate-related risks in line with our overall risk framework.
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Morgan Stanley and subsidiaries (the "Firm") as of December 31, 2025 and 2024, the related consolidated income statements, comprehensive income statements, cash flow statements and statements of changes in total equity for each of the three years in the period ended December 31, 2025, and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Firm as of December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2025, in conformity with accounting principles generally accepted in the United States of America.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Firm's internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 19, 2026, expressed an unqualified opinion on the Firm's internal control over financial reporting.
Basis for Opinion
These financial statements are the responsibility of the Firm's management. Our responsibility is to express an opinion on the Firm's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Firm in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Valuation of Level 3 Financial Assets and Certain Level 3 Financial Liabilities Carried at Fair Value on a Recurring Basis and Level 3 Loans Held for Sale - Refer to Note 4 to the financial statements
Critical Audit Matter Description
The Firm's trading and financing activities result in the Firm carrying material financial instruments having limited price transparency. These financial instruments can span a broad array of product types and generally include derivatives, securities, loans, and borrowings. As described in Note 4, at December 31, 2025 the Level 3 financial assets carried at fair value on a recurring basis approximate $8.0 billion; the Level 3 trading liabilities, borrowings, other secured financings, and securities sold under agreements to repurchase carried at fair value on a recurring basis approximate $5.0 billion, and the Level 3 loans held for sale approximate $3.7 billion. Unlike financial instruments whose inputs are readily observable and, therefore, more easily independently corroborated, the valuation of these financial instruments is inherently subjective and often involves the use of unobservable inputs and proprietary valuation models whose underlying algorithms and valuation methodologies are complex.
We identified the valuation of Level 3 financial assets and Level 3 trading liabilities, borrowings, other secured financings, and securities sold under agreements to repurchase carried at fair value on a recurring basis and Level 3 loans held for sale as a critical audit matter given the Firm uses complex valuation models and/or valuation inputs that are not observable in the marketplace to determine the respective carrying values. Performing our audit procedures to evaluate the appropriateness of these models and inputs involved a high degree of auditor judgment, professionals with specialized skills and knowledge, and an increased extent of testing.
How the Critical Audit Matter Was Addressed in the Audit
Our audit procedures related to the valuation of Level 3 financial assets and Level 3 trading liabilities, borrowings, other secured borrowings, and securities sold under agreements to repurchase carried at fair value on a recurring basis and Level 3 loans held for sale included the following, among others:
- We tested the design and operating effectiveness of the Firm's model review and price verification controls. The Firm maintains these internal controls to assess the appropriateness of its valuation methodologies and the relevant inputs and assumptions.
- We independently evaluated the appropriateness of management's valuation methodologies for selected financial instruments, including the input assumptions, considering the expected assumptions of other market participants and external data when available.
- We developed independent estimates for selected financial instruments using externally sourced inputs and independent valuation models and used such estimates to further evaluate management's estimates. For certain of our selected financial instruments, this included a comparison to the Firm's estimates for similar transactions and an evaluation of the Firm's assumptions inclusive of the inputs, as applicable.
- We tested the revenues arising from the trade date fair value estimates for selected structured transactions for which we developed independent estimates to test the valuation inputs and assumptions used by the Firm and evaluated whether these methods were consistent with the Firm's relevant valuation policies.
- We assessed the consistency by which management has applied significant and unobservable valuation assumptions used in developing the Firm's estimates.
- We performed a retrospective assessment of management's estimates for certain of our selected financial instruments, for which there were events or transactions occurring after the valuation date. We did so by comparing management's estimates to the relevant evidence provided by such events or transactions, as applicable.
/s/ Deloitte & Touche LLP
New York, New York
February 19, 2026
We have served as the Firm's auditor since 1997.
December 2025 Form 10-K80See Notes to Consolidated Financial Statements
See Notes to Consolidated Financial Statements81December 2025 Form 10-K
December 2025 Form 10-K82See Notes to Consolidated Financial Statements
See Notes to Consolidated Financial Statements83December 2025 Form 10-K 1. Introduction and Basis of Presentation
The FirmMorgan Stanley is a global financial services firm that maintains significant market positions in each of its business segments-Institutional Securities, Wealth Management and Investment Management. Morgan Stanley, through its subsidiaries and affiliates, provides a wide variety of products and services to a large and diversified group of clients and customers, including corporations, governments, financial institutions and individuals. Morgan Stanley operates as an Integrated Firm whereby it serves clients holistically across its business segments. Unless the context otherwise requires, the terms "Morgan Stanley" or the "Firm" mean Morgan Stanley (the "Parent Company") together with its consolidated subsidiaries. See the "Glossary of Common Terms and Acronyms" for the definition of certain terms and acronyms used throughout this Form 10-K.A description of the clients and principal products and services of each of the Firm's business segments is below. Through the Integrated Firm some of our clients may use the products and services of more than one of our business segments.Institutional Securities provides a variety of products and services to corporations, governments, financial institutions and ultra-high net worth clients. Investment Banking services consist of capital raising and financial advisory services, including the underwriting of debt, equity securities and other products, as well as advice on mergers and acquisitions, restructurings and project finance. Our Markets business, which comprises Equity and Fixed Income, provides sales, financing, prime brokerage, market-making, and Asia wealth management services and holds certain business-related investments. Lending activities include originating corporate loans and commercial real estate loans, providing secured lending facilities, and extending securities-based and other financing to clients. Other activities include research.Wealth Management provides a comprehensive array of financial services and solutions to individual investors, including high and ultra-high net worth individuals, and businesses and institutions. Wealth Management supports clients through three channels: Advisor-Led, Self-Directed and Workplace. Wealth Management includes: financial advisor-led brokerage, investment advisory, custody, cash management, and administrative services; self-directed brokerage services; financial and wealth planning services; workplace services, including stock plan administration; securities-based lending, residential and commercial real estate loans and other lending products; banking; and retirement plan services.
majority voting interest or otherwise. For VIEs (i.e., entities that do not meet the aforementioned criteria), the Firm consolidates those entities where it has the power to make the decisions that most significantly affect the economic performance of the VIE and has the obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE.For investments in entities in which the Firm does not have a controlling financial interest but has significant influence over operating and financial decisions, it applies the equity method of accounting with net gains and losses recorded within Other revenues (see Note 11) unless the Firm has elected to measure the investment at fair value, in which case net gains and losses are recorded within Investments revenues (see Note 5).Equity and partnership interests held by entities qualifying for accounting purposes as investment companies are carried at fair value.The Firm's significant regulated U.S. and international subsidiaries include:- Morgan Stanley & Co. LLC ("MS&Co."),- Morgan Stanley Smith Barney LLC ("MSSB"),- Morgan Stanley Europe SE ("MSESE"), - Morgan Stanley & Co. International plc ("MSIP"),- Morgan Stanley Capital Services LLC ("MSCS"),- Morgan Stanley Capital Group Inc. ("MSCG"),- Morgan Stanley MUFG Securities Co., Ltd. ("MSMS"),- Morgan Stanley Bank, N.A. ("MSBNA") and- Morgan Stanley Private Bank, National Association ("MSPBNA").For further information on the Firm's significant regulated U.S. and international subsidiaries, see Note 16.
2. Significant Accounting Policies
Revenue RecognitionRevenues are recognized when the promised goods or services are delivered to our customers in an amount that is based on the consideration the Firm expects to receive in exchange for those goods or services when such amounts are not probable of significant reversal. Investment BankingRevenues from investment banking activities consist of revenues earned from underwriting, primarily equity and fixed income securities and loan syndications, and advisory fees, primarily for mergers, acquisitions and restructurings. Underwriting revenues are generally recognized on trade date if there is no uncertainty or contingency related to the amount to be paid. Underwriting costs are deferred and recognized in permits an election to account for tax equity investments using the proportional amortization method if certain conditions are met. Under the proportional amortization method, the initial cost of the investment is amortized in proportion to the income tax credits and other income tax benefits received and recognized net in the income statement as a component of provision for income taxes. The update requires a separate accounting policy election to be made for each tax credit program. Additional disclosures are required regarding (i) the nature of our tax equity investments and (ii) the effect of our tax equity investments and related income tax credits on the financial condition and results of operations (see Note 11).The adoption resulted in a decrease to Retained earnings of $60 million as of January 1, 2024, net of tax, and a corresponding reduction to Other assets.
3. Cash and Cash Equivalents $ in millionsAtDecember 31,2025 AtDecember 31,2024 Cash and due from banks$4,462 $4,436 Interest bearing deposits with banks107,233 100,950 Total Cash and cash equivalents$111,695 $105,386 Restricted cash$30,385 $29,643 For additional information on cash and cash equivalents, including restricted cash, see Note 2.
4. Fair Values
Recurring Fair Value Measurements Assets and Liabilities Measured at Fair Value on a Recurring Basis At December 31, 2025$ in millionsLevel 1Level 2Level 3Netting1TotalAssets at fair valueTrading assets:U.S. Treasury and agency securities$70,801 $48,504 $- $- $119,305 Other sovereign government obligations44,790 359 59 - 45,208 State and municipal securities- 3,740 - - 3,740 MABS- 2,326 317 - 2,643 Loans and lending commitments2- 9,520 1,424 - 10,944 Corporate and other debt3,720 32,117 1,414 - 37,251 Corporate equities3,5161,160 823 276 - 162,259 Derivative and other contracts:Interest rate2,231 125,002 452 - 127,685 Credit- 10,081 263 - 10,344 Foreign exchange11 85,969 165 - 86,145 Equity7,335 85,077 717 - 93,129 Commodity and other222 13,746 2,494 - 16,462 Netting1(7,509)(247,840)(1,049)(40,577)(296,975)Total derivative and other contracts2,290 72,035 3,042 (40,577)36,790 Investments4,5795 416 1,507 - 2,718 Physical commodities- 685 - - 685 Total trading assets4283,556 170,525 8,039 (40,577)421,543 Investment securities -AFS80,907 29,559 - - 110,466 Total assets at fair value$364,463 $200,084 $8,039 $(40,577)$532,009 financial instruments, such as equity method investments and certain receivables.
5. Fair Value Option
The Firm has elected the fair value option for certain eligible instruments that are risk managed on a fair value basis to mitigate income statement volatility caused by measurement basis differences between the elected instruments and their associated risk management transactions or to eliminate complexities of applying certain accounting models. Borrowings Measured at Fair Value on a Recurring Basis $ in millionsAtDecember 31, 2025AtDecember 31, 2024Business Unit Responsible for Risk ManagementEquity$64,457 $49,144 Interest rates46,394 34,451 Commodities13,665 14,829 Credit6,094 3,306 Foreign exchange1,869 1,602 Total$132,479 $103,332 Net Revenues from Liabilities under the Fair Value Option $ in millionsTrading RevenuesInterest ExpenseNet Revenues12025Borrowings$(11,414)$1,000 $(12,414)Deposits(254)235 (489)2024Borrowings(1,118)650 (1,767)Deposits(134)242 (376)2023Borrowings(7,991)503 (8,494)1.Amounts do not reflect any gains or losses from related economic hedges. Gains (losses) from changes in fair value are recorded in Trading revenues and are mainly attributable to movements in the reference price or index, interest rates or foreign exchange rates.Gains (Losses) Due to Changes in Instrument-Specific Credit Risk $ in millionsTradingRevenuesOCI2025Loans and other receivables1$(44)$- Lending commitments(2)- Deposits- 50 Borrowings(20)(1,187)2024Loans and other receivables1$(53)$- Lending commitments(3)- Deposits- (39)Borrowings(27)(663)2023Loans and other receivables1$(123)$- Lending commitments14 - Deposits- 17 Borrowings(19)(1,726)$ in millionsAtDecember 31, 2025AtDecember 31, 2024Cumulative pre-tax DVA gain (loss) recognized in AOCI$(4,005)$(2,868)1.Loans and other receivables-specific credit gains (losses) were determined by excluding the non-credit components of gains and losses. Difference between Contractual Principal and Fair Value1$ in millionsAtDecember 31, 2025AtDecember 31, 2024Loans and other receivables2$10,746 $10,207 Nonaccrual loans2 8,146 7,719 Borrowings33,680 3,249 1.Amounts indicate contractual principal greater than or (less than) fair value. 2.The majority of the difference between principal and fair value amounts for loans and other receivables relates to distressed debt positions purchased at amounts well below par. 3.Excludes borrowings where the repayment of the initial principal amount fluctuates based on changes in a reference price or index. The previous tables exclude non-recourse debt from consolidated VIEs, liabilities related to transfers of financial assets treated as collateralized financings, pledged commodities and other liabilities that have specified assets attributable to them. Fair Value Loans on Nonaccrual Status$ in millionsAtDecember 31, 2025AtDecember 31, 2024Nonaccrual loans$1,240 $647 Nonaccrual loans 90 or more days past due$124 $155 6. Derivative Instruments and Hedging Activities
The Firm trades and makes markets globally in listed futures, OTC swaps, forwards, options and other derivatives referencing, among other things, interest rates, equities, currencies, investment grade and non-investment grade corporate credits, loans, bonds, U.S. and other sovereign securities, emerging market bonds and loans, credit indices, ABS indices, property indices, mortgage-related and other ABS, and real estate loan products. The Firm uses these instruments for market-making, managing foreign currency and credit exposure, and asset/liability management.The Firm manages its market-making positions by employing a variety of risk mitigation strategies. These strategies include diversification of risk exposures and hedging. Hedging activities consist of the purchase or sale of positions in related securities and financial instruments, including a variety of derivative products (e.g., futures, forwards, swaps and options). The Firm manages the market risk associated with its market-making activities on a Firmwide basis, on a worldwide trading division level and on an individual product basis.
tranche, they are passed on to the next most senior tranche in the capital structure.Other Credit Contracts. The Firm has invested in CLNs and CDOs, which are hybrid instruments containing embedded derivatives, in which credit protection has been sold to the issuer of the note. If there is a credit event of a reference entity underlying the instrument, the principal balance of the note may not be repaid in full to the Firm.
7. Investment Securities
AFS and HTM SecuritiesAt December 31, 2025$ in millionsAmortizedCost1GrossUnrealizedGainsGrossUnrealizedLossesFairValueAFS securitiesU.S. Treasury securities$80,745 $187 $25 80,907 U.S. agency securities224,031 24 1,943 22,112 Agency CMBS5,504 1 286 5,219 State and municipal securities1,754 10 17 1,747 FFELP student loan ABS3486 1 6 481 Unallocated basis adjustment42 - 2 - Total AFS securities112,522 223 2,279 110,466 HTM securitiesU.S. Treasury securities12,299 - 663 11,636 U.S. agency securities238,303 67 6,785 31,585 Agency CMBS709 - 43 666 Non-agency CMBS1,779 12 63 1,728 Total HTM securities53,090 79 7,554 45,615 Total investment securities$165,612 $302 $9,833 $156,081 At December 31, 2024$ in millionsAmortizedCost1GrossUnrealizedGainsGrossUnrealizedLossesFairValueAFS securitiesU.S. Treasury securities$70,160 $62 $388 $69,834 U.S. agency securities224,113 6 2,652 21,467 Agency CMBS5,704 - 388 5,316 State and municipal securities 1,373 18 4 1,387 FFELP student loan ABS3612 1 9 604 Unallocated basis adjustment4(2)2 - - Total AFS securities101,960 89 3,441 98,608 HTM securitiesU.S. Treasury securities16,885 - 1,082 15,803 U.S. agency securities241,582 4 8,592 32,994 Agency CMBS1,154 - 88 1,066 Non-agency CMBS1,450 3 113 1,340 Total HTM securities61,071 7 9,875 51,203 Total investment securities$163,031 $96 $13,316 $149,811 1.Amounts are net of any ACL.2.U.S. agency securities consist mainly of agency mortgage pass-through pool securities, CMOs and agency-issued debt.3.Underlying loans are backed by a guarantee, ultimately from the U.S. Department of Education, of at least 95% of the principal balance and interest outstanding.4.Represents the amount of unallocated portfolio layer method basis adjustments related to AFS securities hedged in a closed portfolio. Portfolio layer method basis
At December 31, 2025$ in millionsAmortizedCost1FairValueAnnualized Average Yield2HTM securitiesU.S. Treasury securities:Due within 1 year$5,435 $5,416 2.2 %After 1 year through 5 years5,108 4,961 2.4 %After 5 years through 10 years203 179 1.3 %After 10 years1,553 1,080 2.3 %Total12,299 11,636 U.S. agency securities:After 1 year through 5 years140 135 2.0 %After 5 years through 10 years28 28 2.2 %After 10 years38,135 31,422 2.1 %Total38,303 31,585 Agency CMBS:Due within 1 year202 199 1.1 %After 1 year through 5 years354 338 1.4 %After 5 years through 10 years130 110 1.6 %After 10 years23 19 1.3 %Total709 666 Non-agency CMBS:Due within 1 year138 135 4.9 %After 1 year through 5 years847 824 4.6 %After 5 years through 10 years321 298 4.5 %After 10 years473 471 6.9 %Total1,779 1,728 Total HTM securities53,090 45,615 2.2 %Total investment securities$165,612 $156,081 3.2 %1.Amounts are net of any ACL.2.Annualized average yield is computed using the effective yield, weighted based on the amortized cost of each security. The effective yield is shown pre-tax and excludes the effect of related hedging derivatives. 3.At December 31, 2025, the annualized average yield, including the interest rate swap accrual of related hedges, was 3.7% for AFS securities contractually maturing within 1 year and 3.7% for all AFS securities.4.Represents the amount of unallocated portfolio layer method basis adjustments related to AFS securities hedged in a closed portfolio. Portfolio layer method basis adjustments are not allocated to individual securities. Refer to Note 2 and Note 6 herein for additional information.Gross Realized Gains (Losses) on Sales of AFS Securities$ in millions202520242023Gross realized gains$31 $52 $70 Gross realized (losses)(1)- (21)Total1$30 $52 $49 1.Realized gains and losses are recognized in Other revenues in the income statement.
8. Collateralized Transactions
The Firm enters into securities purchased under agreements to resell, securities sold under agreements to repurchase, securities borrowed and securities loaned transactions to, among other things, acquire securities to cover short positions and settle other securities obligations, to accommodate customers' needs and to finance its inventory positions. The Firm monitors the fair value of the underlying securities as compared with the related receivable or payable, including accrued interest, and, as necessary, requests additional collateral, as provided under the applicable agreement to ensure such transactions are adequately collateralized, or returns excess collateral.
9. Loans, Lending Commitments and Related Allowance for Credit Losses
The Firm's held-for-investment and held-for-sale loan portfolios consist of the following types of loans:- Corporate. Corporate includes revolving lines of credit, term loans and bridge loans made to corporate entities for a variety of purposes.- Secured Lending Facilities. Secured lending facilities include loans provided to clients, which are collateralized by various assets, including residential and commercial real estate mortgage loans, investor commitments for capital calls, corporate loans and other assets.- Commercial Real Estate. Commercial real estate loans include owner-occupied loans and income-producing loans.- Residential Real Estate. Residential real estate loans mainly include non-conforming loans and HELOC.- Securities-based Lending and Other. Securities-based lending includes loans that allow clients to borrow money against the value of qualifying securities, generally for any suitable purpose other than purchasing, trading, or carrying securities or refinancing margin debt. The majority of these loans are structured as revolving lines of credit. Other primarily includes certain loans originated in the tailored lending business within the Wealth Management business segment.Loans by Type At December 31, 2025$ in millionsHFI LoansHFS LoansTotal LoansCorporate$7,277 $7,202 $14,479 Secured lending facilities69,149 1,817 70,966 Commercial real estate8,039 320 8,359 Residential real estate72,403 5 72,408 Securities-based lending and Other112,984 30 113,014 Total loans269,852 9,374 279,226 ACL(1,132)(1,132)Total loans, net$268,720 $9,374 $278,094 Loans to non-U.S. borrowers, net$34,532 $3,622 $38,154 At December 31, 2024$ in millionsHFI LoansHFS LoansTotal LoansCorporate$6,889 $9,183 $16,072 Secured lending facilities48,842 2,507 51,349 Commercial real estate8,412 628 9,040 Residential real estate66,738 - 66,738 Securities-based lending and Other 96,019 1 96,020 Total loans226,900 12,319 239,219 ACL(1,066)(1,066)Total loans, net$225,834 $12,319 $238,153 Loans to non-U.S. borrowers, net$23,335 $4,763 $28,098 10. Goodwill and Intangible Assets
Goodwill Rollforward$ in millionsISWMIMTotalAt December 31, 2023¹$424 $10,199 $6,084 $16,707 Foreign currency(12)(8)(3)(23)Acquired23 - - 23 Disposals- (1)- (1)December 31, 2024435 10,190 6,081 16,706 Foreign currency2 9 9 20 At December 31, 2025¹$437 $10,199 $6,090 $16,726 Accumulated impairments2$673 $- $27 $700 1.Balances represent the amount of the Firm's goodwill after accumulated impairments.2.There were no impairments recorded in 2025, 2024 or 2023.Intangible Assets Rollforward$ in millionsISWMIM TotalAt December 31, 2023$26 $3,427 $3,602 $7,055 Acquired13 - - 13 Disposals- (6)- (6)Amortization expense(10)(479)(113)(602)Other(2)(3)(2)(7)At December 31, 2024$27 $2,939 $3,487 $6,453 Acquired1 - - 1 Amortization expense(7)(334)(113)(454)Other- 2 8 10 At December 31, 2025$21 $2,607 $3,382 $6,010 Intangible Assets by TypeNon-amortizableAmortizable$ in millionsGrossCarryingAmountGrossCarryingAmountAccumulatedAmortizationAt December 31, 2025Management contracts$2,117 $235 $100 Customer relationships- 4,746 1,514 Trade names- 766 259 Other- 28 9 Total$2,117 $5,775 $1,882 At December 31, 2024Management contracts2,112 245 93 Customer relationships- 8,746 5,121 Trade names- 769 223 Other- 26 8 Total$2,112 $9,786 $5,445 Intangible Assets Estimated Future Amortization Expense$ in millionsAt December 31, 20252026$345 2027341 2028337 2029335 2030331 The Firm's annual goodwill and non-amortizable intangible asset impairment testing as of July 1, 2025 did not indicate any impairment. For more information, see Note 2.
11. Other Assets and Leases
Equity Method Investments $ in millionsAtDecember 31, 2025AtDecember 31, 2024Investments$2,054 $1,869 $ in millions202520242023Income (loss)$246 $241 $124 Equity method investments, other than investments in certain fund interests, are summarized above and are included in Other assets in the balance sheet with related income or loss included in Other revenues in the income statement. See "Net Asset Value Measurements-Fund Interests" in Note 4 for the carrying value of certain of the Firm's fund interests, which are composed of general and limited partnership interests, as well as any related carried interest. Japanese Securities Joint Venture$ in millions202520242023Income (loss) from investment in MUMSS$123 $146 $129 The Firm and Mitsubishi UFJ Financial Group, Inc. ("MUFG") formed a joint venture in Japan comprising their respective investment banking and securities businesses by forming two joint venture companies, Mitsubishi UFJ Morgan Stanley Securities Co., Ltd. ("MUMSS") and Morgan Stanley MUFG Securities Co., Ltd. ("MSMS") (collectively, the "Joint Venture"). The Firm owns a 40% economic interest in the Joint Venture, and MUFG owns the other 60%.The Firm's 40% voting interest in MUMSS is accounted for under the equity method within the Institutional Securities business segment and is included in the equity method investment balances above. The Firm consolidates MSMS into the Institutional Securities business segment, based on its 51% voting interest.The Firm engages in transactions in the ordinary course of business with MUFG and its affiliates; for example, investment banking, financial advisory, sales and trading, including foreign exchange trading and equity transactions for institutional clients and Japanese research, derivatives, investment management, lending, securitization and other financial services transactions. Such transactions are on substantially the same terms as those that would be available to unrelated third parties for comparable transactions. Tax Equity InvestmentsThe Firm invests in tax equity investment interests which entitle the Firm to a share of tax credits and other income tax benefits generated by the projects underlying the investments. The Firm accounts for certain renewable energy and other tax equity investments programs using the proportional amortization method.
Lease Liabilities$ in millionsAtDecember 31, 2025AtDecember 31, 20242025$772 2026$819 790 2027853 736 2028751 716 2029664 562 2030612 482 Thereafter2,337 1,923 Total undiscounted cash flows$6,036 $5,981 Imputed interest(1,040)(1,044)Amount on balance sheet$4,996 $4,937 Committed leases not yet commenced$163 $63 Lease Costs$ in millions202520242023Fixed costs$831 $917 $938 Variable costs1171 181 206 Less: Sublease income(2)(6)(10)Total lease cost, net$1,000 $1,092 $1,134 1.Includes common area maintenance charges and other variable costs not included in the measurement of ROU assets and lease liabilities.Cash Flows Statement Supplemental Information$ in millions202520242023Cash outflows-Lease liabilities$852 $942 $892 Non-cash-ROU assets recorded for new and modified leases645 489 1,055 Occupancy lease agreements, in addition to base rentals, generally provide for rent and operating expense escalations resulting from increased assessments for real estate taxes and other charges.
12. Deposits
Deposits$ in millionsAtDecember 31,2025 AtDecember 31,2024 Savings and demand deposits$315,883 $299,898 Time deposits99,640 76,109 Total deposits$415,523 $376,007 Deposits subject to FDIC insurance$331,322 $298,351 Deposits not subject to FDIC insurance$84,201 $77,656 Time Deposit Maturities$ in millionsAtDecember 31, 20252026$44,380 202723,390 202813,670 20299,570 20308,260 Thereafter370 Total$99,640
Uninsured Non-U.S. Time Deposit Maturities$ in millionsAtDecember 31, 2025Less than 3 months$2,187 3 - 6 months860 6 - 12 months747 Over 12 months76 Total$3,870 Deposits in U.S. Bank Subsidiaries from Non-U.S. Depositors$ in millionsAt December 31, 2025At December 31, 2024Deposits in U.S. bank subsidiaries from non-U.S. depositors$1,057 $700 13. Borrowings and Other Secured Financings
Maturities and Terms of BorrowingsParent CompanySubsidiariesAtDecember 31, 2025AtDecember 31, 2024$ in millionsFixed Rate1Variable Rate2Fixed Rate1Variable Rate2Original maturities of one year or less:Next 12 months$- $- $62 $7,192 $7,254 $4,512 Original maturities greater than one year:2025$21,921 2026$10,821 $747 $3,816 $10,851 $26,235 37,969 202719,976 2,090 4,108 13,443 39,617 34,050 202812,947 3,133 10,807 17,875 44,762 28,719 202921,014 2,535 4,735 8,226 36,510 26,159 203015,582 498 2,869 11,971 30,920 20,016 Thereafter108,593 2,392 21,996 30,656 163,637 115,473 Total greater than one year$188,933 $11,395 $48,331 $93,022 $341,681 $284,307 Total$188,933 $11,395 $48,393 $100,214 $348,935 $288,819 Weighted average coupon at period end34.1 %3.4 %4.8 %4.8 %4.2 %4.1 %1.Fixed rate borrowings include instruments with step-up, step-down and zero coupon features.2.Variable rate borrowings include those that bear interest based on a variety of indices, including SOFR and federal funds rates, in addition to certain notes carried at fair value with various payment provisions, including notes linked to the performance of a specific index, a basket of stocks, a specific equity security, a commodity, a credit exposure or basket of credit exposures. 3.Only includes borrowings with original maturities greater than one year. Weighted average coupon is calculated utilizing U.S. and non-U.S. dollar interest rates and excludes the effect of related hedging derivatives and financial instruments for which the fair value option was elected. See "Rates for Borrowings with Original Maturities Greater than One Year" table herein for more information. Borrowings with Original Maturities Greater than One Year$ in millionsAtDecember 31, 2025AtDecember 31, 2024Senior$329,502 $270,594 Subordinated12,179 13,713 Total$341,681 $284,307 Weighted average stated maturity, in years6.36.6Certain senior debt securities are denominated in various non-U.S. dollar currencies and may be structured to provide a return that is linked to equity, credit, commodity or other indices (e.g., the consumer price index). Senior debt also may be structured to be callable by the Firm or extendible at the option of holders of the senior debt securities.
For transfers of assets that fail to meet accounting criteria for a sale, the Firm continues to record the assets and recognizes the associated liabilities in the balance sheet.
14. Commitments, Guarantees and Contingencies
CommitmentsYears to Maturity at December 31, 2025$ in millionsLess than 11-33-5Over 5TotalLending:Corporate$23,398 $48,607 $79,273 $5,843 $157,121 Secured lending facilities5,341 8,035 10,429 5,930 29,735 Commercial and Residential real estate66 115 173 465 819 Securities-based lending and Other17,663 3,094 230 504 21,491 Forward-starting secured financing receivables1138,050 2,782 - - 140,832 Central counterparty14,062 - - - 14,062 Investment activities2,319 94 80 503 2,996 Letters of credit and other financial guarantees30 3 - 5 38 Total$200,929 $62,730 $90,185 $13,250 $367,094 Lending commitments participated to third parties$12,164 1.These amounts primarily include secured financing receivables yet to settle as of December 31, 2025, with settlement generally occurring within three business days. These amounts also include commitments to enter into certain collateralized financing transactions.Since commitments associated with these instruments may expire unused, the amounts shown do not necessarily reflect the actual future cash funding requirements.Types of CommitmentsLending Commitments. Lending commitments primarily represent the notional amount of legally binding obligations to provide funding to clients for different types of loan transactions. For syndications that are led by the Firm, the lending commitments accepted by the borrower but not yet closed are net of the amounts agreed to by counterparties that will participate in the syndication. For syndications that the Firm participates in and does not lead, lending commitments accepted by the borrower but not yet closed include only the amount that the Firm expects it will be allocated from the lead syndicate bank. Due to the nature of the Firm's obligations under the commitments, these amounts include certain commitments participated to third parties.Forward-Starting Secured Financing Receivables. These amounts include securities purchased under agreements to resell and securities borrowed that the Firm has entered into prior to the balance sheet date that will settle after the balance sheet date. These transactions are primarily secured by collateral from U.S. government agency securities and other sovereign government obligations when they are funded.Central Counterparty. These commitments relate to the Firm's membership in certain clearinghouses and are
Beginning in February of 2024, Morgan Stanley Smith Barney LLC ("MSSB") and E*TRADE Securities LLC ("E*TRADE Securities"), among others, have been named as defendants in multiple putative class actions pending in the federal district courts for the District of New Jersey and SDNY. The class action claims have been brought on behalf of brokerage, advisory and retirement account holders, alleging various contractual, fiduciary, and statutory claims (including under the Racketeer Influenced and Corrupt Organizations Act, 18 U.S.C. §1962(c)-(d)) that MSSB and/or E*TRADE Securities failed to pay a reasonable rate of interest on its cash sweep products. All matters pending in the SDNY (which focus solely on MSSB's cash sweep program) were consolidated into one action styled Estate of Sherlip, et al. v. Morgan Stanley, et al. An amended class action complaint was filed on August 15, 2025. On September 12, 2025, MSSB moved to dismiss the complaint. The matters pending in the District of New Jersey (which includes claims against both MSSB and E*TRADE Securities) have been consolidated into one action styled In re E*TRADE Cash Sweep Litigation, No. 2:24-cv-00603. The Firm awaits the appointment of lead counsel and, thereafter, the filing of a consolidated complaint in that matter. Together, the complaints seek, inter alia, certification of classes of plaintiffs, unspecified compensatory damages, equitable and injunctive relief, and treble damages. The Firm is also responding to requests from state securities regulators regarding brokerage account cash balances swept to the affiliate bank deposit program.
15. Variable Interest Entities and Securitization Activities
OverviewThe Firm is involved with various SPEs in the normal course of business. In most cases, these entities are deemed to be VIEs.The Firm's variable interests in VIEs include debt and equity interests, commitments, guarantees, derivative instruments and certain fees. The Firm's involvement with VIEs arises primarily from:- Interests purchased in connection with market-making activities, securities held in its Investment securities portfolio and retained interests held as a result of securitization activities, including re-securitization transactions.- Guarantees issued and residual interests retained in connection with municipal bond securitizations.- Loans made to and investments in VIEs that hold debt, equity, real estate or other assets.- Derivatives entered into with VIEs.- Structuring of CLNs or other asset-repackaging notes designed to meet the investment objectives of clients.- Other structured transactions designed to provide tax-efficient yields to the Firm or its clients.
continuing involvement and received sales treatment. The transferred assets are carried at fair value prior to securitization, and any changes in fair value are recognized in the income statement. The Firm may act as underwriter of the beneficial interests issued by these securitization vehicles, for which Investment banking revenues are recognized. The Firm may retain interests in the securitized financial assets as one or more tranches of the securitization. Certain retained interests are carried at fair value in the balance sheet with changes in fair value recognized in the income statement. Fair value for these interests is measured using techniques that are consistent with the valuation techniques applied to the Firm's major categories of assets and liabilities as described in Notes 2 and 4. Further, as permitted by applicable guidance, certain transfers of assets where the Firm's only continuing involvement is a derivative are only reported in the following Assets Sold with Retained Exposure table.Proceeds from New Securitization Transactions and Sales of Loans$ in millions202520242023New transactions1$52,869 $36,326 $21,051 Retained interests11,524 7,956 4,311 Sales of corporate loans to CLO SPEs1, 2- - 24 1.Net gains on new transactions and sales of corporate loans to CLO entities at the time of the sale were not material for all periods presented.2.Sponsored by non-affiliates.The Firm has provided, or otherwise agreed to be responsible for, representations and warranties regarding certain assets transferred in securitization transactions sponsored by the Firm (see Note 14).Assets Sold with Retained Exposure$ in millionsAtDecember 31,2025 AtDecember 31,2024 Gross cash proceeds from sale of assets1$112,395 $92,229 Fair valueAssets sold$113,159 $92,580 Derivative assets recognized in the balance sheet1,201 998 Derivative liabilities recognized in the balance sheet438 648 1.The carrying value of assets derecognized at the time of sale approximates gross cash proceeds.The Firm enters into transactions in which it sells securities, primarily equities, and contemporaneously enters into bilateral OTC derivatives with the purchasers of the securities, through which it retains exposure to the sold securities.
16. Regulatory Requirements
Regulatory Capital FrameworkThe Firm is an FHC under the Bank Holding Company Act of 1956, as amended, and is subject to the regulation and oversight of the Board of Governors of the Federal Reserve System ("Federal Reserve"). The Federal Reserve establishes capital requirements for the Firm, including "well-capitalized" standards, and evaluates the Firm's compliance with such capital requirements. The OCC establishes similar capital requirements and well-capitalized standards for the Firm's U.S. bank subsidiaries, including, among others, MSBNA and MSPBNA (together, "U.S. Bank Subsidiaries"). The regulatory capital requirements are largely based on the Basel III capital standards established by the Basel Committee on Banking Supervision and on certain provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act. In addition, many of the Firm's regulated subsidiaries are subject to regulatory capital requirements, including regulated subsidiaries registered as swap dealers with the CFTC or conditionally registered as security-based swap dealers with the SEC or registered as broker-dealers or futures commission merchants.Regulatory Capital RequirementsThe Firm is required to maintain minimum risk-based and leverage-based capital ratios under regulatory capital requirements. A summary of the calculations of regulatory capital and RWA follows.Risk-Based Regulatory Capital. Risk-based capital ratio requirements apply to Common Equity Tier 1 ("CET1") capital, Tier 1 capital and Total capital (which includes Tier 2 capital), each as a percentage of RWA, and consist of regulatory minimum required ratios plus the Firm's capital conservation buffer requirement. Capital requirements require certain adjustments to, and deductions from, capital for purposes of determining these ratios.Capital Buffer RequirementsAtDecember 31,2025 AtDecember 31,2024 At December 31, 2025 and December 31, 2024StandardizedStandardizedAdvancedCapital buffersFixed 2.5% buffer-%-%2.5%SCB4.3%6.0%N/AG-SIB capital surcharge3.0%3.0%3.0%CCyB1-%-%-%Capital conservation buffer requirement7.3%9.0%5.5%1.The CCyB can be set up to 2.5% but is currently set by the Federal Reserve at zero.The capital conservation buffer requirement represents the amount of CET1 capital the Firm must maintain above the minimum risk-based capital requirements in order to avoid restrictions on the Firm's ability to make capital distributions,continues to be subject to the minimum net capital requirements of the SEC and CFTC.- MSCG, a U.S. entity, is registered with the CFTC as a swap dealer and is subject to its capital requirements.Certain other U.S. and non-U.S. subsidiaries of the Firm are subject to various securities, commodities and banking regulations, and capital adequacy requirements promulgated by the regulatory and exchange authorities of the countries in which they operate. These subsidiaries have also consistently operated with capital in excess of their local capital adequacy requirements.Restrictions on PaymentsThe regulatory capital requirements referred to above, and certain covenants contained in various agreements governing indebtedness of the Firm, may restrict the Firm's ability to withdraw capital from its subsidiaries. The following table represents net assets of consolidated subsidiaries that may be restricted as to the payment of cash dividends and advances to the Parent Company.$ in millionsAtDecember 31,2025 AtDecember 31,2024 Restricted net assets$59,985 $49,914 17. Total Equity
Morgan Stanley Shareholders' EquityPreferred Stock SharesOutstanding Carrying Value$ in millions, except per share dataAtDecember 31,2025 LiquidationPreferenceper ShareAtDecember 31,2025 AtDecember 31,2024 SeriesA44,000 $25,000 $1,100 $1,100 C1519,882 1,000 408 408 E34,500 25,000 862 862 F34,000 25,000 850 850 I40,000 25,000 1,000 1,000 K40,000 25,000 1,000 1,000 L20,000 25,000 500 500 M400,000 1,000 430 430 N3,000 100,000 300 300 O52,000 25,000 1,300 1,300 P40,000 25,000 1,000 1,000 Q40,000 25,000 1,000 1,000 Total$9,750 $9,750 Shares authorized30,000,000 1.Series C preferred stock is held by MUFG.The Firm's preferred stock has a preference over its common stock upon liquidation. The Firm's preferred stock qualifies as and is included in Tier 1 capital in accordance with regulatory capital requirements (see Note 16).
Cumulative Foreign Currency Translation Adjustments$ in millionsAtDecember 31,2025 AtDecember 31,2024 Associated with net investments in subsidiaries with a non-U.S. dollar functional currency$(2,978)$(4,326)Hedges, net of tax1,808 2,849 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.
18. Interest Income and Interest Expense $ in millions202520242023Interest incomeCash and cash equivalents1$2,566 $3,068 $3,408 Investment securities5,328 5,161 3,992 Loans13,995 13,771 12,424 Securities purchased under agreements to resell214,548 12,416 7,762 Securities borrowed36,623 5,391 5,191 Trading assets, net of Trading liabilities6,242 5,924 4,488 Customer receivables and Other19,761 8,404 8,584 Total interest income$59,063 $54,135 $45,849 Interest expenseDeposits$10,626 $10,368 $8,216 Borrowings12,556 13,242 11,437 Securities sold under agreements to repurchase412,874 10,787 6,737 Securities loaned53,076 1,036 784 Customer payables and Other9,885 10,091 10,445 Total interest expense$49,017 $45,524 $37,619 Net interest$10,046 $8,611 $8,230 1.In 2023, interest-bearing Cash and cash equivalents and related interest were presented separately for the first time. The prior year amounts for Customer receivables and Other have been disaggregated to exclude Cash and cash equivalents to align with the current presentation.2.Includes interest paid on Securities purchased under agreements to resell. 3.Includes fees paid on Securities borrowed. 4.Includes interest received on Securities sold under agreements to repurchase. 5.Includes fees received on Securities loaned. Interest income and Interest expense are classified in the income statement based on the nature of the instrument and related market conventions. When included as a component of the instrument's fair value, interest is included within Trading revenues or Investments revenues. Otherwise, it is included within Interest income or Interest expense.Accrued Interest$ in millionsAtDecember 31,2025 AtDecember 31,2024 Customer and other receivables$4,051 $3,322 Customer and other payables4,663 3,938 19. Deferred Compensation Plans and Carried Interest Compensation
Stock-Based Compensation PlansCertain current and former employees of the Firm, including financial advisors in the Wealth Management segment, participate in the Firm's stock-based compensation plans. These plans include RSUs, PSUs and an ESPP.Stock-Based Compensation Expense$ in millions202520242023RSUs$1,690 $1,464 $1,607 PSUs225 148 91 ESPP11 10 11 Total$1,926 $1,622 $1,709 Retirement-eligible awards1$267 $202 $178 1.Total expense includes stock-based compensation anticipated to be awarded in January of the following year that does not contain a future service requirement.Tax Benefit Related to Stock-Based Compensation Expense$ in millions202520242023Tax benefit1$413 $343 $382 1.Excludes income tax consequences related to employee share-based award conversions.Unrecognized Compensation Cost Related to Stock-Based Awards Granted$ in millionsAtDecember 31,20251 To be recognized in:2026$583 2027248 Thereafter45 Total$876 1.Amounts do not include forfeitures or 2025 performance year compensation awarded in January 2026 which will begin to be amortized in 2026.In connection with awards under its stock-based compensation plans, the Firm is authorized to issue shares of common stock held in treasury or newly issued shares.The Firm generally uses treasury shares, if available, to deliver shares to employees or employee stock trusts and has an ongoing repurchase authorization that includes repurchases in connection with awards under its stock-based compensation plans.
Tangible Common Equity of each member of the defined comparison group ("MS Relative ROTCE"). PSUs have vesting, conversion and cancellation provisions that are generally similar to those of RSUs. Dividend equivalents that accrue on these awards are paid in cash when the awards convert. At December 31, 2025, approximately 2.5 million PSUs at target were outstanding.Fair Value of PSU Awards202520242023Weighted average price on award date$136.31 $83.86 $85.76 Deferred Cash-Based Compensation PlansDCP generally provide a return to the plan participants based upon the performance of each participant's referenced investments.Deferred Cash-Based Compensation Expense$ in millions202520242023Deferred cash-based awards$950 $770 $693 Return on referenced investments764 672 668 Total$1,714 $1,442 $1,361 Retirement-eligible awards1$401 $287 $259 1.Total expense includes deferred cash-based compensation anticipated to be awarded in January of the following year that does not contain a future service requirement.Carried Interest CompensationThe Firm generally recognizes compensation expense for any portion of carried interest (both realized and unrealized) that is allocated to employees.Carried Interest Compensation Expense$ in millions202520242023Expense$235 $114 $44 20. Employee Benefit Plans
Pension PlansNet Periodic Benefit Expense (Income) Pension Plans$ in millions202520242023Service cost, benefits earned during the period$23 $20 $20 Interest cost on projected benefit obligation145 137 140 Expected return on plan assets(92)(99)(99)Net amortization of prior service cost1 1 1 Amortization of net (gains) losses21 21 (9)Plan settlements1 - 2 Net periodic benefit expense$99 $80 $55 Certain current and former U.S. employees of the Firm and its U.S. affiliates who were hired before July 1, 2007 are covered by the U.S. pension plan, a non-contributory defined benefit pension plan that is qualified under Section 401(a) of the subsidiaries. Under such plans, contributions are generally determined based on a fixed rate of base salary with certain vesting requirements.
21. Income Taxes
Components of Provision for Income Taxes$ in millions202520242023CurrentU.S. federal$2,232 $2,011 $1,190 State and local 601 660 542 Foreign1,535 1,244 1,314 Total$4,368 $3,915 $3,046 DeferredU.S. federal $394 $8 $(295)State and local 91 (6)(59)Foreign76 150 (109)Total$561 $152 $(463)Provision for income taxes$4,929 $4,067 $2,583 Reconciliation of U.S. Federal Statutory Income Tax to Effective Income TaxYear Ended December 31,$ in millions202520242023$%$%$%U.S. federal statutory tax$4,610 21.0 %$3,695 21.0 %$2,481 21.0 %State and local taxes1430 2.0 378 2.1 292 2.5 Foreign taxesIndiaCapital gains tax115 0.5 205 1.2 50 0.4 Other14 0.1 15 0.1 11 0.1 BrazilCapital gains tax17 0.1 21 0.1 347 2.9 Other22 0.1 15 0.1 15 0.1 Other jurisdictions252 1.1 161 0.9 80 0.7 Changes in tax laws and rates- 0.0 15 0.1 - 0.0 Cross-border taxes12 0.1 30 0.2 47 0.4 U.S. tax creditsGeneral business credits(260)(1.2)(295)(1.7)(285)(2.4)Foreign tax credit(28)(0.1)(50)(0.3)(375)(3.2)Changes in valuation allowances9 0.0 14 0.1 (2)0.0 Nontaxable or nondeductible itemsIncome/(loss) from affiliates(413)(1.9)(368)(2.1)(241)(2.0)Employee share-based compensation(167)(0.8)(71)(0.4)(138)(1.2)Other30 0.1 36 0.2 79 0.7 Unrecognized tax benefits99 0.5 77 0.4 66 0.6 OtherProportional amortization187 0.9 189 1.1 156 1.3 Effective tax$4,929 22.5 %$4,067 23.1 %$2,583 21.9 %1.Amounts are net of U.S. federal income tax benefits. The tax effects in this category were primarily related to New York State and City in 2025, 2024 and 2023.
Rollforward of Unrecognized Tax Benefits$ in millions202520242023Balance at beginning of period$1,305 $1,244 $1,129 Increases based on tax positions related to the current period211 202 147 Increases based on tax positions related to prior periods78 132 141 Decreases based on tax positions related to prior periods(30)(52)(73)Decreases related to settlements with taxing authorities(2)(174)(79)Decreases related to lapse of statute of limitations(44)(47)(21)Balance at end of period$1,518 $1,305 $1,244 Net unrecognized tax benefits1$1,347 $1,159 $1,090 1.Represent ending unrecognized tax benefits adjusted for the impact of the federal benefit of state issues, competent authority arrangements and foreign tax credit offsets. If recognized, these net benefits would favorably impact the effective tax rate in future periods.Interest Expense (Benefit) and Penalties Associated with Unrecognized Tax Benefits, Net of Federal and State Income Tax Benefits$ in millions202520242023Recognized in income statement$109 $92 $65 Accrued at end of period364 255 237 Interest and penalties related to unrecognized tax benefits are recognized as a component of the provision for income taxes. Earliest Tax Year Subject to Examination in Major JurisdictionsJurisdictionTax YearU.S.2017New York State and New York City2010U.K.2014Japan2021Hong Kong2018The Firm is routinely under examination by the IRS and other tax authorities in certain countries, such as the U.K., and in states and localities in which it has significant business operations, such as New York.The Firm believes that the resolution of these tax examinations will not have a material effect on the annual financial statements, although a resolution could have a material impact in the income statement and on the effective tax rate for any period in which such resolutions occur.
22. Segment, Geographic and Revenue Information
The Firm structures its segments primarily based upon the nature of the financial products and services provided to customers and its management organization, which is consistent with the approach used by the Firm's chief operating decision maker ("CODM") to assess the Firm's financial performance. The Firm provides a wide range of financial products and services to its customers in each of its business segments: Institutional Securities, Wealth
Assets by Business Segment$ in millionsAtDecember 31,2025 AtDecember 31,2024 Institutional Securities$969,553 $796,608 Wealth Management433,017 400,848 Investment Management17,700 17,615 Total1$1,420,270 $1,215,071 1. Parent assets have been fully allocated to the business segments.Total Assets by Region$ in millionsAtDecember 31,2025 AtDecember 31,2024 Americas994,553 $893,170 EMEA228,870 179,187 Asia196,847 142,714 Total$1,420,270 $1,215,071 23. Parent Company
Parent Company Only-Condensed Income Statement and Comprehensive Income Statement$ in millions202520242023RevenuesDividends from bank subsidiaries$3,886 $5,571 $5,770 Dividends from BHC and non-bank subsidiaries4,325 5,229 6,812 Total dividends from subsidiaries8,211 10,800 12,582 Trading(151)(827)(775)Other(3)36 (31)Total non-interest revenues8,057 10,009 11,776 Interest income14,234 15,739 13,596 Interest expense14,195 15,377 13,618 Net interest39 362 (22)Net revenues8,096 10,371 11,754 Non-interest expenses397 358 287 Income before income taxes7,699 10,013 11,467 Provision for (benefit from) income taxes(557)(499)(520)Net income before undistributed gain of subsidiaries8,256 10,512 11,987 Undistributed (loss) gain of subsidiaries8,605 2,878 (2,900)Net income16,861 13,390 9,087 Other comprehensive income (loss), net of tax:Foreign currency translation adjustments307 (324)51 Change in net unrealized gains (losses) on available-for-sale securities988 521 1,098 Pensions and other25 12 (87)Change in net debt valuation adjustment(849)(551)(1,250)Net change in cash flow hedges58 (51)20 Comprehensive income$17,390 $12,997 $8,919 Net income$16,861 $13,390 $9,087 Preferred stock dividends and other612 590 557 Earnings applicable to Morgan Stanley common shareholders$16,249 $12,800 $8,530
Average Balances and Interest Rates and Net Interest Income 20252024$ in millionsAverageDailyBalanceInterestAverageRateAverageDailyBalanceInterestAverageRateInterest earning assetsCash and cash equivalents:U.S.$54,637 $1,732 3.2 %$47,751 $2,004 4.2 %Non-U.S.45,666 834 1.8 %43,406 1,064 2.5 %Investment securities2162,840 5,328 3.3 %156,920 5,161 3.3 %Loans2257,513 13,995 5.4 %226,454 13,771 6.1 %Securities purchased under agreements to resell3:U.S.72,438 9,919 13.7 %65,222 7,332 11.2 %Non-U.S.41,126 4,629 11.3 %47,735 5,084 10.7 %Securities borrowed4:U.S.120,273 6,396 5.3 %110,024 4,985 4.5 %Non-U.S.18,854 227 1.2 %18,224 406 2.2 %Trading assets, net of Trading liabilities:U.S.114,215 5,259 4.6 %106,063 5,016 4.7 %Non-U.S.24,088 983 4.1 %14,385 908 6.3 %Customer receivables and Other:U.S.66,830 7,630 11.4 %52,510 6,223 11.9 %Non-U.S.18,891 2,131 11.3 %15,889 2,181 13.7 %Total$997,371 $59,063 5.9 %$904,583 $54,135 6.0 %Interest bearing liabilitiesDeposits2$384,412 $10,626 2.8 %$350,487 $10,368 3.0 %Borrowings2,5307,055 12,556 4.1 %265,473 13,242 5.0 %Securities sold under agreements to repurchase6,8:U.S.20,260 7,784 38.4 %18,442 5,336 28.9 %Non-U.S.50,834 5,090 10.0 %52,135 5,451 10.5 %Securities loaned7,8:U.S.9,844 2,152 21.9 %9,499 108 1.1 %Non-U.S.7,025 924 13.2 %6,853 928 13.5 %Customer payables and Other:U.S.133,680 6,801 5.1 %128,853 6,478 5.0 %Non-U.S.65,411 3,084 4.7 %61,237 3,613 5.9 %Total$978,521 $49,017 5.0 %$892,979 $45,524 5.1 %Net interest income and net interest rate spread$10,046 0.9 %$8,611 0.9 %
Effect of Volume and Rate Changes on Net Interest Income 2025 versus 2024 Increase (Decrease)Due to Change in: $ in millionsVolumeRateNet ChangeInterest earning assetsCash and cash equivalents:U.S.$289 $(561)$(272)Non-U.S.55 (285)(230)Investment securities2195 (28)167 Loans21,889 (1,665)224 Securities purchased under agreements to resell3:U.S.811 1,776 2,587 Non-U.S.(704)249 (455)Securities borrowed4:U.S.464 947 1,411 Non-U.S.14 (193)(179)Trading assets, net of Trading liabilities:U.S.386 (143)243 Non-U.S.612 (537)75 Customer receivables and Other:U.S.1,697 (290)1,407 Non-U.S.412 (462)(50)Change in interest income$6,120 $(1,192)$4,928 Interest bearing liabilitiesDeposits2$1,004 $(746)$258 Borrowings2,52,074 (2,760)(686)Securities sold under agreements to repurchase6,8:U.S.526 1,922 2,448 Non-U.S.(136)(225)(361)Securities loaned7,8:U.S.4 2,040 2,044 Non-U.S.23 (27)(4)Customer payables and Other:U.S.243 80 323 Non-U.S.246 (775)(529)Change in interest expense$3,984 $(491)$3,493 Change in net interest income$2,136 $(701)$1,435
Average Balances and Interest Rates and Net Interest Income 2023$ in millionsAverageDailyBalanceInterestAverageRateInterest earning assetsCash and cash equivalents1:U.S.$56,920 $2,386 4.2 %Non-U.S.48,373 1,022 2.1 %Investment securities2153,307 3,992 2.6 %Loans2215,628 12,424 5.8 %Securities purchased under agreements to resell3:U.S.47,604 4,714 9.9 %Non-U.S.61,766 3,048 4.9 %Securities borrowed4:U.S.115,279 4,794 4.2 %Non-U.S.18,514 397 2.1 %Trading assets, net of Trading liabilities:U.S.93,409 3,792 4.1 %Non-U.S.12,788 696 5.4 %Customer receivables and Other1:U.S.45,815 6,314 13.8 %Non-U.S.14,485 2,270 15.7 %Total$883,888 $45,849 5.2 %Interest bearing liabilitiesDeposits2$342,583 $8,216 2.4 %Borrowings2,5238,164 11,437 4.8 %Securities sold under agreements to repurchase6,8:U.S.22,718 3,591 15.8 %Non-U.S.46,392 3,146 6.8 %Securities loaned7:U.S.4,244 67 1.6 %Non-U.S.9,470 717 7.6 %Customer payables and Other:U.S.133,069 6,954 5.2 %Non-U.S.63,916 3,491 5.5 %Total$860,556 $37,619 4.4 %Net interest income and net interest rate spread$8,230 0.8 %
Effect of Volume and Rate Changes on Net Interest Income 2024 versus 2023 Increase (Decrease)Due to Change in: $ in millionsVolumeRateNet ChangeInterest earning assetsCash and cash equivalents1:U.S.$(384)$2 $(382)Non-U.S.(105)147 42 Investment securities294 1,075 1,169 Loans2624 723 1,347 Securities purchased under agreements to resell3:U.S.1,745 873 2,618 Non-U.S.(692)2,728 2,036 Securities borrowed4:U.S.(219)410 191 Non-U.S.(6)15 9 Trading assets, net of Trading liabilities:U.S.514 710 1,224 Non-U.S.87 125 212 Customer receivables and Other1:U.S.923 (1,014)(91)Non-U.S.220 (309)(89)Change in interest income$2,801 $5,485 $8,286 Interest bearing liabilitiesDeposits2$190 $1,962 $2,152 Borrowings2,51,311 494 1,805 Securities sold under agreements to repurchase6,8:U.S.(676)2,421 1,745 Non-U.S.389 1,916 2,305 Securities loaned7:U.S.83 (42)41 Non-U.S.(198)409 211 Customer payables and Other:U.S.(220)(256)(476)Non-U.S.(146)268 122 Change in interest expense$733 $7,172 $7,905 Change in net interest income$2,068 $(1,687)$381 1.In 2023, interest-bearing Cash and cash equivalents and related interest were presented separately for the first time. The prior year amounts for Customer receivables and Other have been disaggregated to exclude Cash and cash equivalents to align with the current presentation.
2.Amounts include primarily U.S. balances.
3.Includes interest paid on Securities purchased under agreements to resell.
4.Includes fees paid on Securities borrowed.
5.Average daily balance includes borrowings carried at fair value but, for certain borrowings, interest expense is considered part of fair value and is recorded in Trading revenues.
6.Includes interest received on Securities sold under agreements to repurchase.
7.Includes fees received on Securities loaned.
8.The annualized average rate was calculated using (a) interest expense incurred on all securities sold under agreements to repurchase and securities-loaned transactions, whether or not such transactions were reported in the balance sheet and (b) net average on-balance sheet balances, which exclude certain securities-for-securities transactions.
Deposits
Average Daily Deposits 202520242023$ in millionsAverageAmountAverageRateAverageAmountAverageRateAverageAmountAverageRateDeposits1:Savings and demand$296,827 2.2 %$280,926 2.5 %$286,513 2.0 %Time87,584 4.6 %69,561 4.8 %56,070 4.3 %Total$384,411 2.8 %$350,487 3.0 %$342,583 2.4 %1.The Firm's deposits were primarily held in U.S. offices.
ABSAsset-backed securitiesACLAllowance for credit lossesAFSAvailable-for-saleAMLAnti-money launderingAOCIAccumulated other comprehensive income (loss)AUMAssets under management or supervisionBalance sheetConsolidated balance sheetBHCBank holding companybpsBasis points; one basis point equals 1/100th of 1%Cash flow statementConsolidated cash flow statementCCARComprehensive Capital Analysis and ReviewCCyBCountercyclical capital bufferCDOCollateralized debt obligation(s), including Collateralized loan obligation(s)CDSCredit default swapsCECLCurrent Expected Credit Losses, as calculated under the Financial Instruments-Credit Losses accounting updateCEOChief Executive OfficerCET1Common Equity Tier 1CFTCU.S. Commodity Futures Trading CommissionCLNCredit-linked note(s)CLOCollateralized loan obligation(s)CMBSCommercial mortgage-backed securitiesCMOCollateralized mortgage obligation(s)CRECommercial real estateCRMCredit Risk Management DepartmentCTACumulative foreign currency translation adjustmentsCVACredit valuation adjustmentDCPEmployee deferred cash-based compensation plans linked to investment performanceDCP investmentsInvestments associated with certain DCPDVADebt valuation adjustmentEBITDAEarnings before interest, taxes, depreciation and amortizationELNEquity-linked note(s)EMEAEurope, Middle East and AfricaEPSEarnings per common shareE.U.European UnionFDICFederal Deposit Insurance CorporationFFELPFederal Family Education Loan ProgramFHCFinancial holding companyFICCFixed Income Clearing CorporationFICOFair Isaac CorporationFinancial statementsConsolidated financial statementsFVAFunding valuation adjustmentFVOFair value optionG-SIBGlobal systemically important bankHELOCHome Equity Line of CreditHFIHeld-for-investmentHFSHeld-for-saleHQLAHigh-quality liquid assetsHTMHeld-to-maturityI/EIntersegment eliminationsIHCIntermediate holding companyIMInvestment Management
Income statementConsolidated income statementIRSInternal Revenue ServiceISInstitutional SecuritiesLCRLiquidity coverage ratio, as adopted by the U.S. banking agenciesLTVLoan-to-valueM&AMerger, acquisition and restructuring transactionMSBNAMorgan Stanley Bank, N.A.MS&Co.Morgan Stanley & Co. LLCMSCGMorgan Stanley Capital Group Inc.MSCSMorgan Stanley Capital Services LLCMSESEMorgan Stanley Europe SEMSIPMorgan Stanley & Co. International plcMSMSMorgan Stanley MUFG Securities Co., Ltd.MSPBNAMorgan Stanley Private Bank, National AssociationMSSBMorgan Stanley Smith Barney LLCMUFGMitsubishi UFJ Financial Group, Inc.MUMSSMitsubishi UFJ Morgan Stanley Securities Co., Ltd.MWhMegawatt hourN/ANot ApplicableN/MNot MeaningfulNAVNet asset valueNon-GAAPNon-generally accepted accounting principles in the U.S. NSFRNet stable funding ratio, as adopted by the U.S. banking agenciesOCCOffice of the Comptroller of the CurrencyOCIOther comprehensive income (loss)OISOvernight index swapOTCOver-the-counterPRAPrudential Regulation AuthorityPSUPerformance-based stock unitRMBSResidential mortgage-backed securitiesROEReturn on average common equityROTCEReturn on average tangible common equityROURight-of-useRSURestricted stock unitRWARisk-weighted assetsSCBStress capital bufferSECU.S. Securities and Exchange CommissionSLRSupplementary leverage ratioSOFRSecured Overnight Financing RateS&PStandard & Poor'sSPESpecial purpose entitySPOESingle point of entryTLACTotal loss-absorbing capacityU.K.United KingdomUPBUnpaid principal balanceU.S.United States of AmericaU.S. Bank SubsidiariesMSBNA and MSPBNAU.S. GAAPAccounting principles generally accepted in the U.S.VaRValue-at-RiskVIEVariable interest entityWACCImplied weighted average cost of capitalWMWealth Management
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
None.
Controls and Procedures
Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures
Under the supervision and with the participation of the Firm's management, including the Chief Executive Officer and Chief Financial Officer, the Firm conducted an evaluation of the effectiveness of the Firm's disclosure controls and procedures (as defined in Rule 13a-15(e) of the Exchange Act). Based on this evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Firm's disclosure controls and procedures were effective as of the end of the period covered by this annual report.
Management's Report on Internal Control Over Financial Reporting
The Firm's management is responsible for establishing and maintaining adequate internal control over financial reporting. The Firm's internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles in the United States of America ("U.S. GAAP").
The internal control over financial reporting includes those policies and procedures that:
- Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Firm;- Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with U.S. GAAP and that receipts and expenditures are being made only in accordance with authorizations of the Firm's management and directors; and - Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of Firm assets that could have a material effect on the Firm's financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate.
Management assessed the effectiveness of the Firm's internal control over financial reporting as of December 31, 2025. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO") in Internal Control-Integrated Framework (2013). Based on management's assessment and those criteria, management believes that the Firm maintained effective internal control over financial reporting as of December 31, 2025.
The Firm's independent registered public accounting firm has audited and issued a report on the Firm's internal control over financial reporting, which appears below.
Opinion on Internal Control over Financial Reporting
We have audited the internal control over financial reporting of Morgan Stanley and subsidiaries (the "Firm") as of December 31, 2025, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the Firm maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control - Integrated Framework (2013) issued by COSO.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the financial statements of the Firm as of and for the year ended December 31, 2025 and our report dated February 19, 2026 expressed an unqualified opinion on those financial statements.
Basis for Opinion
The Firm's management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management's Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Firm's internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Firm in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting,assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control over Financial Reporting
A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ Deloitte & Touche LLP
New York, New York
February 19, 2026
Changes in Internal Control Over Financial Reporting
No change in the Firm's internal control over financial reporting (as such term is defined in Exchange Act Rule 13a-15(f)) occurred during the quarter ended December 31, 2025 that materially affected, or is reasonably likely to materially affect, the Firm's internal control over financial reporting.
Other Information
None
Disclosure Regarding Foreign Jurisdictions That Prevent Inspections
Not applicable.
Employment / Personnel - Risk 4
Our ability to retain and attract qualified employees is critical to the success of our business and the failure to do so may materially adversely affect our performance.Our people are our most important asset. We compete with various other companies in attracting and retaining qualified and skilled personnel. If we are unable to continue to attract, integrate and retain highly qualified employees or successfully transition key roles, or do so at levels or in forms necessary to maintain our competitive position, our performance, including our competitive position and results of operations, could be materially adversely affected. Our ability to attract and retain qualified and skilled personnel depends on numerous factors, some of which are outside of our control.
Compensation costs required to attract and retain employees may increase or the competitive market for talent may further intensify due to factors such as low unemployment, a strong job market and changes in employees' expectations, concerns and preferences. The financial industry has experienced, and may continue to experience, more stringent regulation of employee compensation than other industries, which may or may not impact competitors. These more stringent regulations have shaped our compensation practices, which could have an adverse effect on our ability to hire or retain the most qualified employees.
Other Risks
Costs4 | 5.3%
Costs - Risk 1
Wealth Management Lending ActivitiesCosts - Risk 2
Financial Instruments Measured at Fair ValueA significant number of our financial instruments are carried at fair value. The use of fair value to measure financial instruments is fundamental to our risk management practices and is our most critical accounting estimate. We make estimates regarding the valuation of assets and liabilities measured at fair value in preparing the financial statements. These assets and liabilities include, but are not limited to:
- Trading assets and Trading liabilities;- Investment Securities-AFS;- Certain Securities purchased under agreements to resell;- Loans held-for-sale (measured at the lower of amortized cost or fair value);- Certain Deposits, primarily certificates of deposit;- Certain Securities sold under agreements to repurchase;- Certain Other secured financings; and - Certain Borrowings.
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the exit price) in an orderly transaction between market participants at the measurement date.
In determining fair value, we use various valuation approaches. A hierarchy for inputs is used in measuring fair value that maximizes the use of observable prices and inputs, and minimizes the use of unobservable prices and inputs by requiring that the relevant observable inputs be used when available. The hierarchy is broken down into three levels: wherein Level 1 represents quoted prices in active markets, Level 2 represents valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, and Level 3 consists of valuation techniques that incorporate significant unobservable inputs and, therefore, require the greatest use of judgment. The fair values for the substantial majority of our financial assets and liabilities carried at fair value are based on observable prices and inputs and are classified in level 1 or 2, of the fair value hierarchy. Level 3 financial assets represented 0.7% and 0.9% of our total assets, as of December 31, 2025 and December 31, 2024, respectively.
In periods of market disruption, the observability of prices and inputs, as well as market liquidity, may be reduced for many instruments, which could cause an instrument to be recategorized from Level 1 to Level 2 or from Level 2 to Level 3. In addition, a downturn in market conditions could lead to declines in the valuation of many instruments carried at fair value. Imprecision in estimating unobservable market inputs or other factors can affect the amount of gain or loss recorded for a particular position. The Firm uses various methodologies and assumptions in the determination of fair value. The use of methodologies or assumptions different than those used by the Firm could result in a different estimate of fair value at the reporting date. For further information on the definition of fair value, Level 1, Level 2, Level 3 and related valuation techniques, and quantitative information about and sensitivity of significant unobservable inputs used in Level 3 fair value measurements, see Notes 2 and 4 to the financial statements.
Where appropriate, valuation adjustments are made to account for various factors, such as liquidity risk (bid-ask adjustments), credit quality, model uncertainty, concentration risk and funding, in order to arrive at fair value. For a further discussion of valuation adjustments that we apply, see Note 2 to the financial statements.
Goodwill and Intangible Assets
Costs - Risk 3
Performance-based Income and OtherPerformance-based income and other revenues increased to $457 million in 2025, from $234 million in the prior year, primarily due to higher accrued carried interest in infrastructure and real estate funds.
Non-interest expenses of $5,047 million in 2025 increased 7% from the prior year, as a result of higher Compensation and benefits expenses and Non-compensation expenses.
- Compensation and benefits expenses increased, primarily due to higher compensation associated with carried interest and higher salaries.
- Non-compensation expenses increased, primarily due to higher distribution expenses on higher AUM and increased technology spend.
Assets Under Management or Supervision Rollforwards $ in billionsAtDec 31,2024Inflows1Outflows2Market Impact3Other4AtDec 31,2025 Equity$312 $45 $(67)$26 $(2)$314 Fixed Income192 89 (59)12 - 234 Alternatives and Solutions6593 159 (120)76 (5)703 Long-Term AUM$1,097 $293 $(246)$114 $(7)$1,251 Liquidity and Overlay Services569 2,721 (2,661)26 (11)644 Total$1,666 $3,014 $(2,907)$140 $(18)$1,895 $ in billionsAtDec 31,2023 Inflows1Outflows2Market Impact3Other4AtDec 31,2024 Equity$295 $44 $(66)$49 $(10)$312 Fixed Income171 69 (49)7 (6)192 Alternatives and Solutions6508 140 (108)62 (9)593 Long-Term AUM$974 $253 $(223)$118 $(25)$1,097 Liquidity and Overlay Services485 2,349 (2,268)20 (17)569 Total$1,459 $2,602 $(2,491)$138 $(42)$1,666 $ in billionsAtDec 31,2022Inflows1Outflows2Market Impact3Other4,5AtDec 31,2023Equity$259 $40 $(57)$57 $(4)$295 Fixed Income173 56 (62)11 (7)171 Alternatives and Solutions6431 108 (91)57 3 508 Long-Term AUM$863 $204 $(210)$125 $(8)$974 Liquidity and Overlay Services442 2,282 (2,244)20 (15)485 Total$1,305 $2,486 $(2,454)$145 $(23)$1,459 1.Inflows represent investments or commitments from new and existing clients in new or existing investment products, including reinvestments of client dividends and increases in invested capital. Inflows exclude the impact of exchanges, whereby a client changes positions within the same asset class.
2.Outflows represent redemptions from clients' funds, transition of funds from the committed capital period to the invested capital period and decreases in invested capital. Outflows exclude the impact of exchanges, whereby a client changes positions within the same asset class.
3.Market impact includes realized and unrealized gains and losses on portfolio investments. This excludes any funds where market impact does not impact management fees.
4.Other contains both distributions to investors and foreign currency impact for all periods. Distributions represent returns of capital or returns on investments. Foreign currency impact reflects foreign currency changes for non-U.S. dollar denominated funds.
5.In 2023, our Retail Municipal and Corporate Fixed Income business ("FIMS") was combined with our Parametric retail customized solutions business. The impact of the change was a $6 billion movement in AUM from Fixed Income to the Alternatives and Solutions asset class included in Other.
6.As of December 31, 2025, 2024, and 2023, Alternatives and Solutions includes Parametric Long-Term period-end AUM of $524 billion, $423 billion and $336 billion, respectively. Parametric Long-Term products generally have lower average fee rates than other Alternatives and Solutions products.
Average AUM $ in billions202520242023Equity$318 $305 $279 Fixed income212 180 170 Alternatives and Solutions640 557 466 Long-term AUM subtotal1,170 1,042 915 Liquidity and Overlay Services572 498 464 Total$1,742 $1,540 $1,379
Average Fee Rates1
Fee rate in bps202520242023Equity69 71 71 Fixed income36 36 35 Alternatives and Solutions27 28 32 Long-term AUM40 42 44 Liquidity and Overlay Services12 12 13 Total31 32 34 1.Based on Asset management revenues, net of waivers, excluding performance-based fees and other non-management fees. For certain non-U.S. funds, it includes the portion of advisory fees that the advisor collects on behalf of third-party distributors. The payment of those fees to the distributor is included in Non-compensation expenses in the income statement.
Asset management and other related fees within the Investment Management segment are primarily generated from Equity, Fixed Income and the following products:
Alternatives and Solutions. Includes products in fund of funds, real estate, infrastructure, private equity and credit strategies and multi-asset portfolios, as well as systematic strategies that create custom investment solutions, including those offered by Parametric.
Liquidity and Overlay Services. Includes liquidity products, as well as overlay services, which represent investment strategies that use passive exposure instruments to obtain, offset or substitute specific portfolio exposures, beyond those provided by the underlying holdings of the fund.
Supplemental Financial Information
U.S. Bank Subsidiaries
Our U.S. Bank Subsidiaries accept deposits, provide loans to a variety of customers, including large corporate and institutional clients, as well as high to ultra-high net worth individuals, and invest in securities. Lending activity in our U.S. Bank Subsidiaries from the Institutional Securities business segment primarily includes Secured lending facilities, Commercial and Residential real estate and Corporate loans. Lending activity in our U.S. Bank Subsidiaries from the Wealth Management business segment primarily includes Securities-based lending, which allows clients to borrow money against the value of qualifying securities, other forms of secured loans, including tailored lending to ultra-high net worth clients, and Residential real estate loans.
Consistent with the Firm's strategic objective of ongoing growth of eligible assets at MSBNA, on February 14, 2026, the fixed income derivatives business of Morgan Stanley Capital Services LLC ("MSCS") was merged into MSBNA.
For a further discussion of our credit risks, see "Quantitative and Qualitative Disclosures about Risk-Credit Risk" herein. For a further discussion about loans and lending commitments, see Notes 9 and 14 to the financial statements.
U.S. Bank Subsidiaries' Supplemental Financial Information1 $ in billionsAtDecember 31,2025AtDecember 31,2024 Investment securitiesAvailable-for-sale at fair value$88.4 $76.5 Held-to-maturity44.2 47.8 Total Investment securities$132.6 $124.3 Wealth Management loans2Residential real estate$72.3 $66.6 Securities-based lending and Other3108.9 92.9 Total Wealth Management loans$181.2 $159.5 Institutional Securities loans2Corporate$8.4 $7.1 Secured lending facilities67.2 50.2 Commercial and Residential real estate11.2 10.5 Securities-based lending and Other9.0 5.6 Total Institutional Securities loans$95.8 $73.4 Total assets$487.3 $434.8 Deposits4$408.1 $369.7 1.Amounts exclude transactions between the bank subsidiaries, as well as deposits from the Parent Company and affiliates.
2.Represents loans, net of ACL. For a further discussion of loans in the Wealth Management and Institutional Securities business segments, see "Quantitative and Qualitative Disclosures about Risk-Credit Risk" herein.
3.Other loans primarily include tailored lending. For a further discussion of Other loans, see "Quantitative and Qualitative Disclosures about Risk-Credit Risk" herein.
4.For further information on deposits, see "Liquidity and Capital Resources-Funding Management-Balance Sheet-Unsecured Financing" herein.
Other Matters
Deferred Cash-Based Compensation
The Firm sponsors a number of deferred cash-based compensation programs and stock-based compensation programs for current and former employees, including financial advisors in the Wealth Management business segment, which generally contain vesting, clawback and cancellation provisions. Deferred compensation for financial advisors in the Wealth Management business segment is generally composed of 75% cash-based awards and 25% stock-based awards. The following discussion and tables relate only to deferred cash-based compensation.
Employees are permitted to allocate the value of their deferred cash-based awards among a menu of notional investments, whereby the value of their awards will track the performance of the referenced notional investments. The menu of investments, which is selected by the Firm, includes fixed income, equity, commodity and money market funds.
Compensation expense for DCP awards is calculated based on the notional value of the award granted, adjusted for changes in the fair value of the referenced investments that employees select. Compensation expense is recognized over the vesting period relevant to each separately vesting portion of deferred awards.
We invest directly, as principal, in financial instruments and other investments to economically hedge certain of our obligations under these DCP awards. Changes in the fair value of such investments, net of financing costs, are recorded in net revenues, and included in Transactional revenues in the Wealth Management business segment. Although changes in compensation expense resulting from changes in the fair value of the referenced investments will generally be offset by changes in the fair value of investments recognized in net revenues, there is typically a timing difference between the immediate recognition of gains and losses on our investments and the deferred recognition of the related compensation expense over the vesting period. While this timing difference may not be material to our Income before provision for income taxes in any individual period, it may impact the Wealth Management business segment reported ratios and operating metrics in certain periods due to potentially significant impacts to net revenues and compensation expenses. At December 31, 2025 and December 31, 2024, substantially all employee-referenced investments that subjected the Firm to price risk were economically hedged.
Amounts Recognized in Compensation Expense $ in millions202520242023Deferred cash-based awards$950 $770 $693 Return on referenced investments764 672 668 Total recognized in compensation expense$1,714 $1,442 $1,361
Amounts Recognized in Compensation Expense by Segment $ in millions202520242023Institutional Securities$155 $150 $162 Wealth Management1,382 1,100 984 Investment Management 177 192 215 Total recognized in compensation expense$1,714 $1,442 $1,361
Projected Future Compensation Obligation1 $ in millionsAward liabilities at December 31, 20252, 3$6,423 Fully vested amounts to be distributed by the end of February 20264(701)Unrecognized portion of prior awards at December 31, 202531,928 2025 performance year awards granted in 20263446 Total5$8,096 1.Amounts relate to performance years 2025 and prior.
2.Balance is reflected in Other liabilities and accrued expenses in the balance sheet as of December 31, 2025.
3.Amounts do not include assumptions regarding forfeitures or assumptions about future market conditions with respect to referenced investments.
4.Distributions after February of each year are generally immaterial.
5.Of the total projected future compensation obligation, approximately 15% relates to Institutional Securities, approximately 79% relates to Wealth Management and approximately 6% relates to Investment Management.
The previous table presents a rollforward of the Firm's estimated projected future compensation obligation for existing deferred cash-based compensation awards, exclusive of any assumptions about future market conditions with respect to referenced investments.
Projected Future Compensation Expense1 $ in millionsEstimated to be recognized in:2026$679 2027475 Thereafter1,220 Total$2,374 1.Amounts relate to performance years 2025 and prior, and do not include assumptions regarding forfeitures or assumptions about future market conditions with respect to referenced investments.
The previous table sets forth an estimate of compensation expense associated with the projected future compensation obligation. Our projected future compensation obligation and expense for DCP for performance years 2025 and prior are forward-looking statements subject to uncertainty. Actual results may be materially affected by various factors, including, among other things: the performance of each participant's referenced investments; changes in market conditions; participants' allocation of their deferred awards; and participant cancellations or accelerations. See "Forward-Looking Statements" and "Risk Factors" for additional information.
For further information on the Firm's deferred stock-based plans and carried interest compensation, which are excluded from the previous tables, see Notes 2 and 19 to the financial statements.
Accounting Development Updates
The Financial Accounting Standards Board has issued certain accounting updates that apply to us. Accounting updates not referenced below were assessed and determined to be either not applicable or to not have a material impact on our financial statements upon adoption.
- ASU 2024-03 - Disaggregation of Income Statement Expenses (Issued November 2024). This update requires quantitative and qualitative disclosure of certain expense categories contained within their relevant expense lines in the income statement, including but not limited to: (1) employee compensation; (2) depreciation; and (3) intangible asset amortization. The update requires the disaggregation of these expense lines in a tabular format in the notes to the financial statements, including the separate disclosure of certain other expenses and gains or losses included within these expense lines which are required under existing U.S. GAAP, with all other expenses permitted to be disclosed in an "other items" category. Additionally, the update requires disclosure of the total amount and definition of the Firm's selling expenses. The update is effective for the Firm for annual periods beginning January 1, 2027, with early adoption permitted. We are currently evaluating the disclosure impact of this accounting update; however, we do not expect a material impact on our financial statements upon adoption.
- ASU 2025-06 - Internal-Use Software (Issued September 2025). This update introduces targeted improvements to the recognition and capitalization guidance for internal-use software costs. The update eliminates the prior "project stage" framework and instead requires capitalization of software development costs when (i) management has authorized and committed to funding the software project, and (ii) it is probable that the project will be completed and the software will be used to perform its intended function. In assessing the probability threshold, entities are required to evaluate whether significant development uncertainty exists, including whether the software contains novel or unproven functionality or whether significant performance requirements have not been identified or continue to be substantially revised. The update is effective for the Firm beginning January 1, 2028, with early adoption permitted. Transition may be applied prospectively, retrospectively, or under a modified approach. We are currently evaluating this accounting update.
- ASU 2025-07 - Derivatives Scope Refinements and Share-Based Consideration from a Customer (Issued September 2025). This update introduces targeted refinements to the derivatives and revenue recognition accounting guidance. It expands an existing scope exception for derivative accounting to exclude certain non-exchange-traded contracts. The update also clarifies that share-based payments from a customer are treated as noncash consideration under the revenue recognition standard until the related performance obligations are fulfilled and the right to the consideration is unconditional. The update is effective for the Firm beginning January 1, 2027, with early adoption permitted. Transition may be applied prospectively, or under a modified retrospective approach. We are currently evaluating this accounting update; however, we do not expect a material impact on our financial statements upon adoption.
- ASU 2025-08 - Purchased Loans (Issued November 2025). This update expands the application of the "gross-up" approach for purchased credit deteriorated financial assets under Topic 326 to include purchased seasoned loans (excluding credit cards), measured at amortized cost that are not credit deteriorated. Purchased seasoned loans include loans obtained in a business combination or loans acquired at least 90 days after origination and the acquirer was not involved in the origination, either through an asset purchase or through consolidation of a variable interest entity. The gross-up approach requires recognition of an allowance for credit losses at acquisition with a corresponding increase to the amortized cost basis of the loan. The update is effective for the Firm beginning January 1, 2027, with early adoption permitted. Transition will be applied prospectively to loans acquired on or after the adoption date. We are currently evaluating this accounting update.
- ASU 2025-09 - Hedge Accounting Improvements (Issued November 2025). This update improves hedge accounting guidance by clarifying certain aspects and aligning hedge accounting more closely with the economics of an entity's risk management activities. The ASU enables entities to apply hedge accounting to a greater number of highly effective economic hedges by making targeted improvements to several areas including, but not limited to, the similar risk assessment for cash flow hedges. The update is effective for the Firm beginning January 1, 2027, with early adoption permitted. The updates should be applied prospectively for all hedging relationships as of the date of adoption. We are currently evaluating this accounting update; however, we do not expect a material impact on our financial statements upon adoption.
- ASU 2025-10 - Government Grants (Issued December 2025). This update introduces guidance on the accounting for government grants, including recognition, measurement and presentation requirements to reduce diversity in practice and increase consistency among business entities. The guidance excludes transactions within the scope of ASC 740, Income Taxes, government guarantees and the benefit of below-market interest rate loans. Grants related to an asset or to income will be recognized when it is probable that an entity will comply with the conditions attached to the grant, the grant will be received and the related expenses that the grant is intended to compensate have been incurred. For grants related to an asset, entities may elect either a deferred income approach or a cost accumulation approach. The update is effective for the Firm beginning January 1, 2029, with early adoption permitted. Transition may be applied on a modified prospective approach, a modified retrospective approach or on a full retrospective approach. We are currently evaluating this accounting update.
- ASU 2025-11 - Interim Reporting (Issued December 2025). This update improves the navigability of interim disclosure requirements and clarifies when that guidance is applicable. The amendments also add a principle for disclosing material events since the last annual reporting period, which aligns U.S. GAAP interim financial statement requirements with SEC regulations for registrants. The amendments do not expand or reduce existing disclosure requirements, rather they provide clarity on existing interim reporting requirements. The update is effective for interim periods beginning January 1, 2028, with early adoption permitted. Amendments may be applied prospectively or retrospectively. We are currently evaluating the disclosure impact of this accounting update; however, we do not expect a material impact on our financial statements upon adoption.
Critical Accounting Estimates
Our financial statements are prepared in accordance with U.S. GAAP, which requires us to make estimates and assumptions (see Note 1 to the financial statements). We believe that of our significant accounting policies (see Note 2 to the financial statements), the following policies involve a higher degree of judgment and complexity.
Fair Value
Costs - Risk 4
Fixed IncomeNet revenues of $8,716 million in 2025 increased 4% compared with the prior year, reflecting an increase in Global macro and Credit products, partially offset by a decrease in Commodities.
- Global macro products revenues increased primarily due to increased client activity in rates and foreign exchange products.
- Credit products revenues increased due to increased client activity across products, primarily driven by securitization and lending activity, partially offset by lower results on inventory held to facilitate client activity.
- Commodities products and other fixed income revenues decreased primarily due to lower gains on inventory held to facilitate client activity in power and gas.
Tech & Innovation
Total Risks: 3/75 (4%)Below Sector Average
Cyber Security1 | 1.3%
Cyber Security - Risk 1
A cyberattack, information or security breach or a technology failure of ours or a third party could adversely affect our ability to conduct our business or manage our exposure to risk, or result in disclosure or misuse of personal, confidential or proprietary information and otherwise adversely impact our results of operations, liquidity and financial condition, as well as cause reputational harm.Technology2 | 2.7%
Technology - Risk 1
We are subject to operational risks, including a failure, breach or other disruption of our operations or security systems or those of our third parties (or third parties thereof), as well as human error or malfeasance, which could adversely affect our businesses or reputation.Technology - Risk 2
Automated trading markets and the introduction and application of new technologies may adversely affect our business and may increase competition.We continue to experience price competition in some of our businesses. In particular, the ability to execute securities, derivatives and other financial instrument trades electronically on exchanges, swap execution facilities and other automated trading platforms, and the introduction and application of new technologies, including generative artificial intelligence and tokenization, will likely continue the pressure on revenues. The trend toward direct access to automated, electronic markets will likely continue as additional markets move to more automated trading platforms. We have experienced, and will likely continue to experience, competitive pressures in these and other areas in the future.
Ability to Sell
Total Risks: 2/75 (3%)Below Sector Average
Competition1 | 1.3%
Competition - Risk 1
We face strong competition from financial services firms and others, which could lead to pricing pressures that could materially adversely affect our revenues and profitability.Sales & Marketing1 | 1.3%
Sales & Marketing - Risk 1
Incremental Collateral or Terminating PaymentsSee a full breakdown of risk according to category and subcategory. The list starts with the category with the most risk. Click on subcategories to read relevant extracts from the most recent report.
FAQ
What are “Risk Factors”?
Risk factors are any situations or occurrences that could make investing in a company risky.
The Securities and Exchange Commission (SEC) requires that publicly traded companies disclose their most significant risk factors. This is so that potential investors can consider any risks before they make an investment.
They also offer companies protection, as a company can use risk factors as liability protection. This could happen if a company underperforms and investors take legal action as a result.
It is worth noting that smaller companies, that is those with a public float of under $75 million on the last business day, do not have to include risk factors in their 10-K and 10-Q forms, although some may choose to do so.
How do companies disclose their risk factors?
Publicly traded companies initially disclose their risk factors to the SEC through their S-1 filings as part of the IPO process.
Additionally, companies must provide a complete list of risk factors in their Annual Reports (Form 10-K) or (Form 20-F) for “foreign private issuers”.
Quarterly Reports also include a section on risk factors (Form 10-Q) where companies are only required to update any changes since the previous report.
According to the SEC, risk factors should be reported concisely, logically and in “plain English” so investors can understand them.
How can I use TipRanks risk factors in my stock research?
Use the Risk Factors tab to get data about the risk factors of any company in which you are considering investing.
You can easily see the most significant risks a company is facing. Additionally, you can find out which risk factors a company has added, removed or adjusted since its previous disclosure. You can also see how a company’s risk factors compare to others in its sector.
Without reading company reports or participating in conference calls, you would most likely not have access to this sort of information, which is usually not included in press releases or other public announcements.
A simplified analysis of risk factors is unique to TipRanks.
What are all the risk factor categories?
TipRanks has identified 6 major categories of risk factors and a number of subcategories for each. You can see how these categories are broken down in the list below.
1. Financial & Corporate
- Accounting & Financial Operations - risks related to accounting loss, value of intangible assets, financial statements, value of intangible assets, financial reporting, estimates, guidance, company profitability, dividends, fluctuating results.
- Share Price & Shareholder Rights – risks related to things that impact share prices and the rights of shareholders, including analyst ratings, major shareholder activity, trade volatility, liquidity of shares, anti-takeover provisions, international listing, dual listing.
- Debt & Financing – risks related to debt, funding, financing and interest rates, financial investments.
- Corporate Activity and Growth – risks related to restructuring, M&As, joint ventures, execution of corporate strategy, strategic alliances.
2. Legal & Regulatory
- Litigation and Legal Liabilities – risks related to litigation/ lawsuits against the company.
- Regulation – risks related to compliance, GDPR, and new legislation.
- Environmental / Social – risks related to environmental regulation and to data privacy.
- Taxation & Government Incentives – risks related to taxation and changes in government incentives.
3. Production
- Costs – risks related to costs of production including commodity prices, future contracts, inventory.
- Supply Chain – risks related to the company’s suppliers.
- Manufacturing – risks related to the company’s manufacturing process including product quality and product recalls.
- Human Capital – risks related to recruitment, training and retention of key employees, employee relationships & unions labor disputes, pension, and post retirement benefits, medical, health and welfare benefits, employee misconduct, employee litigation.
4. Technology & Innovation
- Innovation / R&D – risks related to innovation and new product development.
- Technology – risks related to the company’s reliance on technology.
- Cyber Security – risks related to securing the company’s digital assets and from cyber attacks.
- Trade Secrets & Patents – risks related to the company’s ability to protect its intellectual property and to infringement claims against the company as well as piracy and unlicensed copying.
5. Ability to Sell
- Demand – risks related to the demand of the company’s goods and services including seasonality, reliance on key customers.
- Competition – risks related to the company’s competition including substitutes.
- Sales & Marketing – risks related to sales, marketing, and distribution channels, pricing, and market penetration.
- Brand & Reputation – risks related to the company’s brand and reputation.
6. Macro & Political
- Economy & Political Environment – risks related to changes in economic and political conditions.
- Natural and Human Disruptions – risks related to catastrophes, floods, storms, terror, earthquakes, coronavirus pandemic/COVID-19.
- International Operations – risks related to the global nature of the company.
- Capital Markets – risks related to exchange rates and trade, cryptocurrency.