Morgan Stanley
15 nominees · 4 ballot items.
Elect directors; ratify Deloitte & Touche as independent auditor; non-binding advisory vote to approve executive compensation; vote on a shareholder proposal requesting an independent Board Chairman; and transact other business.
Follow how the vote landed and what changed on Morgan Stanley’s board — director track records, governance grades, and ongoing monitoring — on the Boardroom Alpha platform.
On the ballot4
- 1
Election of Directors
ManagementBoard: FORElection of 15 director nominees to the Board for a one-year term.
- 2
Ratification of Appointment of Morgan Stanley’s Independent Auditor
ManagementBoard: FORRatify the appointment of Deloitte & Touche LLP as the Company’s independent auditor for 2026.
- 3
Approve Executive Compensation (Say on Pay
ManagementBoard: FORNon-binding advisory vote to approve the compensation of named executive officers as disclosed in the proxy statement.
More detail
The advisory proposal asks shareholders to approve, on a non-binding basis, the compensation of Morgan Stanley’s named executive officers as disclosed in the proxy statement, including the CD&A and compensation tables. Management is seeking this advisory approval to confirm shareholder support for its pay practices and to inform future compensation decisions; it is standard annual 'say-on-pay' practice under SEC rules. The Board and the CMDS Committee recommend a vote FOR, arguing the compensation program aligns pay to long-term shareholder interests via significant deferral and performance-vested equity (PSUs), incorporates robust risk-adjustment and clawback provisions, and reflects strong Firm performance in 2025 that justifies the CEO and NEO pay decisions. Context includes the firm’s record financial results in 2025, the CEO’s pay decision of $45 million with 75% deferred and 100% of deferred equity in PSUs, and ongoing shareholder engagement (95.43% support in 2025). The recommendation emphasizes governance controls, independent consultant advice, and alignment with market practice; critics may still argue pay quantum or discretion usage, but management frames the program as balanced and performance-based.
- 4
Shareholder Proposal Requesting an Independent Board Chairman
Shareholder — John CheveddenBoard: AGAINSTA shareholder proposal requesting the Board adopt a policy to separate the Chairman and CEO roles and have an independent director serve as Chairman.
Nominees on the ballot15
Top institutional holders10
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | MITSUBISHI UFJ FINANCIAL GROUP INC | 23.9% | 377,085,167 | $62.1B |
| 2 | STATE STREET CORP | 6.4% | 101,340,194 | $16.7B |
| 3 | VANGUARD CAPITAL MANAGEMENT LLC | 4.9% | 77,715,132 | $12.8B |
| 4 | BlackRock, Inc. | 2.3% | 35,943,505 | $5.9B |
| 5 | VANGUARD PORTFOLIO MANAGEMENT LLC | 1.9% | 30,240,801 | $5.0B |
| 6 | Fisher Asset Management, LLC | 1.6% | 25,600,068 | $4.2B |
| 7 | BlackRock, Inc. | 1.6% | 25,147,017 | $4.1B |
| 8 | GEODE CAPITAL MANAGEMENT, LLC | 1.5% | 23,865,375 | $3.9B |
| 9 | Capital Research Global Investors | 1.3% | 20,270,720 | $3.3B |
| 10 | PRICE T ROWE ASSOCIATES INC /MD/ | 1.0% | 15,292,653 | $2.5B |
Other Financial Services sector meetings6
Upcoming shareholder meetings at Morgan Stanley’s closest sector peers — compare boards, ballots, and ownership across the cohort.
Frequently asked questions
- When is the Morgan Stanley 2026 annual meeting?
- Morgan Stanley (MS) holds its 2026 annual shareholder meeting on Thursday, May 14, 2026.
- What is the record date for the Morgan Stanley 2026 meeting?
- The record date for the Morgan Stanley 2026 meeting is Monday, March 16, 2026. Shareholders of record on or before that date are eligible to vote.
- Who are the director nominees for Morgan Stanley's 2026 meeting?
- The board is presenting 15 director nominees at the Morgan Stanley 2026 meeting, listed with their independence status and background.
- What proposals will shareholders vote on at the Morgan Stanley 2026 meeting?
- Shareholders will vote on 4 proposals at the Morgan Stanley 2026 meeting, each tagged with who proposed it and the board's recommendation.
The opinions and information contained herein have been obtained or derived from sources believed to be reliable, but Boardroom Alpha cannot guarantee its accuracy and completeness, and that of the opinions based thereon.
This report contains opinions and is provided for informational purposes only – it does not constitute investment, legal or tax advice. You should not rely solely upon the research herein for purposes of transacting securities or other investments, and you are encouraged to conduct your own research and due diligence, and to seek the advice of a qualified securities professional before you make any investment.
None of the information contained in this report constitutes, or is intended to constitute a recommendation by Boardroom Alpha of any particular security or trading strategy or a determination by Boardroom Alpha that any security or trading strategy is suitable for any specific person. To the extent any of the information contained herein may be deemed to be investment advice, such information is impersonal and not tailored to the investment needs of any specific person.
No representation or warranty, expressed or implied, is made on behalf of Boardroom Alpha as to the accuracy or completeness of the information contained herein. Boardroom Alpha does not accept any liability for any direct, indirect or consequential loss or damage suffered by any person as a result of relying on all or any part of this research and any liability is expressly disclaimed.