Boardroom Alpha
Meeting calendar
MS · Annual meeting · Thursday, May 14, 2026

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.

Market cap
$344.4B
1Y TSR
+58.4%
Board grade
A-
Record date
Mar 16, 2026
Filing
DEF 14A
Meeting concluded · May 14, 2026

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.

Proposals

On the ballot4

  1. 1

    Election of Directors

    ManagementBoard: FOR

    Election of 15 director nominees to the Board for a one-year term.

  2. 2

    Ratification of Appointment of Morgan Stanley’s Independent Auditor

    ManagementBoard: FOR

    Ratify the appointment of Deloitte & Touche LLP as the Company’s independent auditor for 2026.

  3. 3

    Approve Executive Compensation (Say on Pay

    ManagementBoard: FOR

    Non-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. 4

    Shareholder Proposal Requesting an Independent Board Chairman

    Shareholder — John CheveddenBoard: AGAINST

    A shareholder proposal requesting the Board adopt a policy to separate the Chairman and CEO roles and have an independent director serve as Chairman.

Director elections

Nominees on the ballot15

Independent
Tenure on this board
13.5 yrs
Also a director at
Merck & Co Inc (MRK)
Independent
Tenure on this board
1.0 yrs
Also a director at
Boeing Co (BA)
Independent
Tenure on this board
14.5 yrs
Also a director at
Workiva Inc (WK)
Not independent
Tenure on this board
5.2 yrs
Also a director at
Mitsubishi Ufj Financial Group Inc (MUFG)
Independent
Tenure on this board
11.7 yrs
Also a director at
General Motors Co (GM)Hp Inc (HPQ)
Independent
Tenure on this board
10.5 yrs
Also a director at
Cencora Inc (COR)
Independent
Tenure on this board
11.5 yrs
Also a director at
eBay Inc (EBAY)Allstate Corp (ALL)
Independent
Tenure on this board
13.5 yrs
Also a director at
Valero Energy Corp (VLO)Caterpillar Inc (CAT)
Ownership

Top institutional holders10

Latest 13F quarter
1MITSUBISHI UFJ FINANCIAL GROUP INC23.9%377,085,167$62.1B
2STATE STREET CORP6.4%101,340,194$16.7B
3VANGUARD CAPITAL MANAGEMENT LLC4.9%77,715,132$12.8B
4BlackRock, Inc.2.3%35,943,505$5.9B
5VANGUARD PORTFOLIO MANAGEMENT LLC1.9%30,240,801$5.0B
6Fisher Asset Management, LLC1.6%25,600,068$4.2B
7BlackRock, Inc.1.6%25,147,017$4.1B
8GEODE CAPITAL MANAGEMENT, LLC1.5%23,865,375$3.9B
9Capital Research Global Investors1.3%20,270,720$3.3B
10PRICE T ROWE ASSOCIATES INC /MD/1.0%15,292,653$2.5B
Filings

Recent key filings

Periodic reports
Definitive proxies
Reference

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.
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