GROSSMAN ERIC F 4

What Happened

Eric F. Grossman, Morgan Stanley's Chief Legal and Administrative Officer, received 22,715 shares on March 12, 2026 as the earned portion of a performance stock unit (PSU) award. To cover tax withholding upon conversion, 11,597 of those shares were surrendered/withheld at an applicable price of $160.89 per share, generating $1,865,841. This was an award/vesting event (not an open-market sale or purchase); the withholding is a routine cashless tax payment.

Key Details

• Transaction dates: March 12, 2026 (reported March 13, 2026).
• Award/acquisition: 22,715 shares (code A) at $0.00 (issued/converted).
• Tax withholding/disposition: 11,597 shares (code F) at $160.89 = $1,865,841 withheld to satisfy tax liability.
• Shares owned after transaction: Not specified in the filing.
• Footnotes:
  • F1: Shares earned based on achievement of pre-established relative return on tangible common equity for one-half of a PSU award granted Jan 18, 2023.
  • F2: Shares were withheld to satisfy taxes upon conversion of the PSU award.
• Filing timeliness: Report filed the day after the transaction (appears timely).

Context

PSUs are performance-based awards that convert to shares when company performance targets are met. The withholding of shares to cover taxes is a standard, administrative action and should not be read as a directional bet on the stock; it’s different from an intentional open-market sale.