SAPERSTEIN ANDREW M 4

What Happened

• Andrew M. Saperstein, Co‑President of Morgan Stanley (MS), received 52,777 shares on 2026-03-12 related to performance stock units (PSUs). The award was reported as an acquisition (code A) at $0.00 per share because the shares were issued upon achievement of performance criteria.
• On the same date, 26,943 shares were withheld to satisfy taxes (code F) at an indicated price of $160.89 per share, resulting in proceeds/withholding valued at $4,334,859.

Key Details

• Transaction date(s): 2026-03-12; Filing date: 2026-03-13 (Form 4 accession 0001628280-26-017720).
• Award: 52,777 shares issued (A) at $0.00. Implied value at $160.89/share ≈ $8.49M.
• Tax withholding: 26,943 shares withheld (F) at $160.89/share = $4,334,859.
• Footnotes: F1 — shares earned based on attainment of relative return on tangible common equity for one‑half of a PSU award granted Jan 18, 2023. F2 — shares withheld to satisfy taxes upon conversion of the PSU Award.
• Shares owned after the transaction are not specified in the provided filing.
• Filing appears to cover transactions on 03-12 and was filed the next day (03-13); no late filing flag indicated.

Context

• This was a performance‑based equity award (PSUs) converting to shares, not an open‑market purchase or a discretionary sale. The withholding of shares to cover taxes is a routine administrative disposition (code F) and should not be read the same as an open‑market sale for liquidity or sentiment.
• For retail investors, awards reflect compensation tied to company performance; withholding reduces the net shares received but does not necessarily indicate the insider’s view on the stock.