SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

MITSUBISHI UFJ FINANCIAL GROUP INC

(Last)

(First)

(Middle)

7-1, MARUNOUCHI 2-CHOME, CHIYODA-KU

(Street)

TOKYO

100-8330

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
MORGAN STANLEY [ MS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/28/2013

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock⁽¹⁾⁽²⁾⁽³⁾	05/14/2019		P		1,429.279	A	$44.34	403,971,684.004⁽⁴⁾	I	Through Subsidiary⁽⁵⁾
Common Stock⁽¹⁾⁽²⁾⁽³⁾	05/28/2019		P		0.008	A	$42.17	403,971,684.012⁽⁴⁾	I	Through Subsidiary⁽⁵⁾
Common Stock⁽¹⁾⁽²⁾⁽³⁾	07/17/2019		P		0.001	A	$43.84	397,854,345.013⁽⁴⁾	I	Through Subsidiary⁽⁵⁾
Common Stock⁽¹⁾⁽²⁾⁽³⁾	08/02/2019		P		75.35	A	$42.12	396,296,520.364⁽⁴⁾	I	Through Subsidiary⁽⁵⁾
Common Stock⁽¹⁾⁽²⁾⁽³⁾	08/02/2019		P		1.242	A	$42.12	396,296,521.605⁽⁴⁾	I	Through Subsidiary⁽⁵⁾
Common Stock⁽¹⁾⁽²⁾⁽³⁾	08/02/2019		P		26.836	A	$45.81	396,296,548.441⁽⁴⁾	I	Through Subsidiary⁽⁵⁾
Common Stock⁽¹⁾⁽²⁾⁽³⁾	08/02/2019		P		75.912	A	$45.99	396,296,624.353⁽⁴⁾	I	Through Subsidiary⁽⁵⁾
Common Stock⁽¹⁾⁽²⁾⁽³⁾	08/13/2019		P		0.012	A	$40.69	396,296,624.365⁽⁴⁾	I	Through Subsidiary⁽⁵⁾
Common Stock⁽¹⁾⁽²⁾⁽³⁾	08/27/2019		P		0.005	A	$39.8	396,296,624.37⁽⁴⁾	I	Through Subsidiary⁽⁵⁾
Common Stock⁽¹⁾⁽²⁾⁽³⁾	09/03/2019		P		0.002	A	$40.73	396,296,624.372⁽⁴⁾	I	Through Subsidiary⁽⁵⁾
Common Stock⁽¹⁾⁽²⁾⁽³⁾	09/06/2019		S		0.081	D	$42.18	396,296,624.292⁽⁴⁾	I	Through Subsidiary⁽⁵⁾
Common Stock⁽¹⁾⁽²⁾⁽³⁾	09/20/2019		P		0.01	A	$43.68	396,296,624.302⁽⁴⁾	I	Through Subsidiary⁽⁵⁾
Common Stock⁽¹⁾⁽²⁾⁽³⁾	09/26/2019		S		0.003	D	$42.61	388,383,119.299⁽⁴⁾	I	Through Subsidiary⁽⁵⁾
Common Stock⁽¹⁾⁽²⁾⁽³⁾	10/29/2019		S		0.002	D	$46.82	387,251,009.296⁽⁴⁾	I	Through Subsidiary⁽⁵⁾
Common Stock⁽¹⁾⁽²⁾⁽³⁾	11/08/2019		S		0.009	D	$49.15	387,251,009.288⁽⁴⁾	I	Through Subsidiary⁽⁵⁾
Common Stock⁽¹⁾⁽²⁾⁽³⁾	11/19/2019		S		0.01	D	$49.37	387,251,009.277⁽⁴⁾	I	Through Subsidiary⁽⁵⁾
Common Stock⁽¹⁾⁽²⁾⁽³⁾	11/26/2019		S		0.008	D	$49.41	387,251,009.27⁽⁴⁾	I	Through Subsidiary⁽⁵⁾
Common Stock⁽¹⁾⁽²⁾⁽³⁾	12/26/2019		S		0.002	D	$51.1	382,560,455.267⁽⁴⁾	I	Through Subsidiary⁽⁵⁾
Common Stock⁽¹⁾⁽²⁾⁽³⁾	02/06/2020		S		1,495.42	D	$54.95	381,649,999.847⁽⁴⁾	I	Through Subsidiary⁽⁵⁾
Common Stock⁽¹⁾⁽²⁾⁽³⁾	02/19/2020		P		0.001	A	$56.32	381,649,999.848⁽⁴⁾	I	Through Subsidiary⁽⁵⁾
Common Stock⁽¹⁾⁽²⁾⁽³⁾	02/26/2020		S		0.002	D	$47.23	381,649,999.846⁽⁴⁾	I	Through Subsidiary⁽⁵⁾
Common Stock⁽¹⁾⁽²⁾⁽³⁾	02/27/2020		P		0.005	A	$46.25	381,649,999.851⁽⁴⁾	I	Through Subsidiary⁽⁵⁾
Common Stock⁽¹⁾⁽²⁾⁽³⁾	03/11/2020		P		0.001	A	$38.78	381,649,999.852⁽⁴⁾	I	Through Subsidiary⁽⁵⁾
Common Stock⁽¹⁾⁽²⁾⁽³⁾	03/26/2020		P		0.001	A	$35.44	377,084,709.853⁽⁴⁾	I	Through Subsidiary⁽⁵⁾
Common Stock⁽¹⁾⁽²⁾⁽³⁾	03/30/2020		S		2.314	D	$34.84	377,084,707.538⁽⁴⁾	I	Through Subsidiary⁽⁵⁾
Common Stock⁽¹⁾⁽²⁾⁽³⁾	04/09/2020		P		0	A	$41.28	377,084,707.539⁽⁴⁾	I	Through Subsidiary⁽⁵⁾
Common Stock⁽¹⁾⁽²⁾⁽³⁾	04/27/2020		S		0.31	D	$38.55	377,084,707.229⁽⁴⁾	I	Through Subsidiary⁽⁵⁾
Common Stock⁽¹⁾⁽²⁾⁽³⁾	05/07/2020		P		0.001	A	$38.84	377,084,707.229⁽⁴⁾	I	Through Subsidiary⁽⁵⁾
Common Stock⁽¹⁾⁽²⁾⁽³⁾	05/15/2020		S		0.208	D	$37.28	377,084,707.021⁽⁴⁾	I	Through Subsidiary⁽⁵⁾
Common Stock⁽¹⁾⁽²⁾⁽³⁾	05/29/2020		P		0.004	A	$44.2	377,084,707.025⁽⁴⁾	I	Through Subsidiary⁽⁵⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. By virtue of its right to appoint two directors to the Board of Directors of Morgan Stanley, the Reporting Person is also a director of Morgan Stanley by deputization.

2. The purchases and sales reflect the Reporting Person's pecuniary interest in transactions effected by its wholly-owned subsidiaries indirectly through certain investment funds.

3. The Reporting Person has disgorged the profits realized by these transactions to the Issuer, including all transactions as to which the Reporting Person has disclaimed beneficial ownership and all transactions and securities which the Reporting Person has disclaimed being subject to Section 16.

4. The amounts reported in this column reflect not only the transactions set forth in this disclosure, but also those reported in prior Form 4 filings.

5. This Form 4 is the result of the Reporting Person's review of past trading activity in Morgan Stanley equity securities. That review, which began in late 2018, remains ongoing, and the Reporting Person will make further disclosures should it determine that it is necessary to do so.

Remarks:

Form 3 of 4

	/s/ Miki Katayama, Managing Director	10/21/2020
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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