8-K 1 dp39937_8k.htm FORM 8-K


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


FORM 8-K
 
CURRENT REPORT
Pursuant To Section 13 or 15(d) of
the Securities Exchange Act of 1934
 
Date of report (Date of earliest event reported):  July 30, 2013
 
Morgan Stanley
(Exact Name of Registrant
as Specified in Charter)
 
     
     
 
Delaware
1-11758
36-3145972
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)
 
1585 Broadway, New York, New York
 
10036
(Address of Principal Executive Offices)
 
(Zip Code)
 
     
Registrant’s telephone number, including area code:  (212) 761-4000
 
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
 
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 


 
 
 
 


 Item 5.02. 
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
 
On July 30, 2013, the Board of Directors (the “Board”) of Morgan Stanley (the “Company”) increased the number of directors on the Board from 14 to 15 and elected Rayford Wilkins, Jr. to the Board, effective August 1, 2013.  The Board determined that Mr. Wilkins is independent in accordance with the director independence standards established under the Company’s Corporate Governance Policies.  In addition, the Board appointed Mr. Wilkins to its Nominating and Governance Committee, effective August 1, 2013.
 
Mr. Wilkins will receive compensation as a non-employee director in accordance with the Company’s non-employee director compensation practices described in “Item 1 - Election of Directors: Corporate Governance - Director Compensation” of the Company’s Annual Meeting Proxy Statement filed with the Securities and Exchange Commission on March 28, 2013.
 
The Company’s related press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference in its entirety.
 
Item 9.01. 
Financial Statements and Exhibits.
 
(d)  Exhibits.
 
Exhibit
Number
  Description
   
99.1
Press Release of Morgan Stanley, dated August 1, 2013.
   
 
 
 

 
 
SIGNATURE
 
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
 
 
     
MORGAN STANLEY
(Registrant)
 
         
             
Date:
August 1, 2013
 
By:
/s/ Martin M. Cohen
 
       
Name:
Martin M. Cohen
 
       
Title:
Corporate Secretary