Morgan Stanley (MS) Proxy filing summary

Voting matters and shareholder proposals

• Shareholders will vote on the election of 14 directors, with the board recommending a vote for each nominee.

• Ratification of Deloitte & Touche LLP as independent auditor is on the agenda, with board support.

• Advisory vote on executive compensation (say-on-pay) is included, recommended for approval by the board.

• A shareholder proposal requests an independent Board Chairman, which the board recommends voting against.

Board of directors and corporate governance

• The slate of director nominees includes individuals with diverse backgrounds and expertise.

• Board structure and leadership, including the role of Chairman, are under review through a shareholder proposal.

Executive compensation and say-on-pay

• Executive compensation package is subject to a non-binding advisory vote.

• Board recommends approval of the disclosed executive compensation.