---
schema_version: "secwatch.filing_event.v1"
accession: "0000950103-23-007607"
form_type: "8-K"
ticker: "MS"
cik: "0000895421"
company_name: "MORGAN STANLEY"
filed_at: "2023-05-22T23:59:59+00:00"
generated_at: "2026-06-14T18:58:16.647488+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.4
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# Morgan Stanley shareholders reelect all directors, approve executive compensation at 2023 Annual Meeting

## Summary
- All 14 director nominees elected; James P. Gorman received 1,346,002,723 votes for.
- Ratification of Deloitte & Touche as independent auditor passed with 1,476,222,399 votes for.
- Non-binding advisory vote on executive compensation approved with 1,335,192,763 votes for.
- Advisory vote on frequency set to every 1 year with 1,367,992,449 votes for; board adopts annual say-on-pay until 2029.
- Shareholder proposals for improved special meeting rights and fossil fuel financing policy both rejected.

## SEC filing metadata
- accession: 0000950103-23-007607
- form_type: 8-K
- ticker: MS
- cik: 0000895421
- company_name: MORGAN STANLEY
- filed_at: 2023-05-22T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.4
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/895421/000095010323007607/0000950103-23-007607-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/895421/000095010323007607/dp193977_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0000950103-23-007607
- JSON: https://secwatch.observer/filing/0000950103-23-007607.json
- Plain text: https://secwatch.observer/filing/0000950103-23-007607.txt

## Key facts
- Shareholder Votes
  MORGAN STANLEY shareholders rejected Shareholder Proposal Requesting Adoption of Improved Shareholder Right to Call a Special Shareholder Meeting at the 2023-05-19 meeting.
  - Outcome: failed
  - Meeting: 2023-05-19
  source text: The Shareholder Proposals were not approved by the Shareholders.
  evidence_url: https://www.sec.gov/Archives/edgar/data/895421/000095010323007607/0000950103-23-007607-index.htm
- Shareholder Votes
  MORGAN STANLEY shareholders approved Election of Directors at the 2023-05-19 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-05-19
  source text: The Shareholders also voted on shareholder proposals requesting (i) adoption of improved shareholder right to call a special shareholder meeting and (ii) adoption of a policy to cease financing new fossil fuel development (collectively, the “Shareholder Proposals”). At the Annual Meeting, all nominees for election to the Board were elected by the Shareholders.
  evidence_url: https://www.sec.gov/Archives/edgar/data/895421/000095010323007607/0000950103-23-007607-index.htm
- Shareholder Votes
  MORGAN STANLEY shareholders approved Frequency of Advisory Vote to Approve Compensation of Executives (Non-Binding Advisory Vote) at the 2023-05-19 meeting.
  - Proposal: say on pay frequency
  - Outcome: passed
  - Meeting: 2023-05-19
  source text: The advisory vote on the frequency of future advisory votes on executive compensation was held, and the option of “1 Year” received a majority of the votes cast.
  evidence_url: https://www.sec.gov/Archives/edgar/data/895421/000095010323007607/0000950103-23-007607-index.htm
- Shareholder Votes
  MORGAN STANLEY shareholders approved Approval of Compensation of Executives (Non-Binding Advisory Vote) at the 2023-05-19 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2023-05-19
  source text: The proposal to approve the compensation of the Company’s named executive officers as disclosed in the 2023 Proxy, through an advisory vote, was also approved by the Shareholders.
  evidence_url: https://www.sec.gov/Archives/edgar/data/895421/000095010323007607/0000950103-23-007607-index.htm
- Shareholder Votes
  MORGAN STANLEY shareholders rejected Shareholder Proposal Requesting Adoption of a Policy to Cease Financing New Fossil Fuel Development at the 2023-05-19 meeting.
  - Outcome: failed
  - Meeting: 2023-05-19
  source text: The Shareholder Proposals were not approved by the Shareholders.
  evidence_url: https://www.sec.gov/Archives/edgar/data/895421/000095010323007607/0000950103-23-007607-index.htm
- Shareholder Votes
  MORGAN STANLEY shareholders approved Ratification of Appointment of Independent Auditor at the 2023-05-19 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-05-19
  source text: The Shareholders also voted to ratify the appointment of Deloitte & Touche LLP as the Company’s independent auditor for the 2023 fiscal year.
  evidence_url: https://www.sec.gov/Archives/edgar/data/895421/000095010323007607/0000950103-23-007607-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.