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Morgan Stanley – ‘10-Q’ for 3/31/16 – ‘EX-10.1’

On:  Wednesday, 5/4/16, at 5:07pm ET   ·   For:  3/31/16   ·   Accession #:  1193125-16-577875   ·   File #:  1-11758

Previous ‘10-Q’:  ‘10-Q’ on 11/3/15 for 9/30/15   ·   Next:  ‘10-Q’ on 8/3/16 for 6/30/16   ·   Latest:  ‘10-Q’ on 11/3/23 for 9/30/23   ·   4 References:   

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 5/04/16  Morgan Stanley                    10-Q        3/31/16  123:34M                                    Donnelley … Solutions/FA

Quarterly Report   —   Form 10-Q   —   Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Quarterly Report                                    HTML   3.33M 
 2: EX-10.1     Material Contract                                   HTML     44K 
 3: EX-10.2     Material Contract                                   HTML     46K 
 4: EX-12       Statement re: Computation of Ratios                 HTML     60K 
 5: EX-15       Letter re: Unaudited Interim Financial Info         HTML     46K 
 6: EX-31.1     Certification -- §302 - SOA'02                      HTML     41K 
 7: EX-31.2     Certification -- §302 - SOA'02                      HTML     41K 
 8: EX-32.1     Certification -- §906 - SOA'02                      HTML     37K 
 9: EX-32.2     Certification -- §906 - SOA'02                      HTML     37K 
16: R1          Document and Entity Information                     HTML     63K 
17: R2          Consolidated Statements of Income                   HTML    158K 
18: R3          Consolidated Statements of Comprehensive Income     HTML     75K 
19: R4          Consolidated Statements of Financial Condition      HTML    144K 
20: R5          Consolidated Statements of Financial Condition      HTML     75K 
                (Parenthetical)                                                  
21: R6          Consolidated Statements of Changes in Total Equity  HTML     88K 
22: R7          Consolidated Statements of Cash Flows               HTML    163K 
23: R8          Introduction and Basis of Presentation              HTML     52K 
24: R9          Significant Accounting Policies                     HTML     50K 
25: R10         Fair Value Disclosures                              HTML   1.44M 
26: R11         Derivative Instruments and Hedging Activities       HTML    593K 
27: R12         Investment Securities                               HTML    376K 
28: R13         Collateralized Transactions                         HTML    160K 
29: R14         Loans and Allowance for Credit Losses               HTML    289K 
30: R15         Equity Method Investments                           HTML     47K 
31: R16         Deposits                                            HTML     50K 
32: R17         Long-Term Borrowings and Other Secured Financings   HTML     58K 
33: R18         Commitments, Guarantees and Contingencies           HTML    162K 
34: R19         Variable Interest Entities and Securitization       HTML    311K 
                Activities                                                       
35: R20         Regulatory Requirements                             HTML    122K 
36: R21         Total Equity                                        HTML    113K 
37: R22         Earnings Per Common Share                           HTML     80K 
38: R23         Interest Income and Interest Expense                HTML     64K 
39: R24         Employee Benefit Plans                              HTML     50K 
40: R25         Income Taxes                                        HTML     48K 
41: R26         Segment and Geographic Information                  HTML    157K 
42: R27         Subsequent Events                                   HTML     44K 
43: R28         Significant Accounting Policies (Policy)            HTML     47K 
44: R29         Fair Value Disclosures (Tables)                     HTML   1.44M 
45: R30         Derivative Instruments and Hedging Activities       HTML    583K 
                (Tables)                                                         
46: R31         Investment Securities (Tables)                      HTML    374K 
47: R32         Collateralized Transactions (Tables)                HTML    151K 
48: R33         Loans and Allowance for Credit Losses (Tables)      HTML    287K 
49: R34         Deposits (Tables)                                   HTML     46K 
50: R35         Long-Term Borrowings and Other Secured Financings   HTML     52K 
                (Tables)                                                         
51: R36         Commitments, Guarantees and Contingencies (Tables)  HTML    111K 
52: R37         Variable Interest Entities and Securitization       HTML    301K 
                Activities (Tables)                                              
53: R38         Regulatory Requirements (Tables)                    HTML     96K 
54: R39         Total Equity (Tables)                               HTML    100K 
55: R40         Earnings Per Common Share (Tables)                  HTML     80K 
56: R41         Interest Income and Interest Expense (Tables)       HTML     63K 
57: R42         Employee Benefit Plans (Tables)                     HTML     47K 
58: R43         Segment and Geographic Information (Tables)         HTML    156K 
59: R44         Introduction and Basis of Presentation (Details)    HTML     40K 
60: R45         Significant Accounting Policies (Details)           HTML     46K 
61: R46         Fair Value Disclosures (Assets and Liabilities      HTML    307K 
                Measured at Fair Value on a Recurring Basis)                     
                (Details)                                                        
62: R47         Fair Value Disclosures (Changes in Level 3 Assets   HTML    281K 
                and Liabilities Measured at Fair Value on a                      
                Recurring Basis) (Details)                                       
63: R48         Fair Value Disclosures (Quantitative Information    HTML    309K 
                about and Sensitivity of Significant Unobservable                
                Inputs Used in Recurring Level 3 Fair Value                      
                Measurements) (Details)                                          
64: R49         Fair Value Disclosures (Fair Value of Investments   HTML     57K 
                Measured at Net Asset Value) (Details)                           
65: R50         Fair Value Disclosures (Fair Value of Equity Fund   HTML     82K 
                and Hedge Fund) (Details)                                        
66: R51         Fair Value Disclosures (Net Gains (Losses) Due to   HTML     67K 
                Changes in Fair Value for Items Measured at Fair                 
                Value Pursuant to the Fair Value Option Election)                
                (Details)                                                        
67: R52         Fair Value Disclosures (Short-term and Long-term    HTML     48K 
                Borrowings) (Details)                                            
68: R53         Fair Value Disclosures (Gains (Losses) Due to       HTML     58K 
                Changes in Instrument Specific Credit Risk)                      
                (Details)                                                        
69: R54         Fair Value Disclosures (Net Difference between      HTML     48K 
                Contractual Principal Amount and Fair Value)                     
                (Details)                                                        
70: R55         Fair Value Disclosures (Assets Measured at Fair     HTML    105K 
                Value on a Nonrecurring Basis) (Details)                         
71: R56         Fair Value Disclosures (Financial Instruments Not   HTML    124K 
                Measured at FV) (Details)                                        
72: R57         Derivative Instruments and Hedging Activities       HTML    237K 
                (Fair Value, Notional and Offsetting of Derivative               
                Assets and Liabilities) (Details)                                
73: R58         Derivative Instruments and Hedging Activities       HTML     73K 
                (Gains or Losses on Derivative Instruments,                      
                Related Hedge Items and Hedge Ineffectiveness)                   
                (Details)                                                        
74: R59         Derivative Instruments and Hedging Activities       HTML     74K 
                (Fair Value of OTC Derivatives in a Gain Position)               
                (Details)                                                        
75: R60         Derivative Instruments and Hedging Activities       HTML     50K 
                (Credit Risk Related Contingencies) (Details)                    
76: R61         Derivative Instruments and Hedging Activities       HTML    120K 
                (Credit Derivatives and Other Credit Derivatives)                
                (Details)                                                        
77: R62         Investment Securities (Schedule of Investment       HTML    138K 
                Securities) (Details)                                            
78: R63         Investment Securities (Schedule of Investment       HTML    142K 
                Securities in an Unrealized Loss Position)                       
                (Details)                                                        
79: R64         Investment Securities (Schedule of Amortized Cost   HTML    194K 
                and Fair Value of Available for Sale Debt                        
                Securities by Contractual Date) (Details)                        
80: R65         Investment Securities (Schedule of Gross Realized   HTML     43K 
                Gains and Gross Realized (Losses) on Sales of AFS                
                Securities) (Details)                                            
81: R66         Collateralized Transactions (Narrative) (Details)   HTML     47K 
82: R67         Collateralized Transactions (Balance Sheet          HTML    113K 
                Offsetting) (Details)                                            
83: R68         Collateralized Transactions (Secured Financing      HTML     85K 
                Transactions) (Details)                                          
84: R69         Collateralized Transactions (Cash And Securities    HTML     43K 
                Deposited With Clearing Organizations Or                         
                Segregated Under Federal And Other Regulations Or                
                Requirements) (Details)                                          
85: R70         Loans and Allowance for Credit Losses (Outstanding  HTML    125K 
                Loans and Credit Quality) (Details)                              
86: R71         Loans and Allowance for Credit Losses (Impaired     HTML     76K 
                Loans) (Details)                                                 
87: R72         Loans and Allowance for Credit Losses (Loans and    HTML    131K 
                Lending-related Commitments) (Details)                           
88: R73         Loans and Allowance for Credit Losses (Employee     HTML     48K 
                Loans) (Details)                                                 
89: R74         Equity Method Investments (Narratives) (Details)    HTML     52K 
90: R75         Deposits (Details)                                  HTML     57K 
91: R76         Long-Term Borrowings and Other Secured Financings   HTML     43K 
                (Other Narratives) (Details)                                     
92: R77         Long-Term Borrowings and Other Secured Financings   HTML     49K 
                (Components of Long-term Borrowings) (Details)                   
93: R78         Long-Term Borrowings and Other Secured Financings   HTML     45K 
                (Other Secured Financings) (Details)                             
94: R79         Commitments, Guarantees and Contingencies           HTML    105K 
                (Narrative - Contingencies) (Details)                            
95: R80         Commitments, Guarantees and Contingencies           HTML     79K 
                (Commitments) (Details)                                          
96: R81         Commitments, Guarantees and Contingencies           HTML    110K 
                (Obligations under Guarantee Arrangements)                       
                (Details)                                                        
97: R82         Variable Interest Entities and Securitization       HTML     40K 
                Activities (Narrative) (Details)                                 
98: R83         Variable Interest Entities and Securitization       HTML     54K 
                Activities (Consolidated VIEs) (Details)                         
99: R84         Variable Interest Entities and Securitization       HTML     68K 
                Activities (Consolidated VIEs Assets and                         
                Liabilities, Generally Not Available to the                      
                Company) (Details)                                               
100: R85         Variable Interest Entities and Securitization       HTML    115K  
                Activities (Non-Consolidated VIEs) (Details)                     
101: R86         Variable Interest Entities and Securitization       HTML     85K  
                Activities (Transfers of Assets with Continuing                  
                Involvement 1) (Details)                                         
102: R87         Variable Interest Entities and Securitization       HTML     76K  
                Activities (Transfers of Assets with Continuing                  
                Involvement 2) (Details)                                         
103: R88         Variable Interest Entities and Securitization       HTML     50K  
                Activities (Proceeds from retained interests in                  
                securitization transactions) (Details)                           
104: R89         Variable Interest Entities and Securitization       HTML     53K  
                Activities (Bilateral OTD equity derivatives)                    
                (Details)                                                        
105: R90         Variable Interest Entities and Securitization       HTML     41K  
                Activities (Failed Sales) (Details)                              
106: R91         Regulatory Requirements (Narrative) (Details)       HTML     51K  
107: R92         Regulatory Requirements (Capital Measures)          HTML     79K  
                (Details)                                                        
108: R93         Regulatory Requirements (Significant U.S. Bank      HTML     85K  
                Operating Subsidiaries' Capital) (Details)                       
109: R94         Total Equity (Narrative) (Details)                  HTML     47K  
110: R95         Total Equity (Preferred Stock Outstanding)          HTML     81K  
                (Details)                                                        
111: R96         Total Equity (Components of Accumulated Other       HTML     67K  
                Comprehensive Income (Loss)) (Details)                           
112: R97         Earnings Per Common Share (Calculation of Basic     HTML     99K  
                and Diluted EPS) (Details)                                       
113: R98         Earnings Per Common Share (Antidilutive Securities  HTML     42K  
                Excluded from the Computation of Diluted EPS)                    
                (Details)                                                        
114: R99         Interest Income and Interest Expense (Details)      HTML     71K  
115: R100        Employee Benefit Plans (Net Periodic Benefit        HTML     52K  
                Expense) (Details)                                               
116: R101        Income Taxes (Reconciliation of the Effective       HTML     41K  
                Income Tax Rate) (Details)                                       
117: R102        Segment and Geographic Information (Selected        HTML    123K  
                Financial Information by Segments) (Details)                     
118: R103        Segment and Geographic Information (Assets by       HTML     46K  
                Segments) (Details)                                              
119: R104        Segment and Geographic Information (Net Revenues    HTML     45K  
                by Geographic Area) (Details)                                    
120: R105        Subsequent Events (Details)                         HTML     55K  
122: XML         IDEA XML File -- Filing Summary                      XML    243K  
121: EXCEL       IDEA Workbook of Financial Reports                  XLSX    204K  
10: EX-101.INS  XBRL Instance -- ms-20160331                         XML  14.67M 
12: EX-101.CAL  XBRL Calculations -- ms-20160331_cal                 XML    625K 
13: EX-101.DEF  XBRL Definitions -- ms-20160331_def                  XML   3.21M 
14: EX-101.LAB  XBRL Labels -- ms-20160331_lab                       XML   6.15M 
15: EX-101.PRE  XBRL Presentations -- ms-20160331_pre                XML   4.16M 
11: EX-101.SCH  XBRL Schema -- ms-20160331                           XSD    614K 
123: ZIP         XBRL Zipped Folder -- 0001193125-16-577875-xbrl      Zip    873K  


‘EX-10.1’   —   Material Contract


This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



  EX-10.1  

Exhibit 10.1

Fourth Amendment to Investor Agreement

THIS FOURTH AMENDMENT TO THE INVESTOR AGREEMENT (this “Amendment”), dated as of April 6, 2016, is made by and between Morgan Stanley, a Delaware corporation (the “Company”), and Mitsubishi UFJ Financial Group, Inc., a joint stock company organized under the laws of Japan (the “Investor”).

W I T N E S S E T H:

WHEREAS, the Company and the Investor are parties to that certain Investor Agreement, dated as of October 13, 2008, and amended by the First Amendment to Investor Agreement, dated as of October 27, 2008, and amended and restated by the Amended and Restated Investor Agreement, dated as of June 30, 2011, and amended by the Third Amendment to Investor Agreement, dated as of October 3, 2013 (the Investor Agreement, as so amended and restated, the “Investor Agreement”); and

WHEREAS, the Company and the Investor have determined to further amend the Investor Agreement as set forth herein.

NOW THEREFORE, in consideration of the premises and of the respective representations, warranties, covenants and conditions contained herein, the parties hereto agree as follows:

 

1. Defined Terms. Capitalized terms used but not defined in this Amendment shall have the respective meanings ascribed to them in the Investor Agreement.

 

2. Amendments. The Investor Agreement is hereby amended as follows:

 

  2.1. The first sentence of Section 3.4 is amended and restated in its entirety as follows: “Standstill Period” shall mean the period from the date hereof until the earlier of (i) October 13, 2018, and (ii) the occurrence of an Investor Rights Termination Event; provided, however, that the parties shall, prior to the expiration of the Standstill Period, discuss in good faith whether to extend the Standstill Period (with no obligation to extend).”

 

  2.2. Section 5.6 is amended and restated in its entirety as follows: “The preemptive right to purchase Covered Securities granted by this Article V shall not be available for any offering that commences at any time after (i) October 13, 2018 (the “Preemptive Rights Expiration Date”) or (ii) the date on which the Investor Transfers any of the Securities that it acquired on the Closing Date or the Common Stock issued upon conversion of any Securities, or Hedges its exposure to the Common Stock, except as contemplated by clause (i) or (ii) of the first sentence of Section 4.1(a) and Section 4.1(e); provided, however, that the parties shall, no later than 3 months prior to the Preemptive Rights Expiration Date, discuss in good faith whether to extend the Preemptive Rights Expiration Date (with no obligation to extend).”


3. No Other Amendments. Except as expressly set forth herein, the Investor Agreement remains in full force and effect in accordance with its terms and nothing contained herein shall be deemed to be a waiver, amendment, modification or other change of any term, condition or provision of the Investor Agreement (or a consent to any such waiver, amendment, modification or other change). All references in the Investor Agreement to the Investor Agreement shall be deemed to be references to the Investor Agreement after giving effect to this Amendment.

 

4. Changes. This Amendment may not be modified or amended except pursuant to an instrument in writing signed by the Company and the Investor.

 

5. Headings. The headings of the various sections of this Amendment have been inserted for convenience or reference only and shall not be deemed to be part of this Amendment.

 

6. Applicable Law and Submission to Jurisdiction. This Amendment will be governed by and construed in accordance with the laws of the State of Delaware applicable to contracts made and to be performed within the State of Delaware. The provisions of Sections 9.5 and 9.12 of the Investor Agreement shall apply to this Amendment as if each such provision were set forth herein in their entirety.

 

7. Counterparts. This Amendment may be signed in one or more counterparts, each of which shall constitute an original and all of which together shall constitute one and the same agreement.

 

- 2 -


Please confirm that the foregoing correctly sets forth the agreement between us by signing in the space provided below for that purpose.

AGREED AND ACCEPTED:

 

MORGAN STANLEY     MITSUBISHI UFJ FINANCIAL GROUP, INC.
By:  

/s/ James Rosenthal

    By:  

/s/ Tadashi Kuroda

Name:   James Rosenthal     Name:   Tadashi Kuroda
Title:   Chief Operating Officer     Title:   Senior Managing Executive Officer

[Signature Page to Fourth Amendment to Investor Agreement]


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-Q’ Filing    Date    Other Filings
10/13/18
Filed on:5/4/16424B2,  FWP
4/6/16424B2,  FWP
For Period end:3/31/1613F-HR,  424B2,  FWP
10/3/13424B2,  CERTNYS,  FWP
6/30/1110-Q,  4,  424B2,  8-K,  FWP
10/27/08424B2,  FWP
10/13/083,  8-K
 List all Filings 


4 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/22/24  Morgan Stanley                    10-K       12/31/23  224:45M
 2/24/23  Morgan Stanley                    10-K       12/31/22  227:50M
 2/24/22  Morgan Stanley                    10-K       12/31/21  225:51M
 2/26/21  Morgan Stanley                    10-K       12/31/20  225:50M
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Filing Submission 0001193125-16-577875   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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