QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2021
Commission File Number 1-11758
(Exact name of Registrant as specified in its charter)
Delaware
1585 Broadway
36-3145972
(212)
761-4000
(State or other jurisdiction of
incorporation or organization)
New York,
NY
10036
(I.R.S. Employer Identification No.)
(Registrant’s telephone number, including area code)
(Address of principal executive offices, including zip code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading
Symbol(s)
Name of exchange on
which registered
Common Stock, $0.01 par value
MS
New York Stock Exchange
Depositary Shares, each representing 1/1,000th interest in a share of Floating Rate
MS/PA
New York Stock Exchange
Non-Cumulative Preferred Stock, Series A, $0.01 par value
Depositary Shares, each representing 1/1,000th interest in a share of Fixed-to-Floating Rate
MS/PE
New York Stock Exchange
Non-Cumulative Preferred Stock, Series E, $0.01 par value
Depositary Shares, each representing 1/1,000th interest in a share of Fixed-to-Floating Rate
MS/PF
New York Stock Exchange
Non-Cumulative Preferred Stock, Series F, $0.01 par value
Depositary Shares, each representing 1/1,000th interest in a share of Fixed-to-Floating Rate
MS/PI
New York Stock Exchange
Non-Cumulative Preferred Stock, Series I, $0.01 par value
Depositary Shares, each representing 1/1,000th interest in a share of Fixed-to-Floating Rate
MS/PK
New York Stock Exchange
Non-Cumulative Preferred Stock, Series K, $0.01 par value
Depositary Shares, each representing 1/1000th interest in a share of 4.875%
MS/PL
New York Stock Exchange
Non-Cumulative Preferred Stock, Series L, $0.01 par value
Depositary Shares, each representing 1/1000th interest in a share of 4.250%
MS/PO
New York Stock Exchange
Non-Cumulative Preferred Stock, Series O, $0.01 par value
Global Medium-Term Notes, Series A, Fixed Rate Step-Up Senior Notes Due 2026
MS/26C
New York Stock Exchange
of Morgan Stanley Finance LLC (and Registrant’s guarantee with respect thereto)
Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer
☒
Accelerated filer
☐
Non-accelerated filer
☐
Smaller reporting company
☐
Emerging growth company
☐
If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
As of October 29, 2021, there were 1,794,411,954 shares of the Registrant’s Common Stock, par value $0.01 per share, outstanding.
We file annual, quarterly and current reports, proxy statements and other information with the SEC. The SEC maintains a website, www.sec.gov, that contains annual, quarterly and current reports, proxy and information statements and other information that issuers file electronically with the SEC. Our electronic SEC filings are available to the public at the SEC’s website.
Our website is www.morganstanley.com. You can access our Investor Relations webpage at www.morganstanley.com/about-us-ir. We make available free of charge, on or through our Investor Relations webpage, our proxy statements, annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and any amendments to those reports filed or furnished pursuant to the Securities Exchange Act of 1934, as amended (“Exchange Act”), as soon as reasonably practicable after such material is electronically filed with, or furnished to, the SEC. We also make available, through our Investor Relations webpage, via a link to the SEC’s website, statements of beneficial ownership of our equity securities filed by our directors, officers, 10% or greater shareholders and others under Section 16 of the Exchange Act.
You can access information about our corporate governance at www.morganstanley.com/about-us-governance, our sustainability initiatives at www.morganstanley.com/about-us/sustainability-at-morgan-stanley and our commitment to diversity and inclusion at www.morganstanley.com/about-us/diversity. Our webpages include:
•Amended and Restated Certificate of Incorporation;
•Amended and Restated Bylaws;
•Charters for our Audit Committee, Compensation, Management Development and Succession Committee, Nominating and Governance Committee, Operations and Technology Committee, and Risk Committee;
•Corporate Governance Policies;
•Policy Regarding Corporate Political Activities;
•Policy Regarding Shareholder Rights Plan;
•Equity Ownership Commitment;
•Code of Ethics and Business Conduct;
•Code of Conduct;
•Integrity Hotline Information;
•Environmental and Social Policies;
•Sustainability Report;
•Task Force on Climate-related Financial Disclosures Report; and
•Diversity and Inclusion Report.
Our Code of Ethics and Business Conduct applies to all directors, officers and employees, including our Chief Executive Officer, Chief Financial Officer and Deputy Chief Financial Officer. We will post any amendments to the Code of Ethics and Business Conduct and any waivers that are required to be disclosed by the rules of either the SEC or the New York Stock Exchange LLC (“NYSE”) on our website. You can request a copy of these documents, excluding exhibits, at no cost, by contacting Investor Relations, 1585 Broadway, New York, NY 10036 (212-761-4000). The information on our website is not incorporated by reference into this report.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
Introduction
Morgan Stanley is a global financial services firm that maintains significant market positions in each of its business segments—Institutional Securities, Wealth Management and Investment Management. Morgan Stanley, through its subsidiaries and affiliates, provides a wide variety of products and services to a large and diversified group of clients and customers, including corporations, governments, financial institutions and individuals. Unless the context otherwise requires, the terms “Morgan Stanley,” “Firm,” “us,” “we” or “our” mean Morgan Stanley (the “Parent Company”) together with its consolidated subsidiaries. Disclosures reflect the effects of the acquisitions of E*TRADE Financial Corporation (“E*TRADE”) and Eaton Vance Corp. (“Eaton Vance”) prospectively from the acquisition dates, October 2, 2020 and March 1, 2021, respectively. See the “Glossary of Common Terms and Acronyms” for the definition of certain terms and acronyms used throughout this Form 10-Q.
A description of the clients and principal products and services of each of our business segments is as follows:
Institutional Securities provides a variety of products and services to corporations, governments, financial institutions and ultra-high net worth clients. Investment banking services consist of capital raising and financial advisory services, including services relating to the underwriting of debt, equity and other securities, as well as advice on mergers and acquisitions, restructurings and project finance. Our Equity and Fixed Income businesses include sales, financing, prime brokerage, market-making, Asia wealth management services and certain business-related investments. Lending activities include originating corporate loans and commercial real estate loans, providing secured lending facilities, and extending securities-based and other financing to customers. Other activities include research.
Wealth Management provides a comprehensive array of financial services and solutions to individual investors and small to medium-sized businesses and institutions covering: financial advisor-led brokerage and investment advisory services; self-directed brokerage services; financial and wealth planning services; workplace services including stock plan administration; annuity and insurance products; securities-based lending, residential real estate loans and other lending products; banking; and retirement plan services.
Investment Management provides a broad range of investment strategies and products that span geographies, asset classes, and public and private markets to a diverse group of clients across institutional and intermediary channels. Strategies and products, which are offered through a variety of investment vehicles, include equity, fixed income, alternatives and solutions, and liquidity and overlay services. Institutional clients include defined benefit/defined contribution plans, foundations, endowments, government entities, sovereign wealth funds, insurance companies, third-party fund sponsors and corporations. Individual clients are generally served through intermediaries, including affiliated and non-affiliated distributors.
Management’s Discussion and Analysis includes certain metrics that we believe to be useful to us, investors, analysts and other stakeholders by providing further transparency about, or an additional means of assessing, our financial condition and operating results. Such metrics, when used, are defined and may be different from or inconsistent with metrics used by other companies.
The results of operations in the past have been, and in the future may continue to be, materially affected by: competition; risk factors; legislative, legal and regulatory developments; and other factors. These factors also may have an adverse impact on our ability to achieve our strategic objectives. Additionally, the discussion of our results of operations herein may contain forward-looking statements. These statements, which reflect management’s beliefs and expectations, are subject to risks and uncertainties that may cause actual results to differ materially. For a discussion of the risks and uncertainties that may affect our future results, see “Forward-Looking Statements,” “Business—Competition,” “Business—Supervision and Regulation,” and “Risk Factors” in the 2020 Form 10-K, and “Liquidity and Capital Resources—Regulatory Requirements” herein.
Consolidated Results—Three Months Ended September 30, 2021
•Firm net revenues of $14.8 billion and net income of $3.7 billion increased more than 25% from the prior year quarter, reflecting strong performance across all business segments and regions.
•The Firm delivered an annualized ROTCE of 19.6% or 20.2% excluding the impact of integration-related expenses (see “Selected Non-GAAP Financial Information” herein).
•The Firm expense efficiency ratio was 67% or 66% excluding the impact of integration-related expenses (see “Selected Non-GAAP Financial Information” herein).
•At September 30, 2021, our standardized Common Equity Tier 1 capital ratio was 16.0%.
•Institutional Securities Net revenues of $7.5 billion reflect record Investment Banking revenues, led by Advisory, continued strong performance in Equity, and solid results in Fixed income.
•Wealth Management delivered a pre-tax margin of 25.8% or 27.7% excluding integration-related expenses (see “Selected Non-GAAP Financial Information” herein). Results reflect record asset management revenues, continued growth in bank lending. The business added record net new assets of $135 billion representing a year-to-date 10% annualized growth rate from beginning period assets.
•Investment Management results reflect an increase in fee-based asset management revenues on AUM of $1.5 trillion.
Net Revenues1
($ in millions)
1.Certain prior period amounts have been reclassified to conform to the current presentation. See “Business Segments” herein and Note 1 to the financial statements for more information.
Net Income Applicable to Morgan Stanley
($ in millions)
Earnings per Diluted Common Share1
1.Adjusted Diluted EPS for the current quarter and the current year period were $2.04 and $6.15, respectively (see “Selected Non-GAAP Financial Information” herein).
We reported net revenues of $14.8 billion in the quarter ended September 30, 2021 (“current quarter,” or “3Q 2021”), compared with $11.7 billion in the quarter ended September 30, 2020 (“prior year quarter,” or “3Q 2020”). For the current quarter, net income applicable to Morgan Stanley was $3.7 billion, or $1.98 per diluted common share, compared with $2.7 billion or $1.66 per diluted common share, in the prior year quarter.
We reported net revenues of $45.2 billion in the nine months ended September 30, 2021 (“current year period,” or “YTD 2021”), compared with $35.2 billion in the period ended September 30, 2020 (“prior year period,” or “YTD 2020”). For the current period, net income applicable to Morgan Stanley was $11.3 billion, or $6.02 per diluted common share, compared with $7.6 billion or $4.62 per diluted common share, in the prior year period.
1.The percentages on the bars in the chart represent the contribution of compensation and benefits expenses and non-compensation expenses to the total.
2.Certain prior period amounts have been reclassified to conform to the current presentation. See “Business Segments” herein and Note 1 to the financial statements for more information.
•Compensation and benefits expenses of $5,920 million in the current quarter increased 16% from the prior year quarter, primarily as a result of increases in the formulaic payout to Wealth Management representatives, incremental compensation as a result of the E*TRADE and Eaton Vance acquisitions, higher discretionary incentive compensation driven by revenues, and higher salaries on increased headcount, partially offset by lower expenses related to certain deferred compensation plans linked to investment performance.
Compensation and benefits expenses of $19,141 million in the current year period increased 24% from the prior year period, primarily as a result of an increase in the formulaic payout to Wealth Management representatives, incremental compensation as a result of the E*TRADE and Eaton Vance acquisitions, higher discretionary incentive compensation driven by revenues, higher expenses related to certain deferred compensation plans linked to the Firm's share price, and higher salaries on increased headcount.
•Non-compensation expenses of $3,935 million in the current quarter increased 30% from the prior year quarter, primarily due to incremental expenses as a result of the E*TRADE and Eaton Vance acquisitions, in addition to higher volume-related expenses and increased investments in technology.
Non-compensation expenses of $11,307 million in the current year period increased 25% from the prior year period, primarily driven by incremental expenses as a result of the E*TRADE and Eaton Vance acquisitions, higher volume-related expenses, increased investments in technology and higher professional services expenses, partially offset by lower litigation expenses.
Provision for Credit Losses
The Provision for credit losses on loans and lending commitments in the current quarter was $24 million, primarily driven by growth in corporate lending commitments. The Provision for credit losses on loans and lending commitments of $111 million in the prior year quarter was primarily driven by the risks related to vulnerable sectors and higher downgrade sensitivity, and changes in asset quality trends.
The Provision for credit losses on loans and lending commitments in the current year period was flat, primarily as a result of paydowns on corporate loans, including by lower-rated borrowers, offset by the provision for one secured lending facility in the second quarter of 2021. The Provision for credit losses on loans and lending commitments of $757 million in the prior year period was primarily driven by the risks related to vulnerable sectors and higher downgrade sensitivity, changes in asset quality trends, and deterioration in the expected macroeconomic environment at that time.
For further information on the Provision for credit losses, see “Credit Risk” herein.
Income Taxes
The Firm’s effective tax rate of 23.6% is higher than the prior year quarter which included a net discrete tax benefit from the remeasurement of reserves and related interest as a result of new information pertaining to the resolution of tax examinations in certain jurisdictions.
Net Income Applicable to Morgan Stanley by Segment1
($ in millions)
1.The percentages on the bars in the charts represent the contribution of each business segment to the total of the applicable financial category and may not sum to 100% due to intersegment eliminations. See Note 20 to the financial statements for details of intersegment eliminations.
2.Certain prior period amounts have been reclassified to conform to the current presentation. See “Business Segments” herein and Note 1 to the financial statements for more information.
•Institutional Securities net revenues of $7,495 million in the current quarter increased 22% from the prior year quarter, primarily reflecting higher Advisory and Equity business revenues. Net revenues of $23,164 million in the current year period increased 19% from the prior year period, primarily reflecting higher Investment Banking and Equity business revenues.
•Wealth Management net revenues of $5,935 million in the current quarter increased 28% from the prior year quarter and net revenues of $17,989 million in the current year period increased 34% from the prior year period, both primarily due to higher Asset management revenues and incremental revenues as a result of the E*TRADE acquisition.
•Investment Management net revenues of $1,453 million in the current quarter increased 38% from the prior year quarter, primarily due to higher Asset management and related fees, including incremental revenues related to the Eaton Vance acquisition, partially offset by lower Performance-based income and other revenues.
Investment Management net revenues of $4,469 million in the current year period increased 70% from the prior year period, primarily due to higher Asset management and related fees, including incremental revenues related to the Eaton Vance acquisition.
Net Revenues by Region1, 2, 3
($ in millions)
1.The percentages on the bars in the charts represent the contribution of each region to the total.
2.For a discussion of how the geographic breakdown of net revenues is determined, see Note 20 to the financial statements in the 2020 Form 10-K.
3.Certain prior period amounts have been reclassified to conform to the current presentation. See “Business Segments” herein and Note 1 to the financial statements for more information.
Americas net revenues in the current quarter increased 33% from the prior year quarter, primarily driven by the Wealth Management business segment, the Investment banking business within the Institutional Securities business segment, and the Investment Management business segment. EMEA net revenues increased 19% from the prior year quarter, primarily driven by the Equity and Investment banking businesses within the Institutional Securities business segment. Asia net revenues decreased 3% from the prior year quarter, primarily driven by the Investment Management business segment, partially offset by an increase in the Equity business within the Institutional Securities business segment.
Americas net revenues in the current year period increased 32% from the prior year period, driven by increases across all business segments. EMEA net revenues increased 26% from the prior year period, primarily driven by the Investment banking and Equity businesses within the Institutional Securities business segment. Asia net revenues increased 16% from the prior year period, primarily driven by the Equity business within the Institutional Securities business segment, partially offset by a decrease in the Investment Management business segment.
Selected Financial Information and Other Statistical Data
Three Months Ended September 30,
Nine Months Ended September 30,
$ in millions
2021
2020
2021
2020
Consolidated results
Net revenues1
$
14,753
$
11,721
$
45,231
$
35,160
Earnings applicable to Morgan Stanley common shareholders
1.Certain prior period amounts have been reclassified to conform to the current presentation. See “Business Segments” herein and Note 1 to the financial statements for more information.
2.The expense efficiency ratio represents total non-interest expenses as a percentage of net revenues.
3.ROE and ROTCE represent annualized earnings applicable to Morgan Stanley common shareholders as a percentage of average common equity and average tangible common equity, respectively.
4.Represents a non-GAAP financial measure. See “Selected Non-GAAP Financial Information” herein.
5.Pre-tax margin represents income before income taxes as a percentage of net revenues.
6.For a discussion of Liquidity resources, see “Liquidity and Capital Resources—Liquidity Risk Management Framework—Liquidity Resources” herein.
7.Includes loans at held for investment, net of ACL, loans held for sale, and also includes loans at fair value, which are included in Trading assets in the balance sheets. Prior period amounts have been revised to conform to the current presentation.
8.Book value per common share and tangible book value per common share equal common shareholders’ equity and tangible common shareholders’ equity, respectively, divided by common shares outstanding.
9.As of September 30, 2021, the number of employees includes Eaton Vance.
10.For a discussion of our capital ratios, see “Liquidity and Capital Resources—Regulatory Requirements” herein.
11.At December 31, 2020, our SLR reflects the impact of a Federal Reserve interim final rule that was in effect until March 31, 2021. For further information, see “Liquidity and Capital Resources—Regulatory Requirements—Regulatory Developments and Other Matters” herein.
Coronavirus Disease (“COVID-19”) Pandemic
Since its onset, the COVID-19 pandemic has had a significant impact on global economic conditions and the environment in which we operate our businesses and it may continue to do so in the future. The Firm continues to be fully operational with an increasing number of employees now working from the office on a regular basis. We may adjust our return to office plans as deemed necessary, recognizing that local conditions vary for our offices around the world and that the trajectory of the virus continues to be uncertain.
Refer to “Risk Factors” and “Forward-Looking Statements” in the 2020 Form 10-K for more information on the potential effects of the ongoing COVID-19 pandemic on our future operating results.
Selected Non-GAAP Financial Information
We prepare our financial statements using U.S. GAAP. From time to time, we may disclose certain “non-GAAP financial measures” in this document or in the course of our earnings releases, earnings and other conference calls, financial presentations, definitive proxy statement and otherwise. A “non-GAAP financial measure” excludes, or includes, amounts from the most directly comparable measure calculated and presented in accordance with U.S. GAAP. We consider the non-GAAP financial measures we disclose to be useful to us, investors, analysts and other stakeholders by providing further transparency about, or an alternate means of assessing or comparing our financial condition, operating results and capital adequacy.
These measures are not in accordance with, or a substitute for, U.S. GAAP and may be different from or inconsistent with non-GAAP financial measures used by other companies. Whenever we refer to a non-GAAP financial measure, we will also generally define it or present the most directly comparable financial measure calculated and presented in accordance with U.S. GAAP, along with a reconciliation of the differences between the U.S. GAAP financial measure and the non-GAAP financial measure.
The principal non-GAAP financial measures presented in this document are set forth in the following tables.
Reconciliations from U.S. GAAP to Non-GAAP Consolidated Financial Measures
Three Months Ended September 30,
Nine Months Ended September 30,
$ in millions, except per share data
2021
2020
2021
2020
Earnings applicable to Morgan Stanley common shareholders
$
3,584
$
2,597
$
10,974
$
7,234
Impact of adjustments:
Integration-related expenses
145
—
310
—
Related tax benefit
(34)
—
(72)
—
Adjusted earnings applicable to
Morgan Stanley common shareholders—non-GAAP1
$
3,695
$
2,597
$
11,212
$
7,234
Earnings per diluted common share
$
1.98
$
1.66
$
6.02
$
4.62
Impact of adjustments
0.06
—
0.13
—
Adjusted earnings per diluted common share—non-GAAP1
1.Adjusted amounts exclude the effect of costs related to the integrations of E*TRADE and Eaton Vance, net of tax as appropriate. The pre-tax adjustments in the current quarter were as follows: Wealth Management—Compensation expenses of $9 million and Non-compensation expenses of $104 million; Investment Management—Compensation expenses of $10 million and Non-compensation expenses of $22 million. The pre-tax adjustments in the current year period were as follows: Wealth Management—Compensation expenses of $48 million and Non-compensation expenses of $189 million; Investment Management— Compensation expenses of $29 million and Non-compensation expenses of $44 million.
2.Certain prior period amounts have been reclassified to conform to the current presentation. See “Business Segments” herein and Note 1 to the financial statements for more information.
3.ROE and ROTCE represent earnings applicable to Morgan Stanley common shareholders as a percentage of average common equity and average tangible common equity, respectively. When excluding integration-related costs, both the numerator and average denominator are adjusted.
4.Average common equity and average tangible common equity for each business segment is determined using our Required Capital framework (see "Liquidity and Capital Resources—Regulatory Requirements—Attribution of Average Common Equity According to the Required Capital Framework” herein). The sums of the segments' Average common equity and Average tangible common equity do not equal the Consolidated measures due to Parent equity.
5.The calculation of ROE and ROTCE by segment uses net income applicable to Morgan Stanley by segment less preferred dividends allocated to each segment as a percentage of average common equity and average tangible common equity, respectively, allocated to each segment.
Return on Tangible Common Equity Target
In January 2021, we established a 2-year ROTCE Target of 14% to 16%, excluding integration-related expenses.
Our ROTCE Target is a forward-looking statement that was based on a normal market environment and may be materially affected by many factors, including, among other things: macroeconomic and market conditions, which may be impacted by the future course of COVID-19; legislative, accounting, tax and regulatory developments; industry trading and investment banking volumes; equity market levels; interest rate environment; outsized legal expenses or penalties; the ability to control expenses; capital levels; and mergers and acquisitions.
See “Risk Factors” in the 2020 Form 10-K for further information on market and economic conditions and their potential effects on our future operating results.
For further information on non-GAAP measures (ROTCE excluding integration-related expenses), see “Selected Non-GAAP Financial Information” herein.
Business Segments
Substantially all of our operating revenues and operating expenses are directly attributable to our business segments. Certain revenues and expenses have been allocated to each business segment, generally in proportion to its respective net revenues, non-interest expenses or other relevant measures. See Note 20 to the financial statements for segment net revenues by income statement line item and information on intersegment transactions.
For an overview of the components of our business segments, net revenues, compensation expense and income taxes, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Business Segments” in the 2020 Form 10-K.
As part of our effort to continually improve the transparency and comparability of our external financial reporting, several updates to our financial presentation were implemented in the first quarter of 2021. Prior period amounts have been reclassified to conform to the current presentation.
Provision for credit losses
The Provision for credit losses for loans and lending commitments is presented as a separate line in the income statements. Previously, the provision for credit losses for loans was included in Other revenues and the provision for credit losses for lending commitments was included in Other expense.
Other revenues
Gains and losses on economic derivative hedges associated with certain held-for-sale and held-for-investment corporate loans, which were previously reported in Trading revenues, are reported within Other revenues in the income statements. This presentation better aligns with the recognition of mark-to-market gains and losses on held-for-sale loans which continue to be reported in Other revenues.
Institutional Securities
Equity—Financing, Equity—Execution services and Fixed income include certain Investments and Other revenues to the extent directly attributable to those businesses. The remaining Investments and Other revenues not included in those businesses’ results are reported in Other. Other also includes revenues previously reported as Other Sales and Trading.
Investment Management
We have renamed the previously disclosed revenue line Asset management to Asset management and related fees and have
combined the remaining revenue lines into a new category named Performance-based income and other.
1.Certain prior period amounts have been reclassified to conform to the current presentation. See “Business Segments” herein and Note 1 to the financial statements for additional information.
Investment Banking
Investment Banking Volumes
Three Months Ended September 30,
Nine Months Ended September 30,
$ in billions
2021
2020
2021
2020
Completed mergers and acquisitions1
$
352
$
110
$
732
$
662
Equity and equity-related offerings2, 3
22
26
92
75
Fixed income offerings2, 4
73
93
284
308
Source: Refinitiv data as of October 1, 2021. Transaction volumes may not be indicative of net revenues in a given period. In addition, transaction volumes for prior periods may vary from amounts previously reported due to the subsequent withdrawal, change in value or change in timing of certain transactions.
1.Includes transactions of $100 million or more. Based on full credit to each of the advisors in a transaction.
2.Based on full credit for single book managers and equal credit for joint book managers.
3.Includes Rule 144A issuances and registered public offerings of common stock, convertible securities and rights offerings.
4.Includes Rule 144A and publicly registered issuances, non-convertible preferred stock, mortgage-backed and asset-backed securities, and taxable municipal debt. Excludes leveraged loans and self-led issuances.
Investment Banking Revenues
Revenues of $2,849 million in the current quarter increased 67% compared with the prior year quarter, primarily reflecting increases in advisory and equity underwriting.
•Advisory revenues increased primarily driven by higher completed transactions.
•Equity underwriting revenues increased, primarily in initial public offerings, secondary block share trades, and private placement offerings, partially offset by lower revenues from other equity offerings.
•Fixed income underwriting revenues increased primarily due to higher non-investment grade loan issuances and securitized products revenues, partially offset by lower investment grade bond issuances.
Revenues of $7,838 million in the current year period increased 60% compared with the prior year period, primarily reflecting increases in equity underwriting and advisory revenues.
•Advisory revenues increased primarily due to higher completed transactions.
•Equity underwriting revenues increased on higher volumes, primarily in initial public offerings, secondary block share trades, and private placement offerings, partially offset by lower revenues from convertible issuances.
•Fixed income underwriting revenues increased primarily due to higher non-investment grade loan issuances and securitized products revenues, partially offset by a decrease investment grade bond issuances.
1.Includes Commissions and fees and Asset management revenues.
2.Includes funding costs, which are allocated to the businesses based on funding usage.
3.Includes Investments and Other revenues.
4.Certain prior period amounts have been reclassified to conform to the current period presentation. See “Business Segments” herein and Note 1 to the financial statements for additional information.
Equity, Fixed Income and Other Net Revenues—Current Quarter
Equity
Net revenues of $2,876 million in the current quarter increased 24% compared with the prior year quarter, reflecting an increase in both our financing and execution services businesses, with particular strength in Asia.
•Financing revenues increased, primarily driven by higher average client balances and higher client activity.
•Execution services revenues increased, primarily due to higher client activity in derivatives and the impact of market conditions on inventory held to facilitate client activity in cash equities.
Fixed Income
Net revenues of $1,640 million in the current quarter decreased 16% compared with the prior year quarter, primarily driven by global macro and credit products.
•Global macro products revenues decreased in rates and foreign exchange products, primarily due to the impact of market conditions on inventory held to facilitate client activity.
•Credit products revenues decreased primarily due to the impact of market conditions on inventory held to facilitate client activity in securitized products and corporate credit products, reflecting the impact of tightening credit spreads in the prior year quarter and the effect of tighter bid-offer spreads in the current quarter.
•Commodities products and other fixed income revenues increased, primarily driven by higher client activity in Commodities.
Other Net Revenues
Net revenues of $130 million in the current quarter decreased 17% compared with the prior year quarter primarily due to losses from investments associated with certain employee deferred compensation plans compared with gains in the prior year quarter, partially offset by improved performance in economic hedges related to certain of the Firm’s Borrowings.
Net Interest
Net interest revenues of $716 million in the current quarter are included within Equity, Fixed Income, and Other, and increased 21% compared with the prior year quarter primarily driven by lower net costs associated with maintaining liquidity as well as increased revenues from higher balances in secured lending facilities.
Equity, Fixed Income and Other Net Revenues—Current Year Period
Equity
Net revenues of $8,578 million in the current year period increased 16% compared with the prior year period, reflecting an increase in both our execution services and financing businesses, with particular strength in Asia.
•Financing revenues increased, primarily driven by higher average client balances and higher client activity, partially offset by a credit loss related to a single client in the first quarter of 2021.
•Execution services revenues increased, primarily due to higher client activity and the impact of market conditions on inventory held to facilitate client activity in derivatives, partially offset by trading losses related to the aforementioned credit event.
Net revenues of $6,288 million in the current year period decreased 11% compared with the prior year period, primarily driven by global macro products, partially offset by credit products.
•Global macro products revenues decreased in rates and foreign exchange products, primarily due to the effect of tighter bid-offer spreads and lower market volatility compared with the prior year period, partially offset by the impact of market conditions on inventory held to facilitate client activity.
•Credit products revenues increased, primarily due to the impact of market conditions on inventory held to facilitate client activity across all credit products, partially offset by the effect of tighter bid-offer spreads on corporate credit products.
•Commodities products and other fixed income revenues increased, primarily driven by higher counterparty credit risk management results, partially offset by the impact of market conditions on inventory held to facilitate client activity in Commodities.
Other Net Revenues
Net revenues of $460 million in the current year period increased 188% compared with the prior year period primarily due to lower losses on corporate loans held for sale, net of related economic hedges, higher gains from investments associated with certain employee deferred compensation plans and improved performance in economic hedges related to certain of the Firm’s Borrowings.
Net Interest
Net interest revenues of $1,964 million in the current year period are included within Equity, Fixed Income, and Other, and increased 21% compared with the prior year period primarily driven by higher client balances in Equity Financing and increased revenues from higher balances in secured lending facilities.
Provision for Credit Losses
In the current quarter, the Provision for credit losses on loans and lending commitments was $24 million, primarily driven by growth in corporate lending commitments. The Provision for credit losses on loans and lending commitments of $113 million in the prior year quarter was primarily driven by the risks related to vulnerable sectors and higher downgrade sensitivity, and changes in asset quality trends.
In the current year period, the Provision for credit losses on loans and lending commitments was flat, primarily as a result of provision for one secured lending facility in the second quarter of 2021, offset by the impact of paydowns on corporate loans, including by lower-rated borrowers. The Provision for credit losses on loans and lending commitments
of $718 million in the prior year period was primarily driven by the risks related to vulnerable sectors and higher downgrade sensitivity, changes in asset quality trends, and deterioration in the expected macroeconomic environment at that time.
For further information on the Provision for credit losses, see “Credit Risk” herein.
Non-interest Expenses
Non-interest expenses of $4,498 million in the current quarter increased 13% compared with the prior year quarter, as a result of both higher Non-compensation and Compensation and benefit expenses.
•Compensation and benefits expenses increased in the current quarter, primarily due to an increase in discretionary incentive compensation driven by higher revenues, higher salaries on increased headcount, and higher expenses related to certain deferred compensation plans linked to the Firm’s share price, partially offset by lower expenses related to certain deferred compensation plans linked to investment performance.
•Non-compensation expenses increased in the current quarter, primarily due to increased volume-related expenses, investments in technology, and professional services.
In the current year period, non-interest expenses increased 12% compared with the prior year period to $14,321 million as a result of both higher Compensation and benefits and Non-compensation expenses.
•Compensation and benefits expenses increased in the current year period, primarily due to an increase in discretionary incentive compensation driven by higher revenue, higher expenses related to certain deferred compensation plans linked to the Firm’s share price, as well as higher salaries on increased headcount.
•Non-compensation expenses increased in the current year period, primarily due to increased volume-related expenses, investments in technology, and professional services, partially offset by a decrease in litigation expenses.
Income Tax Items
The effective tax rate of 24.0% is higher than the prior year quarter which included a net discrete tax benefit from the remeasurement of reserves and related interest as a result of new information pertaining to the resolution of tax examinations in certain jurisdictions.
1.Transactional includes Investment banking, Trading, and Commissions and fees revenues. Other includes Investments and Other revenues.
2.Certain prior period amounts have been reclassified to conform to the current presentation. See "Business Segments" herein and Note 1 to the financial statements for additional information.
Acquisition of E*TRADE
The comparisons of current year results to prior periods are impacted by the acquisition of E*TRADE in the fourth quarter of 2020. For additional information on the acquisition of E*TRADE, see Note 3 to the financial statements in the Form 2020 10-K.
Wealth Management Metrics
$ in billions
At September 30, 2021
At December 31, 2020
Total client assets
$
4,629
$
3,999
U.S. Bank Subsidiary loans
$
121
$
98
Margin and other lending1
$
29
$
23
Deposits2
$
327
$
306
Annualized weighted average cost of deposits
0.13%
0.24%
Three Months Ended September 30,
Nine Months Ended September 30,
2021
2020
2021
2020
Net new assets3
$
134.5
$
51.8
$
310.6
$
109.3
1.Margin and other lending represents margin lending arrangements, which allow customers to borrow against the value of qualifying securities and other lending which includes non‐purpose securities-based lending on non‐bank entities.
2.Deposits are sourced from Wealth Management clients and other sources of funding on the U.S. Bank Subsidiaries. Deposits include sweep deposit programs, savings and other, and time deposits. Excludes approximately $9 billion and $25 billion of off-balance sheet deposits as of September 30, 2021 and December 31, 2020, respectively.
3.Net new assets represent client inflows, including dividends and interest, and asset acquisitions, less client outflows, and exclude activity from business combinations/divestitures and the impact of fees and commissions.
Advisor-led channel
$ in billions
At September 30, 2021
At December 31, 2020
Advisor-led client assets1
$
3,647
$
3,167
Fee-based client assets2
$
1,752
$
1,472
Fee-based client assets as a
percentage of advisor-led client
assets
48%
46%
Three Months Ended September 30,
Nine Months Ended September 30,
2021
2020
2021
2020
Fee-based asset flows3
$
70.6
$
23.8
$
141.5
$
53.3
1.Advisor-led client assets represent client assets in accounts that have a Wealth Management representative assigned.
2.Fee‐based client assets represent the amount of assets in client accounts where the basis of payment for services is a fee calculated on those assets.
3.Fee-based asset flows include net new fee-based assets (including asset acquisitions), net account transfers, dividends, interest and client fees, and exclude institutional cash management related activity. For a description of the Inflows and Outflows included in Fee-based asset flows, see Fee-based client assets in the 2020 Form 10-K.
Self-directed channel
$ in billions
At September 30, 2021
At December 31, 2020
Self-directed assets1
$
982
$
832
Self-directed households (in millions)2
7.4
6.7
Three Months Ended September 30,
Nine Months Ended September 30,
2021
2020
2021
2020
Daily average revenue trades (“DARTs”) (in thousands)3
959
6
1,200
6
1.Self-directed assets represent active accounts which are not advisor led. Active accounts are defined as having at least $25 in assets.
2.Self-directed households represent the total number of households that include at least one account with self-directed assets. Individual households or participants that are engaged in one or more of our Wealth Management channels will be included in each of the respective channel counts.
3.DARTs represent the total self-directed trades in a period divided by the number of trading days during that period.
1.The workplace channel includes equity compensation solutions for companies, their executives and employees.
2.Workplace unvested assets represent the market value of public company securities at the end of the period.
3.Workplace participants represent total accounts with vested and/or unvested assets in the workplace channel. Individuals with accounts in multiple plans are counted as participants in each plan.
Net Revenues
Asset Management
Asset management revenues of $3,628 million in the current quarter and $10,266 million in the current year period increased 30% and 29% from the prior year quarter and the prior year period, respectively, primarily due to higher fee-based asset levels in the current year periods as a result of market appreciation and positive fee-based flows since the prior year periods.
See “Fee-Based Client Assets—Rollforwards” herein.
Transactional Revenues
Transactional revenues of $832 million in the current quarter decreased 5% compared with the prior year quarter, primarily due to losses related to investments associated with certain employee deferred compensation plans, partially offset by incremental revenues as a result of the E*TRADE acquisition.
In the current year period, Transactional revenues increased 37% to $3,232 million compared with the prior year period, primarily due to incremental revenues as a result of the E*TRADE acquisition and higher revenues from structured product and closed-end fund issuances.
Net Interest
Net interest of $1,348 million in the current quarter increased 52% compared with the prior year quarter, primarily due to incremental net interest as a result of the E*TRADE acquisition and continued growth in bank lending.
In the current year period, Net interest increased 42% to $3,988 million compared with the prior year period, primarily due to incremental net interest as a result of the E*TRADE acquisition, a decrease in prepayment amortization related to mortgage-backed securities, and continued growth in bank lending. These increases in Net interest were partially offset by the net effect of lower interest rates.
Other
Other revenues of $127 million in the current quarter increased 38% from the prior year quarter primarily due to incremental revenues as a result of the E*TRADE acquisition.
In the current year period, Other revenues increased 90% to $503 million compared with the prior year period, primarily due to incremental revenues as a result of the E*TRADE acquisition and higher realized gains from the AFS securities portfolio.
Non-interest Expenses
Non-interest expenses of $4,405 million in the current quarter increased 25% compared with the prior year quarter, as a result of both higher Compensation and benefits and Non-compensation expenses.
•Compensation and benefits expenses increased primarily due to an increase in the formulaic payout to Wealth Management representatives driven by higher compensable revenues and incremental compensation as a result of the E*TRADE acquisition, partially offset by lower expenses related to certain deferred compensation plans linked to investment performance.
•Non-compensation expenses increased primarily due to incremental expenses as a result of the E*TRADE acquisition.
In the current year period, Non-interest expenses increased 31% to $13,225 million compared with the prior year period, as a result of both higher Compensation and benefits and Non-compensation expenses.
•Compensation and benefits expenses increased primarily due to an increase in the formulaic payout to Wealth Management representatives driven by higher compensable revenues, and incremental compensation as a result of the E*TRADE acquisition.
•Non-compensation expenses increased primarily due to incremental expenses as a result of the E*TRADE acquisition.
1.Includes $43 billion of fee-based assets acquired in an asset acquisition in the current quarter reflected in Separately managed.
2.Includes non-custody account values reflecting prior quarter-end balances due to a lag in the reporting of asset values by third-party custodians.
Average Fee Rates
Three Months Ended September 30,
Nine Months Ended September 30,
Fee rate in bps
2021
2020
2021
2020
Separately managed
14
15
14
14
Unified managed
95
99
96
99
Advisor
82
85
82
85
Portfolio manager
93
94
93
94
Subtotal
71
73
72
72
Cash management
5
5
5
5
Total fee-based client assets
70
71
70
70
For a description of fee-based client assets and rollforward items in the previous tables, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Business Segments—Wealth Management Fee-Based Client Assets” in the 2020 Form 10-K.
Net income (loss) applicable to noncontrolling interests
(14)
18
(178)
%
Net income applicable to Morgan Stanley
$
320
$
225
42
%
Nine Months Ended September 30,
$ in millions
2021
2020
% Change
Revenues
Asset management and related fees
$
3,991
$
2,144
86
%
Performance-based income and other1
478
490
(2)
%
Net revenues
4,469
2,634
70
%
Compensation and benefits
1,742
1,012
72
%
Non-compensation expenses
1,557
948
64
%
Total non-interest expenses
3,299
1,960
68
%
Income before provision for income taxes
1,170
674
74
%
Provision for income taxes
253
136
86
%
Net income
917
538
70
%
Net income (loss) applicable to noncontrolling interests
(19)
81
(123)
%
Net income applicable to Morgan Stanley
$
936
$
457
105
%
1.Includes Investments, Trading, Commissions and fees, Net interest, and Other revenues.
Acquisition of Eaton Vance
The comparisons of current year results to prior periods are impacted by the acquisition of Eaton Vance in the first quarter of 2021. For additional information on the acquisition of Eaton Vance, see Note 3 to the financial statements.
Net Revenues
Asset Management and related fees
Asset management and related fees of $1,470 million in the current quarter and $3,991 million in the current year period increased 85% and 86% from the prior year quarter and prior year period, respectively, primarily due to incremental revenues as a result of the Eaton Vance acquisition, and higher average AUM driven by strong investment performance and positive net flows since the prior year periods.
See “Assets Under Management or Supervision” herein.
Performance-based income and other
Performance-based income and other revenues were a loss of $17 million in the current quarter, representing a 107% decrease from the prior year quarter, primarily due to the reversal of accrued carried interest, as well as investment losses compared with gains in the prior year quarter, in Asia private equity funds.
Performance-based income and other revenues of $478 million in the current year period decreased 2% from the prior year period, primarily due to the reversal of accrued carried interest, as well as investment losses compared with gains in the prior year period, in an Asia private equity fund, partially offset by higher accrued carried interest in other private credit and equity, real estate and infrastructure funds.
Non-interest Expenses
Non-interest expenses of $1,083 million in the current quarter increased 46% from the prior year quarter as a result of higher Compensation and benefits and higher Non-compensation expenses.
•Compensation and benefits expenses increased in the current quarter primarily due to incremental compensation as a result of the Eaton Vance acquisition, partially offset by lower compensation associated with carried interest.
•Non-compensation expenses in the current quarter increased primarily due to incremental expenses as a result of the Eaton Vance acquisition.
Non-interest expenses of $3,299 million in the current year period increased 68% from the prior year period as a result of higher Compensation and benefits and higher Non-compensation expenses.
•Compensation and benefits expenses increased in the current year period primarily due to incremental compensation as a result of the Eaton Vance acquisition, an increase in discretionary incentive compensation driven by higher asset management revenues, and higher compensation associated with carried interest.
•Non-compensation expenses in the current year period increased primarily due to incremental expenses as a result of the Eaton Vance acquisition and higher fee sharing paid to intermediaries on higher average AUM.
Assets Under Management or Supervision
Rollforwards
$ in billions
Equity
Fixed income
Alternatives and Solutions
Long-term AUM Subtotal
Liquidity and Overlay Services
Total
June 30, 2021
$
404
$
207
$
445
$
1,056
$
468
$
1,524
Inflows
18
17
24
59
462
521
Outflows
(19)
(16)
(23)
(58)
(448)
(506)
Market Impact
(12)
—
—
(12)
—
(12)
Other
—
(2)
(3)
(5)
—
(5)
September 30, 2021
$
391
$
206
$
443
$
1,040
$
482
$
1,522
$ in billions
Equity
Fixed income
Alternatives and Solutions
Long-term AUM Subtotal
Liquidity and Overlay Services
Total
June 30, 2020
$
168
$
84
$
145
$
397
$
268
$
665
Inflows
24
8
6
38
319
357
Outflows
(14)
(5)
(7)
(26)
(317)
(343)
Market Impact
23
1
4
28
—
28
Other
1
4
2
7
1
8
September 30, 2020
$
202
$
92
$
150
$
444
$
271
$
715
$ in billions
Equity
Fixed income
Alternatives and Solutions
Long-term AUM Subtotal
Liquidity and Overlay Services
Total
December 31, 2020
$
242
$
98
$
153
$
493
$
288
$
781
Inflows
73
49
68
190
1,375
1,565
Outflows
(63)
(40)
(53)
(156)
(1,300)
(1,456)
Market Impact
23
1
29
53
4
57
Acquired1
119
103
251
473
116
589
Other
(3)
(5)
(5)
(13)
(1)
(14)
September 30, 2021
$
391
$
206
$
443
$
1,040
$
482
$
1,522
1.Related to the Eaton Vance acquisition.
$ in billions
Equity
Fixed income
Alternatives and Solutions
Long-term AUM Subtotal
Liquidity and Overlay Services
Total
December 31, 2019
$
138
$
79
$
139
$
356
$
196
$
552
Inflows
56
29
21
106
1,174
1,280
Outflows
(35)
(20)
(15)
(70)
(1,100)
(1,170)
Market Impact
42
1
(1)
42
1
43
Other
1
3
6
10
—
10
September 30, 2020
$
202
$
92
$
150
$
444
$
271
$
715
Average AUM
Three Months Ended September 30,
Nine Months Ended September 30,
$ in billions
2021
2020
2021
2020
Equity
$
402
$
190
$
350
$
159
Fixed income
207
90
173
84
Alternatives and Solutions
451
148
356
143
Long-term AUM subtotal
1,060
428
879
386
Liquidity and Overlay Services
476
267
413
244
Total AUM
$
1,536
$
695
$
1,292
$
630
Average Fee Rates
Three Months Ended September 30,
Nine Months Ended September 30,
Fee rate in bps
2021
2020
2021
2020
Equity
72
76
76
75
Fixed income
37
29
38
29
Alternatives and Solutions
32
58
37
59
Long-term AUM
48
60
53
59
Liquidity and Overlay Services
5
15
6
16
Total AUM
35
43
38
42
While Asset management and related fees arising from the acquisition are incremental to our revenues, certain Eaton Vance products may have higher or lower average fee rates than similar products prior to the acquisition, with the overall impact yielding a lower average fee rate.
For a description of the asset classes and rollforward items in the previous tables, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Business Segments—Investment Management—Assets Under Management or Supervision” in the 2020 Form 10-K, except for the following updates to the definitions, which reflect the inclusion of certain Eaton Vance products.
•Alternatives and Solutions—includes products in fund of funds, real estate, infrastructure, private equity and credit strategies, multi-asset portfolios as well as custom separate account portfolios.
•Liquidity and Overlay Services—includes liquidity fund products as well as overlay services, which represent investment strategies that use passive exposure instruments to obtain, offset or substitute specific portfolio exposures, beyond those provided by the underlying holdings of the fund.
Our U.S. bank subsidiaries, Morgan Stanley Bank N.A. (“MSBNA”), Morgan Stanley Private Bank, National Association (“MSPBNA”), E*TRADE Bank (“ETB”), and E*TRADE Savings Bank (“ETSB”) (collectively, “U.S. Bank Subsidiaries”) accept deposits, provide loans to a variety of customers, including large corporate and institutional clients as well as high to ultra-high net worth individuals, and invest in securities. Lending activity recorded in the U.S. Bank Subsidiaries from the Institutional Securities business segment primarily includes Secured lending facilities and Commercial real estate loans. Lending activity recorded in the U.S. Bank Subsidiaries from the Wealth Management business segment primarily includes Securities-based lending, which allows clients to borrow money against the value of qualifying securities, and Residential real estate loans.
For a further discussion of our credit risks, see “Quantitative and Qualitative Disclosures about Risk—Credit Risk.” For a further discussion about loans and lending commitments, see Notes 10 and 14 to the financial statements.
U.S. Bank Subsidiaries’ Supplemental Financial Information1
$ in billions
At September 30, 2021
At December 31, 2020
Investment securities portfolio:
Investment securities—AFS
$
81.1
$
90.3
Investment securities—HTM
63.0
52.6
Total investment securities
$
144.1
$
142.9
Wealth Management Loans2
Residential real estate
$
41.4
$
35.2
Securities-based lending and Other3
79.8
62.9
Total, net of ACL
$
121.2
$
98.1
Institutional Securities Loans2
Corporate
$
8.1
$
7.9
Secured lending facilities
29.0
27.4
Commercial and Residential real estate
10.1
10.1
Securities-based lending and Other
6.2
5.4
Total, net of ACL
$
53.4
$
50.8
Total Assets
$
367.1
$
346.5
Deposits4
$
326.9
$
309.7
1.Amounts exclude transactions between the bank subsidiaries, as well as deposits from the Parent Company and affiliates.
2.For a further discussion of loans in the Wealth Management and Institutional Securities business segments, see “Quantitative and Qualitative Disclosures about Risk—Credit Risk” herein.
3.Other loans primarily include tailored lending.
4.For further information on deposits, see “Liquidity and Capital Resources—Funding Management—Unsecured Financing” herein.
Accounting Development Updates
The Financial Accounting Standards Board has issued certain accounting updates, which we have either determined are not applicable or are not expected to have a significant impact on our financial statements.
Critical Accounting Policies
Our financial statements are prepared in accordance with U.S. GAAP, which requires us to make estimates and assumptions (see Note 1 to the financial statements). We believe that of our significant accounting policies (see Note 2 to the financial statements in the 2020 Form 10-K and Note 2 to the financial statements), the fair value, goodwill and intangible assets, legal and regulatory contingencies and income taxes policies involve a higher degree of judgment and complexity. For a further discussion about our critical accounting policies, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Policies” in the 2020 Form 10-K. As discussed in Note 2 to the financial statements, our acquisition of Eaton Vance on March 1, 2021 included indefinite lived intangible assets. The initial valuation of an intangible asset, including indefinite lived intangible assets, as part of the acquisition method of accounting and the subsequent valuation of intangible assets as part of impairment assessments are subjective and based, in part, on inputs that are unobservable. These inputs include, but are not limited to, forecasted cash flows, revenue growth rates, attrition rates and discount rates.
Liquidity and Capital Resources
Our liquidity and capital policies are established and maintained by senior management, with oversight by the Asset/Liability Management Committee and the Board of Directors (“Board”). Through various risk and control committees, senior management reviews business performance relative to these policies, monitors the availability of alternative sources of financing, and oversees the liquidity, interest rate and currency sensitivity of our asset and liability position. Our Treasury department, Firm Risk Committee, Asset/Liability Management Committee, and other committees and control groups assist in evaluating, monitoring and controlling the impact that our business activities have on our balance sheet, liquidity and capital structure. Liquidity and capital matters are reported regularly to the Board and the Risk Committee of the Board.
Balance Sheet
We monitor and evaluate the composition and size of our balance sheet on a regular basis. Our balance sheet management process includes quarterly planning, business-specific thresholds, monitoring of business-specific usage versus key performance metrics and new business impact assessments.
We establish balance sheet thresholds at the consolidated and business segment levels. We monitor balance sheet utilization and review variances resulting from business activity and market fluctuations. On a regular basis, we review current performance versus established thresholds and assess the need to re-allocate our balance sheet based on business segment needs. We also monitor key metrics, including asset and liability size and capital usage.
1.Amounts include loans held for investment, net of ACL, and loans held for sale but exclude loans at fair value, which are included in Trading assets in the balance sheets (see Note 10 to the financial statements).
2.Other assets primarily includes Goodwill and Intangible assets, premises, equipment and software, ROU assets related to leases, other investments, and deferred tax assets.
A substantial portion of total assets consists of liquid marketable securities and short-term receivables. In the Institutional Securities business segment, these arise from market-making, financing and prime brokerage activities, and in the Wealth Management business segment, these arise from banking activities, including management of the investment portfolio, comprising Investment securities, Cash and cash equivalents and Securities purchased under agreements to resell. Total assets increased slightly to $1,190 billion at September 30, 2021 from $1,116 billion at December 31, 2020.
Liquidity Risk Management Framework
The core components of our Liquidity Risk Management Framework are the Required Liquidity Framework, Liquidity Stress Tests and Liquidity Resources, which support our target liquidity profile. For a further discussion about the Firm’s Required Liquidity Framework and Liquidity Stress Tests, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Liquidity Risk Management Framework” in the 2020 Form 10-K.
At September 30, 2021 and December 31, 2020, we maintained sufficient liquidity to meet current and contingent funding obligations as modeled in our Liquidity Stress Tests.
Liquidity Resources
We maintain sufficient liquidity resources, which consist of HQLA and cash deposits with banks (“Liquidity Resources”) to cover daily funding needs and to meet strategic liquidity targets sized by the Required Liquidity Framework and Liquidity Stress Tests. The total amount of Liquidity Resources is actively managed by us considering the following components: unsecured debt maturity profile; balance sheet size and composition; funding needs in a stressed environment, inclusive of contingent cash outflows; legal entity, regional and segment liquidity requirements; regulatory requirements; and collateral requirements.
The amount of Liquidity Resources we hold is based on our risk tolerance and is subject to change depending on market and Firm-specific events. The Liquidity Resources are primarily held within the Parent Company and its major operating subsidiaries. The Total HQLA values in the tables immediately following are different from Eligible HQLA, which, in accordance with the LCR rule, also takes into account certain regulatory weightings and other operational considerations.
Liquidity Resources by Type of Investment
$ in millions
At September 30, 2021
At December 31, 2020
Cash deposits with central banks
$
62,808
$
49,669
Unencumbered HQLA Securities1:
U.S. government obligations
138,588
136,555
U.S. agency and agency mortgage-backed securities
107,714
99,659
Non-U.S. sovereign obligations2
28,315
39,745
Other investment grade securities
632
2,053
Total HQLA1
$
338,057
$
327,681
Cash deposits with banks (non-HQLA)
8,232
10,942
Total Liquidity Resources
$
346,289
$
338,623
1.HQLA is presented prior to applying weightings and includes all HQLA held in subsidiaries.
2.Primarily composed of unencumbered Japanese, U.K., German, French and Italian government obligations.
Liquidity Resources by Bank and Non-Bank Legal Entities
Liquidity Resources may fluctuate from period to period based on the overall size and composition of our balance sheet, the maturity profile of our unsecured debt and estimates of funding needs in a stressed environment, among other factors.
Regulatory Liquidity Framework
Liquidity Coverage Ratio
The Firm, MSBNA, MSPBNA and ETB are required to maintain a minimum LCR of 100%. The LCR requirements are designed to ensure that banking organizations have sufficient Eligible HQLA to cover net cash outflows arising from significant stress over 30 calendar days, thus promoting the short-term resilience of the liquidity risk profile of banking organizations. In determining Eligible HQLA for LCR purposes, weightings (or asset haircuts) are applied to HQLA, and certain HQLA held in subsidiaries is excluded.
As of September 30, 2021, the Firm, MSBNA, MSPBNA and ETB are compliant with the minimum required LCR of 100%.
Liquidity Coverage Ratio
Average Daily Balance Three Months Ended
$ in millions
September 30, 2021
June 30, 2021
Eligible HQLA1
Cash deposits with central banks
$
66,288
$
56,430
Securities2
174,068
171,729
Total Eligible HQLA1
$
240,356
$
228,159
LCR
134
%
126
%
1.Under the LCR rule, Eligible HQLA is calculated using weightings and excluding certain HQLA held in subsidiaries.
2.Primarily includes U.S. Treasuries, U.S. agency mortgage-backed securities, sovereign bonds and investment grade corporate bonds.
Net Stable Funding Ratio
The Firm, MSBNA, MSPBNA, and ETB are required to maintain a minimum NSFR of 100%. The NSFR requires large banking organizations to maintain sufficiently stable sources of funding over a one-year time horizon.
As of September 30, 2021, the Firm, MSBNA, MSPBNA, and ETB are compliant with the 100% minimum NSFR requirement.
Funding Management
We manage our funding in a manner that reduces the risk of disruption to our operations. We pursue a strategy of diversification of secured and unsecured funding sources (by product, investor and region) and attempt to ensure that the tenor of our liabilities equals or exceeds the expected holding period of the assets being financed.
We fund our balance sheet on a global basis through diverse sources. These sources include our equity capital, borrowings, securities sold under agreements to repurchase, securities lending, deposits, letters of credit and lines of credit. We have
active financing programs for both standard and structured products targeting global investors and currencies.
Secured Financing
For a discussion of our secured financing activities, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Funding Management—Secured Financing” in the 2020 Form 10-K.
Collateralized Financing Transactions
$ in millions
At September 30, 2021
At December 31, 2020
Securities purchased under agreements to resell and Securities borrowed
$
245,643
$
228,625
Securities sold under agreements to repurchase and Securities loaned
$
73,120
$
58,318
Securities received as collateral1
$
7,746
$
4,277
Average Daily Balance Three Months Ended
$ in millions
September 30, 2021
December 31, 2020
Securities purchased under agreements to resell and Securities borrowed
$
225,388
$
195,376
Securities sold under agreements to repurchase and Securities loaned
$
69,974
$
54,528
1.Included within Trading assets in the balance sheets.
See “Total Assets by Business Segment” herein for additional information on the assets shown in the previous table and Note 2 to the financial statements in the 2020 Form 10-K and Note 9 to the financial statements for additional information on collateralized financing transactions.
In addition to the collateralized financing transactions shown in the previous table, we engage in financing transactions collateralized by customer-owned securities, which are segregated in accordance with regulatory requirements. Receivables under these financing transactions, primarily margin loans, are included in Customer and other receivables in the balance sheets, and payables under these financing transactions, primarily to prime brokerage customers, are included in Customer and other payables in the balance sheets. Our risk exposure on these transactions is mitigated by collateral maintenance policies and the elements of our Liquidity Risk Management Framework.
Unsecured Financing
For a discussion of our unsecured financing activities, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Funding Management—Unsecured Financing” in the 2020 Form 10-K.
1.Amounts represent balances swept from client brokerage accounts.
2.Excludes approximately $9 billion and $25 billion of off-balance sheet deposits at unaffiliated financial institutions as of September 30, 2021 and December 31, 2020, respectively. This client cash held by third parties is not reflected in our balance sheets and is not immediately available for liquidity purposes.
Deposits are primarily sourced from our Wealth Management clients and are considered to have stable, low-cost funding characteristics. The increase in total deposits in the current year period was primarily driven by increases in Brokerage sweep deposits and the onboarding in the first quarter of 2021 of approximately $20 billion of E*TRADE sweep deposits previously held off-balance sheet at unaffiliated financial institutions, partially offset by maturities of Time deposits and lower Savings and other deposits.
Borrowings by Remaining Maturity at September 30, 20211
$ in millions
Parent Company
Subsidiaries
Total
Original maturities of one year or less
$
—
$
4,825
$
4,825
Original maturities greater than one year
2021
$
3,398
$
1,444
$
4,842
2022
9,097
7,053
16,150
2023
17,272
5,623
22,895
2024
20,688
8,224
28,912
2025
16,754
6,579
23,333
Thereafter
100,910
27,895
128,805
Total
$
168,119
$
56,818
$
224,937
Total Borrowings
$
168,119
$
61,643
$
229,762
Maturities over next 12 months2
$
13,899
1.Original maturity in the table is generally based on contractual final maturity. For borrowings with put options, remaining maturity represents the earliest put date.
2.Includes only borrowings with original maturities greater than one year.
Borrowings of $230 billion as of September 30, 2021 increased slightly when compared with $217 billion at December 31, 2020.
We believe that accessing debt investors through multiple distribution channels helps provide consistent access to the unsecured markets. In addition, the issuance of borrowings with original maturities greater than one year allows us to reduce reliance on short-term credit sensitive instruments. Borrowings with original maturities greater than one year are generally managed to achieve staggered maturities, thereby mitigating refinancing risk, and to maximize investor diversification through sales to global institutional and retail clients across regions, currencies and product types.
The availability and cost of financing to us can vary depending on market conditions, the volume of certain trading and lending activities, our credit ratings and the overall
availability of credit. We also engage in, and may continue to engage in, repurchases of our borrowings as part of our market-making activities.
For further information on Borrowings, see Note 13 to the financial statements.
Credit Ratings
We rely on external sources to finance a significant portion of our daily operations. Our credit ratings are one of the factors in the cost and availability of financing and can have an impact on certain trading revenues, particularly in those businesses where longer-term counterparty performance is a key consideration, such as certain OTC derivative transactions. When determining credit ratings, rating agencies consider both company-specific and industry-wide factors. These include regulatory or legislative changes, the macroeconomic environment and perceived levels of support, among other things. See also “Risk Factors— Liquidity Risk” in the 2020 Form 10-K.
Parent Company, MSBNA and MSPBNA Issuer Ratings at October 29, 2021
Parent Company
Short-Term Debt
Long-Term Debt
Rating Outlook
DBRS, Inc.
R-1 (middle)
A (high)
Stable
Fitch Ratings, Inc.
F1
A
Stable
Moody’s Investors Service, Inc.
P-1
A1
Stable
Rating and Investment Information, Inc.
a-1
A
Stable
S&P Global Ratings
A-2
BBB+
Positive
MSBNA
Short-Term Debt
Long-Term Debt
Rating Outlook
Fitch Ratings, Inc.
F1
A+
Stable
Moody’s Investors Service, Inc.
P-1
Aa3
Stable
S&P Global Ratings
A-1
A+
Stable
MSPBNA
Short-Term Debt
Long-Term Debt
Rating Outlook
Moody’s Investors Service, Inc.
P-1
Aa3
Stable
S&P Global Ratings
A-1
A+
Stable
On May 24, 2021, S&P Global Ratings revised the Parent Company outlook from stable to positive.
Incremental Collateral or Terminating Payments
In connection with certain OTC derivatives and certain other agreements where we are a liquidity provider to certain financing vehicles associated with the Institutional Securities business segment, we may be required to provide additional collateral, immediately settle any outstanding liability balances with certain counterparties or pledge additional collateral to certain clearing organizations in the event of a future credit rating downgrade irrespective of whether we are in a net asset or net liability position. See Note 7 to the financial statements for additional information on OTC derivatives that contain such contingent features.
While certain aspects of a credit rating downgrade are quantifiable pursuant to contractual provisions, the impact it would have on our business and results of operations in future periods is inherently uncertain and would depend on a number of interrelated factors, including, among other things, the magnitude of the downgrade, the rating relative to peers, the rating assigned by the relevant agency pre-downgrade, individual client behavior and future mitigating actions we might take. The liquidity impact of additional collateral requirements is included in our Liquidity Stress Tests.
Capital Management
We view capital as an important source of financial strength and actively manage our consolidated capital position based upon, among other things, business opportunities, risks, capital availability and rates of return together with internal capital policies, regulatory requirements and rating agency guidelines. In the future, we may expand or contract our capital base to address the changing needs of our businesses.
Common Stock Repurchases
Three Months Ended September 30,
Nine Months Ended September 30,
in millions, except for per share data
2021
2020
2021
2020
Number of shares
36
—
98
29
Average price per share
$
99.44
$
—
$
88.60
$
46.01
Total
$
3,557
$
—
$
8,631
$
1,347
For additional information on our common stock repurchases, see “Liquidity and Capital Resources—Regulatory Requirements—Capital Plans, Stress Tests and the Stress Capital Buffer” herein and Note 17 to the financial statements.
For a description of our capital plan, see “Liquidity and Capital Resources—Regulatory Requirements—Capital Plans, Stress Tests and the Stress Capital Buffer” herein.
Common Stock Dividend Announcement
Announcement date
October 14, 2021
Amount per share
$0.70
Date to be paid
November 15, 2021
Shareholders of record as of
October 29, 2021
For additional information on our common stock dividends, see “Liquidity and Capital Resources—Regulatory Requirements—Capital Plans, Stress Tests and the Stress Capital Buffer” herein.
For additional information on our common stock and information on our preferred stock, see Note 17 to the financial statements.
Off-Balance Sheet Arrangements and Contractual Obligations
Off-Balance Sheet Arrangements
We enter into various off-balance sheet arrangements, including through unconsolidated SPEs and lending-related financial instruments (e.g., guarantees and commitments), primarily in connection with the Institutional Securities and Investment Management business segments.
We utilize SPEs primarily in connection with securitization activities. For information on our securitization activities, see Note 16 to the financial statements in the 2020 Form 10-K.
For information on our commitments, obligations under certain guarantee arrangements and indemnities, see Note 14 to the financial statements. For a further discussion of our lending commitments, see “Quantitative and Qualitative Disclosures about Risk—Credit Risk—Loans and Lending Commitments” herein.
Contractual Obligations
For a discussion about our contractual obligations, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Contractual Obligations” in the 2020 Form 10-K.
Regulatory Requirements
Regulatory Capital Framework
We are an FHC under the Bank Holding Company Act of 1956, as amended (“BHC Act”), and are subject to the regulation and oversight of the Federal Reserve. The Federal Reserve establishes capital requirements for us, including “well-capitalized” standards, and evaluates our compliance with such capital requirements. Regulatory capital requirements established by the Federal Reserve are largely based on the Basel III capital standards established by the Basel Committee and also implement certain provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank Act”). The OCC establishes similar capital requirements and standards for our U.S. Bank Subsidiaries. For us to remain an FHC, we must remain well-capitalized in accordance with standards established by the Federal Reserve, and our U.S. Bank Subsidiaries must remain well-capitalized in accordance with standards established by the OCC. For additional information on regulatory capital requirements for our U.S. Bank Subsidiaries, see Note 16 to the financial statements.
Regulatory Capital Requirements
We are required to maintain minimum risk-based and leverage-based capital and TLAC ratios. For more information, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Regulatory Capital Requirements” in
the 2020 Form 10-K. For additional information on TLAC, see “Total Loss-Absorbing Capacity, Long-Term Debt and Clean Holding Company Requirements” herein.
Risk-Based Regulatory Capital. Minimum risk-based capital ratio requirements apply to Common Equity Tier 1 capital, Tier 1 capital and Total capital (which includes Tier 2 capital). Capital standards require certain adjustments to, and deductions from, capital for purposes of determining these ratios.
Risk-Based Regulatory Capital Ratio Requirements
At September 30, 2021 andDecember 31, 2020
Standardized
Advanced
Capital buffers
Capital conservation buffer
—
2.5%
SCB1
5.7%
N/A
G-SIB capital surcharge2
3.0%
3.0%
CCyB3
0%
0%
Capital buffer requirement4
8.7%
5.5%
At September 30, 2021 andDecember 31, 2020
Regulatory Minimum
Standardized
Advanced
Required ratios5
Common Equity Tier 1 capital ratio
4.5
%
13.2%
10.0%
Tier 1 capital ratio
6.0
%
14.7%
11.5%
Total capital ratio
8.0
%
16.7%
13.5%
1.For additional information on the SCB, see “Capital Plans, Stress Tests and the Stress Capital Buffer” herein and in the 2020 Form 10-K.
2.For a further discussion of the G-SIB capital surcharge, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Regulatory Requirements—G-SIB Capital Surcharge” in the 2020 Form 10-K.
3.The CCyB can be set up to 2.5%, but is currently set by the U.S. banking agencies at zero.
4.The capital buffer requirement represents the amount of Common Equity Tier 1 capital we must maintain above the minimum risk-based capital requirements in order to avoid restrictions on our ability to make capital distributions, including the payment of dividends and the repurchase of stock, and to pay discretionary bonuses to executive officers. Our Standardized Approach capital buffer requirement is equal to the sum of our SCB, G-SIB capital surcharge and CCyB, and our Advanced Approach capital buffer requirement is equal to our 2.5% capital conservation buffer, G-SIB capital surcharge and CCyB.
5.Required ratios represent the regulatory minimum plus the capital buffer requirement.
Our risk-based capital ratios are computed under each of (i) the standardized approaches for calculating credit risk and market risk RWA (“Standardized Approach”) and (ii) the applicable advanced approaches for calculating credit risk, market risk and operational risk RWA (“Advanced Approach”). The credit risk RWA calculations between the two approaches differ in that the Standardized Approach requires calculation of RWA using prescribed risk weights, whereas the Advanced Approach utilizes models to calculate exposure amounts and risk weights. At September 30, 2021 and December 31, 2020, the differences between the actual and required ratios were lower under the Standardized Approach.
Leverage-Based Regulatory Capital. Minimum leverage-based capital requirements include a Tier 1 leverage ratio and an SLR. We are required to maintain an SLR of 5%, inclusive of an enhanced SLR capital buffer of at least 2%.
As of September 30, 2021 and December 31, 2020, our risk-based and leverage-based capital amounts and ratios, as well as RWA, adjusted average assets and supplementary leverage exposure are calculated excluding the effect of the adoption of CECL based on our election to defer this effect over a five-year transition period which began on January 1, 2020. For further information, see “Liquidity and Capital Resources—Regulatory Requirements—Regulatory Developments” in the2020 Form 10-K.
Regulatory Capital Ratios
$ in millions
Required Ratio1
At September 30, 2021
At December 31, 2020
Risk-based capital— Standardized
Common Equity Tier 1 capital
$
75,785
$
78,650
Tier 1 capital
83,435
88,079
Total capital
94,062
97,213
Total RWA
473,020
453,106
Common Equity Tier 1 capital ratio
13.2
%
16.0
%
17.4
%
Tier 1 capital ratio
14.7
%
17.6
%
19.4
%
Total capital ratio
16.7
%
19.9
%
21.5
%
$ in millions
Required Ratio1
At September 30, 2021
At December 31, 2020
Risk-based capital— Advanced
Common Equity Tier 1 capital
$
75,785
$
78,650
Tier 1 capital
83,435
88,079
Total capital
93,813
96,994
Total RWA
441,214
445,151
Common Equity Tier 1 capital ratio
10.0
%
17.2
%
17.7
%
Tier 1 capital ratio
11.5
%
18.9
%
19.8
%
Total capital ratio
13.5
%
21.3
%
21.8
%
$ in millions
Required
Ratio1
At September 30, 2021
At December 31, 2020
Leverage-based capital
Adjusted average assets2
$
1,145,682
$
1,053,510
Tier 1 leverage ratio
4.0
%
7.3
%
8.4
%
Supplementary leverage exposure3,4
$
1,459,466
$
1,192,506
SLR4
5.0
%
5.7
%
7.4
%
1.Required ratios are inclusive of any buffers applicable as of the date presented. Failure to maintain the buffers would result in restrictions on our ability to make capital distributions, including the payment of dividends and the repurchase of stock, and to pay discretionary bonuses to executive officers.
2.Adjusted average assets represents the denominator of the Tier 1 leverage ratio and is composed of the average daily balance of consolidated on-balance sheet assets for the quarters ending on the respective balance sheet dates, reduced by disallowed goodwill, intangible assets, investments in covered funds, defined benefit pension plan assets, after-tax gain on sale from assets sold into securitizations, investments in our own capital instruments, certain deferred tax assets and other capital deductions.
3.Supplementary leverage exposure is the sum of Adjusted average assets used in the Tier 1 leverage ratio and other adjustments, primarily: (i) for derivatives, potential future exposure and the effective notional principal amount of sold credit protection offset by qualifying purchased credit protection; (ii) the counterparty credit risk for repo-style transactions; and (iii) the credit equivalent amount for off-balance sheet exposures.
4.Our SLR and Supplementary leverage exposure as of December 31, 2020 reflect the exclusion of U.S. Treasury securities and deposits at Federal Reserve Banks based on a Federal Reserve interim final rule that was in effect until March 31, 2021. As of December 31, 2020, the impact of the interim final rule on our SLR was an increase of 80 bps. For further information, see “Liquidity and Capital Resources—Regulatory Requirements—Regulatory Developments and Other Matters” herein and “Liquidity and Capital Resources—Regulatory Requirements—Regulatory Developments" in the 2020 Form 10-K.
1.Other adjustments and deductions used in the calculation of Common Equity Tier 1 capital primarily includes net after-tax DVA, the credit spread premium over risk-free rate for derivative liabilities, defined benefit pension plan assets, after-tax gain on sale from assets sold into securitizations, investments in our own capital instruments and certain deferred tax assets.
RWA Rollforward
Nine Months Ended September 30, 2021
$ in millions
Standardized
Advanced
Credit risk RWA
Balance at December 31, 2020
$
387,066
$
284,930
Change related to the following items:
Derivatives
10,529
(14,533)
Securities financing transactions
5,914
947
Investment securities
(2,563)
357
Commitments, guarantees and loans
639
4,260
Equity investments
2,117
2,196
Other credit risk1
6,884
6,395
Total change in credit risk RWA
$
23,520
$
(378)
Balance at September 30, 2021
$
410,586
$
284,552
Market risk RWA
Balance at December 31, 2020
$
66,040
$
66,040
Change related to the following items:
Regulatory VaR
(6,747)
(6,747)
Regulatory stressed VaR
(1,908)
(1,908)
Incremental risk charge
3,032
3,032
Comprehensive risk measure
(125)
(125)
Specific risk
2,142
2,142
Total change in market risk RWA
$
(3,606)
$
(3,606)
Balance at September 30, 2021
$
62,434
$
62,434
Operational risk RWA
Balance at December 31, 2020
N/A
$
94,181
Change in operational risk RWA
N/A
47
Balance at September 30, 2021
N/A
$
94,228
Total RWA
$
473,020
$
441,214
Regulatory VaR—VaR for regulatory capital requirements
1.Amounts reflect assets not in a defined category, non-material portfolios of exposures and unsettled transactions.
Credit risk RWA in the current year period increased under the Standardized Approach, while it is relatively unchanged under the Advanced Approach. Under the Standardized Approach, the increase was primarily from Derivatives and Securities financing transactions driven by increased exposure. Under the Advanced Approach, decreased CVA in Derivatives due to lower credit spread volatility was offset by increased exposure in event lending within the Institutional Securities business segment and other increases.
Market risk RWA decreased in the current year period under both the Standardized and Advanced Approaches primarily due to a decrease in Regulatory VaR mainly as a result of reduced volatility as the peak COVID-19 market stress in 2020 is no longer included in VaR. This was partially offset by an increase in the Incremental risk charge and non-securitization charges due to increased exposure.
Total Loss-Absorbing Capacity, Long-Term Debt and Clean Holding Company Requirements
The Federal Reserve has established external TLAC, long-term debt (“LTD”) and clean holding company requirements for top-tier BHCs of U.S. G-SIBs (“covered BHCs”), including the Parent Company. These requirements are designed to ensure that covered BHCs will have enough loss-absorbing resources at the point of failure to be recapitalized through the conversion of eligible LTD to equity or otherwise
by imposing losses on eligible LTD or other forms of TLAC where an SPOE resolution strategy is used.
Required and Actual TLAC and Eligible LTD Ratios
Actual
Amount/Ratio
$ in millions
Regulatory Minimum
Required Ratio1
At September 30, 2021
At December 31, 2020
External TLAC2
$
234,639
$
216,129
External TLAC as a % of RWA
18.0
%
21.5
%
49.6
%
47.7
%
External TLAC as a % of leverage exposure
7.5
%
9.5
%
16.1
%
18.1
%
Eligible LTD3
$
142,978
$
120,561
Eligible LTD as a % of RWA
9.0
%
9.0
%
30.2
%
26.6
%
Eligible LTD as a % of leverage exposure
4.5
%
4.5
%
9.8
%
10.1
%
1.Required ratios are inclusive of applicable buffers. The final rule imposes TLAC buffer requirements on top of both the risk-based and leverage exposure-based external TLAC minimum requirements. The risk-based TLAC buffer is equal to the sum of 2.5%, our Method 1 G-SIB surcharge and the CCyB, if any, as a percentage of total RWA. The leverage exposure-based TLAC buffer is equal to 2% of our total leverage exposure. Failure to maintain the buffers would result in restrictions on our ability to make capital distributions, including the payment of dividends and the repurchase of stock, and to pay discretionary bonuses to executive officers.
2.External TLAC consists of Common Equity Tier 1 capital and Additional Tier 1 capital (each excluding any noncontrolling minority interests), as well as eligible LTD.
3.Consists of TLAC-eligible LTD reduced by 50% for amounts of unpaid principal due to be paid in more than one year but less than two years from each respective balance sheet date.
We are in compliance with all TLAC requirements as of September 30, 2021 and December 31, 2020. For a further discussion of TLAC and related requirements, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Regulatory Requirements—Regulatory Capital Requirements—Total Loss-Absorbing Capacity, Long-Term Debt and Clean Holding Company Requirements” in the 2020 Form 10-K.
Capital Plans, Stress Tests and the Stress Capital Buffer
Pursuant to the Dodd-Frank Act, the Federal Reserve has adopted capital planning and stress test requirements for large BHCs, which form part of the Federal Reserve’s annual CCAR framework.
We must submit, on at least an annual basis, a capital plan to the Federal Reserve, taking into account the results of separate annual stress tests designed by us and the Federal Reserve, so that the Federal Reserve may assess our systems and processes that incorporate forward-looking projections of revenues and losses to monitor and maintain our internal capital adequacy. As banks with less than $250 billion of total assets, our U.S. Bank Subsidiaries are not subject to company-run stress test regulatory requirements.
For the 2021 capital planning and stress test cycle, we submitted our capital plan and company-run stress test results to the Federal Reserve on April 5, 2021. On June 24, 2021, the Federal Reserve published summary results of its supervisory stress tests of each large BHC, and following the publication of the supervisory stress test results, we
announced that our SCB will remain at 5.7% from October 1, 2021 through September 30, 2022. Together with other features of the regulatory capital framework, this SCB results in an aggregate Standardized Approach Common Equity Tier 1 required ratio of 13.2%. Generally, our SCB is determined annually based on the results of the supervisory stress test.
Additionally, under the modified capital action restrictions announced previously by the Federal Reserve, in the first two quarters of 2021 large BHCs were permitted to pay common stock dividends, provided they did not increase the amount of common stock dividends to be larger than the level paid in the second quarter of 2020, and make share repurchases that, in the aggregate, did not exceed an amount equal to the average of the firm’s net income for the four preceding calendar quarters; make share repurchases that equal the amount of share issuances related to expensed employee compensation; and redeem and make scheduled payments on additional Tier 1 and Tier 2 capital instruments. The Federal Reserve subsequently announced that the restrictions described above would end on June 30, 2021 for all firms whose capital levels are above minimum risk-based requirements in the Federal Reserve’s annual supervisory stress test.
Based on the results of the 2021 supervisory stress tests, the temporary capital action supervisory restrictions previously applicable to us ended on June 30, 2021. Beginning July 1, 2021, the Firm is permitted, in its discretion, to adjust its capital distributions without seeking prior approval from the Federal Reserve, provided that it remains in compliance with all applicable regulatory capital requirements, including the SCB. We disclosed a summary of the results of our company-run stress tests on our Investor Relations website, and announced that our Board of Directors authorized the increase of our quarterly common stock dividend to $0.70 per share from $0.35 per share beginning with the common stock dividend announced on July 15, 2021, and authorized the repurchase of up to $12 billion of outstanding common stock from July 1, 2021 through June 30, 2022, from time to time as conditions warrant, which supersedes the previous common stock repurchase authorization.
For additional information, on our capital planning and stress tests, including the SCB, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Capital Plans, Stress Tests and the Stress Capital Buffer” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Capital Action Supervisory Restrictions” in the 2020 Form 10-K.
Attribution of Average Common Equity According to the Required Capital Framework
Our required capital (“Required Capital”) estimation is based on the Required Capital framework, an internal capital adequacy measure. Common equity attribution to the business segments is based on capital usage calculated under the
Required Capital framework, as well as each business segment’s relative contribution to our total Required Capital.
The Required Capital framework is a risk-based and leverage-based capital measure, which is compared with our regulatory capital to ensure that we maintain an amount of going concern capital after absorbing potential losses from stress events, where applicable, at a point in time. The amount of capital allocated to the business segments is generally set at the beginning of each year and remains fixed throughout the year until the next annual reset unless a significant business change occurs (e.g., acquisition or disposition). We define the difference between our total average common equity and the sum of the average common equity amounts allocated to our business segments as Parent common equity. We generally hold Parent common equity for prospective regulatory requirements, organic growth, potential future acquisitions and other capital needs.
Average Common Equity Attribution under the Required Capital Framework1
Three Months Ended September 30,
Nine Months Ended September 30,
$ in billions
2021
2020
2021
2020
Institutional Securities
$
43.5
$
42.8
$
43.5
$
42.8
Wealth Management2
28.6
18.2
28.6
18.2
Investment Management3
10.7
2.6
8.2
2.6
Parent
15.8
15.1
16.6
13.3
Total
$
98.6
$
78.7
$
96.9
$
76.9
1.The attribution of average common equity to the business segments is a non-GAAP financial measure. See “Selected Non-GAAP Financial Information” herein.
2.The total average common equity and the allocation to the Wealth Management business segment in 2021 reflect the E*TRADE acquisition on October 2, 2020.
3. The total average common equity and the allocation to the Investment Management business segment in 2021 reflect the Eaton Vance acquisition on March 1, 2021.
The Firm has made updates to its Required Capital framework for 2021 and continues to evaluate the impact of evolving regulatory requirements, as appropriate.
Resolution and Recovery Planning
Pursuant to the Dodd-Frank Act, we are required to periodically submit to the Federal Reserve and the FDIC a resolution plan that describes our strategy for a rapid and orderly resolution under the U.S. Bankruptcy Code in the event of our material financial distress or failure. We submitted our 2021 targeted resolution plan on June 30, 2021.
As described in our most recent resolution plan, our preferred resolution strategy is an SPOE strategy. In line with our SPOE strategy, the Parent Company has transferred, and has agreed to transfer on an ongoing basis, certain assets to its wholly owned, direct subsidiary Morgan Stanley Holdings LLC (the “Funding IHC”). In addition, the Parent Company has entered into an amended and restated support agreement with its material entities (including the Funding IHC) and certain other subsidiaries. In the event of a resolution scenario, the Parent Company would be obligated to contribute all of its Contributable Assets to our material entities and/or the Funding IHC. The Funding IHC would be
obligated to provide capital and liquidity, as applicable, to our material entities. The combined implication of the SPOE resolution strategy and the requirement to maintain certain levels of TLAC is that losses in resolution would be imposed on the holders of eligible long-term debt and other forms of eligible TLAC issued by the Parent Company before any losses are imposed on creditors of our material entities and without requiring taxpayer or government financial support.
For more information about resolution and recovery planning requirements and our activities in these areas, including the implications of such activities in a resolution scenario, see “Business—Supervision and Regulation—Financial Holding Company—Resolution and Recovery Planning,” “Risk Factors—Legal, Regulatory and Compliance Risk” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Regulatory Requirements—Resolution and Recovery Planning” in the 2020 Form 10-K.
Regulatory Developments and Other Matters
Planned Adoption of the Standardized Approach for Counterparty Credit Risk (“SA-CCR”)
The U.S. banking agencies’ final rule to implement SA-CCR requires compliance by January 1, 2022 for Advanced Approaches banking organizations, such as the Parent Company. We intend to early adopt SA-CCR under the final rule in the fourth quarter of 2021. SA-CCR replaces the current exposure method used to measure derivatives counterparty exposure on the Standardized Approach RWA and Supplementary leverage exposure calculations in the regulatory capital framework. In the absence of further mitigation, the adoption of SA-CCR could increase our RWA under the Standardized Approach by $35 billion to $45 billion and reduce our Standardized Common Equity Tier 1 capital ratio by approximately 120 basis points. This preliminary estimate of the initial impact of adopting SA-CCR is subject to risks and uncertainties, including regarding portfolio composition and mitigation efforts as of the adoption date, that may cause the actual impact to differ materially and should not be taken as a projection of what our capital ratios and RWA will be in future periods.
Swap Dealer and Security-based Swap Dealer Regulations
CFTC rules establishing capital requirements for swap dealers not subject to regulation by a prudential regulator required compliance by October 6, 2021. A number of our U.S. and non-U.S. CFTC-regulated swap dealers have been required to comply with these rules since such date. Additionally, the compliance date for SEC rules requiring the registration of security-based swap dealers was November 1, 2021. Compliance by our security-based swap dealers with associated SEC requirements, including but not limited to those related to capital and business conduct standards, is now also required. Each entity subject to these rules was compliant with the applicable requirements as of the compliance dates.
Expiration of the Supplementary Leverage Ratio Interim Final Rule
On March 19, 2021, the Federal Reserve announced that the temporary change to the SLR for bank holding companies, which allowed for the exclusion of U.S. Treasury securities and deposits at Federal Reserve Banks, would expire as scheduled on March 31, 2021. As a result, this exclusion was eliminated beginning in the second quarter of 2021. For a summary of the impact of this interim final rule, see “Regulatory Capital Requirements” herein.
Planned Replacement of London Interbank Offered Rate and Replacement or Reform of Other Interest Rates
Central banks around the world, including the Federal Reserve, have commissioned committees and working groups of market participants and official sector representatives to replace LIBOR and replace or reform other interest rate benchmarks (collectively, the “IBORs”). On March 5, 2021, ICE Benchmark Administration, which administers LIBOR publication, announced that it will cease the publication of most LIBOR rates as of the end of December 2021, except for the publication until June 30, 2023 of the most widely used U.S. dollar LIBOR tenors, and the U.K. Financial Conduct Authority (“FCA”), which regulates LIBOR publication, announced that it would not compel panel banks to submit to LIBOR beyond those dates.
Subsequently, the International Swaps and Derivatives Association (“ISDA”) confirmed that the FCA’s announcement constituted an “Index Cessation Event” as defined in the IBOR Fallbacks Supplement, which amended ISDA’s interest rate definitions to include robust fallbacks for derivatives linked to LIBOR and certain other interest rate benchmarks, and the ISDA 2020 IBOR Fallbacks Protocol, which incorporates the fallbacks into legacy non-cleared derivatives entered into between Protocol adherents. The FCA’s announcement therefore triggered a fixing of the ISDA fallback spread adjustments for all LIBOR benchmarks, to be effective when the contractual fallbacks are implemented. The Alternative Reference Rates Committee (“ARRC”) also confirmed that the ICE Benchmark Administration and FCA announcements also constituted a “Benchmark Transition Event” with respect to all U.S. dollar LIBOR settings pursuant to the ARRC’s fallback recommendations for new issuances or originations of certain cash products.
Separately, the U.S. banking agencies and the FCA have been encouraging banks to cease entering into new contracts referencing LIBOR no later than December 31, 2021.
Further, New York State has enacted legislation that is intended to minimize legal and economic uncertainty following U.S. dollar LIBOR’s cessation by replacing LIBOR references in certain contracts governed by New York law with a benchmark based on the Secured Overnight Financing Rate, including any spread adjustment, recommended by the
Federal Reserve, the Federal Reserve Bank of New York or the ARRC.
We remain a party to a significant number of LIBOR-linked contracts, many of which extend beyond 2021 and, in the case of U.S. dollar LIBOR, June 30, 2023, composed of derivatives, securitizations, floating rate notes, loans and mortgages and we continue to execute against our Firm-wide IBOR transition plan to promote the transition to alternative reference rates in accordance with industry transition timelines. Our IBOR transition plan is overseen by a global steering committee, with senior management oversight. Firm entities engaged in derivative activities have adhered to the ISDA 2020 IBOR Fallbacks Protocol. As noted above, the Protocol is designed to facilitate the transition of covered derivatives contracts to alternative reference rates. The New York State legislation also provides safeguards that help facilitate the transition to alternative reference rates for certain U.S. dollar LIBOR contracts, although additional regulatory clarity may be needed in some instances.
See also “Risk Factors—Risk Management” in the 2020 Form 10-K for a further discussion of risks related to the planned replacement of the IBORs and/or reform of interest rate benchmarks.
For a further discussion of regulatory developments and other matters, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Regulatory Requirements—Regulatory Developments” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Regulatory Requirements—Other Matters,” respectively, in the 2020 Form 10-K.
Quantitative and Qualitative Disclosures about Risk
Management believes effective risk management is vital to the success of our business activities. For a discussion of our Enterprise Risk Management framework and risk management functions, see “Quantitative and Qualitative Disclosures about Risk—Risk Management” in the 2020 Form 10-K.
Market Risk
Market risk refers to the risk that a change in the level of one or more market prices, rates, spreads, indices, volatilities, correlations or other market factors, such as market liquidity, will result in losses for a position or portfolio. Generally, we incur market risk as a result of trading, investing and client facilitation activities, principally within the Institutional Securities business segment where the substantial majority of our VaR for market risk exposures is generated. In addition, we incur non-trading market risk, principally within the Wealth Management and Investment Management business segments. The Wealth Management business segment primarily incurs non-trading market risk (including interest rate risk) from lending and deposit-taking activities. The Investment Management business segment primarily incurs non-trading market risk from capital investments in its funds. For a further discussion of market risk, see “Quantitative and Qualitative Disclosures about Risk—Market Risk” in the 2020 Form 10-K.
Trading Risks
We are exposed to a wide range of risks related to interest rates and credit spreads, equity prices, foreign exchange rates and commodity prices, and the associated implied volatilities and spreads, related to the global markets in which we conduct our trading activities.
The statistical technique known as VaR is one of the tools we use to measure, monitor and review the market risk exposures of our trading portfolios.
For information regarding our primary risk exposures and market risk management, VaR methodology, assumptions and limitations, see “Quantitative and Qualitative Disclosures about Risk—Market Risk—Trading Risks” in the 2020 Form 10-K.
95%/One-Day Management VaR for the Trading Portfolio
Three Months Ended
September 30, 2021
$ in millions
Period
End
Average
High2
Low2
Interest rate and credit spread
$
27
$
28
$
33
$
23
Equity price
28
24
32
20
Foreign exchange rate
7
8
11
6
Commodity price
19
12
19
9
Less: Diversification benefit1
(34)
(29)
N/A
N/A
Primary Risk Categories
$
47
$
43
$
53
$
38
Credit Portfolio
12
12
13
11
Less: Diversification benefit1
(11)
(10)
N/A
N/A
Total Management VaR
$
48
$
45
$
56
$
41
Three Months Ended
June 30, 2021
$ in millions
Period
End
Average
High2
Low2
Interest rate and credit spread
$
29
$
31
$
39
$
28
Equity price
21
24
32
19
Foreign exchange rate
8
8
15
5
Commodity price
10
11
16
8
Less: Diversification benefit1
(28)
(29)
N/A
N/A
Primary Risk Categories
$
40
$
45
$
58
$
37
Credit Portfolio
12
13
17
11
Less: Diversification benefit1
(9)
(10)
N/A
N/A
Total Management VaR
$
43
$
48
$
60
$
41
1.Diversification benefit equals the difference between the total VaR and the sum of the component VaRs. This benefit arises because the simulated one-day losses for each of the components occur on different days; similar diversification benefits also are taken into account within each component.
2.The high and low VaR values for the total Management VaR and each of the component VaRs might have occurred on different days during the quarter, and therefore, the diversification benefit is not an applicable measure.
Average total Management VaR and average Management VaR for the Primary Risk Categories were relatively unchanged from the three months ended June 30, 2021.
Distribution of VaR Statistics and Net Revenues
We evaluate the reasonableness of our VaR model by comparing the potential declines in portfolio values generated by the model with corresponding actual trading results for the Firm, as well as individual business units. For days where losses exceed the VaR statistic, we examine the drivers of trading losses to evaluate the VaR model’s accuracy relative to realized trading results. There were two loss days in the current quarter, which did not exceed the Firm’s VaR.
Daily 95%/One-Day Total Management VaR for the Current Quarter
($ in millions)
Daily Net Trading Revenues for the Current Quarter
($ in millions)
The previous histogram shows the distribution of daily net trading revenues for the current quarter. Daily net trading revenues include profits and losses from Interest rate and credit spread, Equity price, Foreign exchange rate, Commodity price, and Credit Portfolio positions and intraday trading activities for our trading businesses. Certain items such as fees, commissions, net interest income, and counterparty default risk are excluded from daily net trading revenues and the VaR model. Revenues required for Regulatory VaR backtesting further exclude intraday trading.
Non-Trading Risks
We believe that sensitivity analysis is an appropriate representation of our non-trading risks. The following sensitivity analyses cover substantially all of the non-trading risk in our portfolio.
Credit Spread Risk Sensitivity1
$ in millions
At September 30, 2021
At June 30, 2021
Derivatives
$
7
$
7
Borrowings carried at fair value
48
48
1.Amounts represent the potential gain for each 1 bps widening of our credit spread.
U.S. Bank Subsidiaries’ Net Interest Income Sensitivity Analysis
$ in millions
At September 30, 2021
At June 30, 2021
Basis point change
+100
$
1,540
$
1,463
-100
(494)
(498)
The previous table presents an analysis of selected instantaneous upward and downward parallel interest rate shocks (subject to a floor of zero percent in the downward scenario) on net interest income over the next 12 months for our U.S. Bank Subsidiaries. These shocks are applied to our 12-month forecast for our U.S. Bank Subsidiaries, which incorporates market expectations of interest rates and our forecasted business activity.
We do not manage to any single rate scenario but rather manage net interest income in our U.S. Bank Subsidiaries to optimize across a range of possible outcomes, including non-parallel rate change scenarios. The sensitivity analysis assumes that we take no action in response to these scenarios, assumes there are no changes in other macroeconomic variables normally correlated with changes in interest rates, and includes subjective assumptions regarding customer and market re-pricing behavior and other factors. Net interest income sensitivity was relatively unchanged from June 30, 2021.
Investments Sensitivity, Including Related Carried Interest
Loss from 10% Decline
$ in millions
At September 30, 2021
At June 30, 2021
Investments related to Investment Management activities
$
422
$
477
Other investments:
MUMSS
174
172
Other Firm investments
261
232
We have exposure to public and private companies through direct investments, as well as through funds that invest in these assets. These investments are predominantly equity positions with long investment horizons, a portion of which is for business facilitation purposes. The market risk related to these investments is measured by estimating the potential reduction in net revenues associated with a reasonably possible 10% decline in investment values and related impact on performance-based income, as applicable.
Certain asset management revenues in the Wealth Management and Investment Management business segments are derived from management fees, which are based on fee-based client assets in Wealth Management or AUM in Investment Management (together, “client holdings”). The assets underlying client holdings are primarily composed of equity, fixed income and alternative investments, and are sensitive to changes in related markets. The overall level of these revenues depends on multiple factors that include, but are not limited to, the level and duration of a market increase or decline, price volatility, the geographic and industry mix of client assets, and client behavior such as the rate and magnitude of client investments and redemptions. Therefore, overall revenues do not correlate completely with changes in the related markets.
Credit Risk
Credit risk refers to the risk of loss arising when a borrower, counterparty or issuer does not meet its financial obligations to us. We are primarily exposed to credit risk from institutions and individuals through our Institutional Securities and Wealth Management business segments. For a further discussion of our credit risks, see “Quantitative and Qualitative Disclosures about Risk—Credit Risk” in the 2020 Form 10-K.
Loans and Lending Commitments
At September 30, 2021
$ in millions
HFI
HFS
FVO
Total
Institutional Securities:
Corporate
$
4,774
$
8,998
$
13
$
13,785
Secured lending facilities
27,345
3,650
350
31,345
Commercial and Residential real estate
6,915
434
5,536
12,885
Securities-based lending and Other
520
56
8,889
9,465
Total Institutional Securities
39,554
13,138
14,788
67,480
Wealth Management:
Residential real estate
41,428
8
—
41,436
Securities-based lending and Other
79,888
22
—
79,910
Total Wealth Management
121,316
30
—
121,346
Total Investment Management1
5
—
127
132
Total loans2
160,875
13,168
14,915
188,958
ACL
(684)
(684)
Total loans, net of ACL
$
160,191
$
13,168
$
14,915
$
188,274
Lending commitments3
$
137,116
Total exposure
$
325,390
At December 31, 2020
$ in millions
HFI
HFS
FVO
Total
Institutional Securities:
Corporate
$
6,046
$
8,580
$
13
$
14,639
Secured lending facilities
25,727
3,296
648
29,671
Commercial and Residential real estate
7,346
859
3,061
11,266
Securities-based lending and Other
1,279
55
7,001
8,335
Total Institutional Securities
40,398
12,790
10,723
63,911
Wealth Management:
Residential real estate
35,268
11
—
35,279
Securities-based lending and Other
62,947
—
—
62,947
Total Wealth Management
98,215
11
—
98,226
Total Investment Management1
6
12
425
443
Total loans2
138,619
12,813
11,148
162,580
ACL
(835)
(835)
Total loans, net of ACL
$
137,784
$
12,813
$
11,148
$
161,745
Lending commitments3
$
127,855
Total exposure
$
289,600
HFI—Held for investment; HFS—Held for sale; FVO—Fair value option
Total exposure—consists of Total loans, net of ACL, and Lending commitments
1.Investment Management business segment loans are related to certain of our activities as an investment advisor and manager. Loans held at fair value are the result of the consolidation of investment vehicles (including CLOs) managed by Investment Management, composed primarily of senior secured loans to corporations.
2.FVO also includes the fair value of certain unfunded lending commitments.
3.Lending commitments represent the notional amount of legally binding obligations to provide funding to clients for lending transactions. Since commitments associated with these business activities may expire unused or may not be utilized to full capacity, they do not necessarily reflect the actual future cash funding requirements.
We provide loans and lending commitments to a variety of customers, including large corporate and institutional clients, as well as high to ultra-high net worth individuals. In addition, we purchase loans in the secondary market. Loans and lending commitments are either held for investment, held for sale or carried at fair value. For more information on these loan classifications, see Note 2 to the financial statements in the 2020 Form 10-K.
Total loans and lending commitments increased by approximately $36 billion since December 31, 2020, primarily due to growth in Securities-based and Residential real estate loans within the Wealth Management business segment, as well as increases in Corporate lending commitments and Secured lending facilities within the Institutional Securities business segment.
See Notes 5, 6, 10 and 14 to the financial statements for further information.
Beginning late in the first quarter of 2020 and following in part from the U.S. government’s enactment of the CARES Act, we have granted requests from certain clients for modifications of their credit agreements with us, which in some cases include deferral of their loan payments. In addition to these principal and interest deferrals, we continue to work with certain clients regarding modifications of other terms under their original loan agreements that do not impact contractual loan payments. We do not believe these
modifications have had a material impact on the risk profile of our loan portfolio.
Requests for deferrals and other modifications could continue in future periods. See “Executive Summary—Coronavirus Disease (COVID-19) Pandemic” herein and “Risk Factors” and “Forward Looking Statements” in the 2020 Form 10-K.
For additional information on regulatory guidance which permits certain loan modifications for borrowers impacted by COVID-19 to not be accounted for and reported as TDRs as well as the Firm’s accounting policies for such modifications, see “Liquidity and Capital Resources—Regulatory Requirements—Regulatory Developments” and Note 2 to the financial statements in the 2020 Form 10-K, respectively. For information on HFI loans on nonaccrual status and HFI loans modified and reported as TDRs, see “Status of Loans Held for Investment” herein and Note 10 to the financial statements, and for a discussion of the related accounting policies see Note 2 to the financial statements in the 2020 Form 10-K.
Allowance for Credit Losses—Loans and Lending Commitments
$ in millions
ACL—Loans
$
835
ACL—Lending Commitments
396
Total at December 31, 2020
1,231
Gross charge-offs
(107)
Provision for credit losses
(1)
Other
(10)
Total at September 30, 2021
$
1,113
ACL—Loans
$
684
ACL—Lending commitments
429
Provision for Credit Losses by Business Segment
Three Months Ended September 30, 2021
Nine Months Ended September 30, 2021
$ in millions
IS
WM
Total
IS
WM
Total
Loans
$
3
$
2
$
5
$
(38)
$
1
$
(37)
Lending commitments
21
(2)
19
39
(3)
36
Total
$
24
$
—
$
24
$
1
$
(2)
$
(1)
Credit exposure arising from our loans and lending commitments is measured in accordance with our internal risk management standards. Risk factors considered in determining the aggregate allowance for loan and commitment losses include the borrower’s financial strength, industry, facility structure, LTV ratio, debt service ratio, collateral and covenants. Qualitative and environmental factors such as economic and business conditions, nature and volume of the portfolio and lending terms, and volume and severity of past due loans may also be considered.
The aggregate allowance for loans and lending commitments decreased in the current year period, primarily reflecting charge-offs, as well as an allowance release as a result of paydowns on Corporate loans, including by lower-rated borrowers, offset by the provision for one Secured lending facility. The base scenario used in our ACL models as of September 30, 2021 was generated using a combination of
industry consensus economic forecasts, forward rates, and internally developed and validated models. Given the nature of our lending portfolio, the most sensitive model input is U.S. gross domestic product. The base scenario, among other things, assumes continued growth over the forecast period and a year-over-year U.S. GDP effective growth rate of approximately 6% in the fourth quarter of 2021, supported by fiscal stimulus and accommodative monetary policy. See Notes 10 and 14 to the financial statements for further information. See Note 2 to the financial statements in the 2020 Form 10-K for a discussion of the Firm’s ACL methodology under CECL.
Status of Loans Held for Investment
At September 30, 2021
At December 31, 2020
IS
WM
IS
WM
Accrual
98.6
%
99.8
%
99.2
%
99.7
%
Nonaccrual1
1.4
%
0.2
%
0.8
%
0.3
%
1.These loans are on nonaccrual status because the loans were past due for a period of 90 days or more or payment of principal or interest was in doubt.
Institutional Securities Loans and Lending Commitments1
1.Counterparty credit ratings are internally determined by the CRM.
2.Unrated loans and lending commitments are primarily trading positions that are measured at fair value and risk-managed as a component of market risk. For a further discussion of our market risk, see “Market Risk” herein.
Institutional Securities Loans and Lending Commitments by Industry
$ in millions
At September 30, 2021
At December 31, 2020
Industry
Financials
$
50,404
$
44,358
Real estate
30,411
25,484
Industrials
17,409
15,861
Communications services
14,382
12,600
Healthcare
14,021
12,650
Consumer discretionary
11,763
11,177
Information technology
10,601
11,358
Utilities
10,150
9,504
Energy
8,456
10,064
Consumer staples
8,170
9,088
Materials
6,434
6,084
Insurance
4,249
3,889
Other
2,611
4,515
Total exposure
$
189,061
$
176,632
Sectors Currently in Focus due to COVID-19
The economic effects of COVID-19 have impacted borrowers in many sectors and industries, though certain sectors remain more sensitive to the current economic environment and are continuing to receive heightened focus. The sectors currently in focus are air travel, lodging and leisure, retail, upstream energy, and healthcare services and systems. As of September 30, 2021, exposures to these sectors are included across the Industrials, Financials, Real estate, Consumer discretionary, Energy and Healthcare industries in the previous table, and in aggregate represent approximately 10% of total Institutional Securities business segment lending exposure. Further, as of September 30, 2021, approximately 90% of these exposures
are either investment grade and/or secured by collateral. The future developments of COVID-19 and its effect on the economic environment remain uncertain; therefore, the sectors impacted may change over time. Refer to “Risk Factors” in the 2020 Form 10-K.
Institutional Securities Lending Activities
The Institutional Securities business segment lending activities include Corporate, Secured lending facilities, Commercial real estate and Securities-based lending and Other. As of September 30, 2021, over 90% of our total lending exposure, which consists of loans and lending commitments, is investment grade and/or secured by collateral. For a description of Institutional Securities’ lending activities, see “Quantitative and Qualitative Disclosures about Risk—Credit Risk” in the 2020 Form 10-K.
Institutional Securities Event-Driven Loans and Lending Commitments
At September 30, 2021
Contractual Years to Maturity
$ in millions
Less than 1
1-3
3-5
Over 5
Total
Loans, net of ACL
$
1,331
$
609
$
479
$
3,148
$
5,567
Lending commitments
5,861
5,078
2,877
6,442
20,258
Total exposure
$
7,192
$
5,687
$
3,356
$
9,590
$
25,825
At December 31, 2020
Contractual Years to Maturity
$ in millions
Less than 1
1-3
3-5
Over 5
Total
Loans, net of ACL
$
1,241
$
907
$
873
$
2,090
$
5,111
Lending commitments
2,810
4,649
2,678
4,650
14,787
Total exposure
$
4,051
$
5,556
$
3,551
$
6,740
$
19,898
Event-driven loans and lending commitments are associated with a particular event or transaction, such as to support client merger, acquisition, recapitalization or project finance activities. Balances may fluctuate as such lending is related to transactions that vary in timing and size from period to period.
Institutional Securities Loans and Lending Commitments Held for Investment
Institutional Securities Allowance for Credit Losses—Loans and Lending Commitments
$ in millions
Corporate
Secured lending facilities
Commercial real estate
Other
Total
ACL—Loans
$
309
$
198
$
211
$
21
$
739
ACL—Lending commitments
323
38
11
19
391
Total at December 31, 2020
$
632
$
236
$
222
$
40
$
1,130
Gross charge-offs
(19)
(67)
(21)
—
(107)
Provision for credit losses
(52)
49
4
—
1
Other1
(5)
(2)
(2)
(24)
(33)
Total at September 30, 2021
$
556
$
216
$
203
$
16
$
991
ACL—Loans
$
197
$
175
$
193
$
10
$
575
ACL—Lending commitments
359
41
10
6
416
1.Other primarily reflects the allowance for credit losses associated with the Community Development Fund loans portfolio that was transferred to the Wealth Management business segment from the Institutional Securities business segment in the second quarter of 2021.
Institutional Securities HFI Loans—Ratios of Allowance for Credit Losses to Balance Before Allowance
At September 30, 2021
At December 31, 2020
Corporate
4.1
%
5.1
%
Secured lending facilities
0.6
%
0.8
%
Commercial real estate
2.8
%
2.9
%
Other
1.9
%
1.7
%
Total Institutional Securities loans
1.5
%
1.8
%
Wealth Management Loans and Lending Commitments
At September 30, 2021
Contractual Years to Maturity
$ in millions
Less than 1
1-3
3-5
Over 5
Total
Securities-based lending and Other
$
70,226
$
5,411
$
2,503
$
1,717
$
79,857
Residential real estate
6
—
7
41,367
41,380
Total loans, net of ACL
$
70,232
$
5,411
$
2,510
$
43,084
$
121,237
Lending commitments
12,005
2,513
116
326
14,960
Total exposure
$
82,237
$
7,924
$
2,626
$
43,410
$
136,197
At December 31, 2020
Contractual Years to Maturity
$ in millions
Less than 1
1-3
3-5
Over 5
Total
Securities-based lending and Other
$
54,483
$
4,587
$
2,167
$
1,672
$
62,909
Residential real estate
9
1
1
35,210
35,221
Total loans, net of ACL
$
54,492
$
4,588
$
2,168
$
36,882
$
98,130
Lending commitments
11,666
2,356
120
253
14,395
Total exposure
$
66,158
$
6,944
$
2,288
$
37,135
$
112,525
The principal Wealth Management business segment lending activities include Securities-based lending and Residential real estate loans.
Securities-based lending allows clients to borrow money against the value of qualifying securities, generally for any purpose other than purchasing, trading or carrying securities, or refinancing margin debt. For more information about our Securities-based lending and Residential real estate loans, see “Quantitative and Qualitative Disclosures about Risk—Credit Risk” in the 2020 Form 10-K.
Wealth Management Allowance for Credit Losses—Loans and Lending Commitments
$ in millions
ACL—Loans
$
96
ACL—Lending commitments
5
Total at December 31, 2020
101
Provision for credit losses
(2)
Other1
23
Total at September 30, 2021
$
122
ACL—Loans
$
109
ACL—Lending commitments
13
1.Other primarily reflects the allowance for credit losses associated with the Community Development Fund loans portfolio that was transferred to the Wealth Management business segment from the Institutional Securities business segment in the second quarter of 2021.
At September 30, 2021, more than 75% of Wealth Management Residential real estate loans were to borrowers with “Exceptional” or “Very Good” FICO scores (i.e., exceeding 740). Additionally, Wealth Management’s Securities-based lending portfolio remains well-collateralized and subject to daily client margining, which includes requiring customers to deposit additional collateral, or reduce debt positions, when necessary.
Customer and Other Receivables
Margin Loans and Other lending
$ in millions
At September 30, 2021
At December 31, 2020
Institutional Securities
$
41,060
$
51,570
Wealth Management
28,548
23,144
Total
$
69,608
$
74,714
The Institutional Securities and Wealth Management business segments provide margin lending arrangements that allow customers to borrow against the value of qualifying securities, primarily for the purpose of purchasing additional securities, as well as to collateralize short positions. Institutional Securities primarily includes margin loans in the Equity Financing business. Wealth Management includes margin loans as well as non-purpose securities-based lending on non-bank entities.
Margin lending activities generally have lower credit risk due to the value of collateral held and their short-term nature. Amounts may fluctuate from period to period as overall client balances change as a result of market levels, client positioning and leverage.
Employee Loans
For information on employee loans and related ACL, see Note 10 to the financial statements.
1.Counterparty credit ratings are determined internally by the CRM.
We are exposed to credit risk as a dealer in OTC derivatives. Credit risk with respect to derivative instruments arises from the possibility that a counterparty may fail to perform according to the terms of the contract. For more information on derivatives, see “Quantitative and Qualitative Disclosures about Risk—Credit Risk—Derivatives” in the 2020 Form 10-K and Note 7 to the financial statements.
Country Risk
Country risk exposure is the risk that events in, or that affect, a foreign country (any country other than the U.S.) might adversely affect us. We actively manage country risk exposure through a comprehensive risk management framework that combines credit and market fundamentals and allows us to effectively identify, monitor and limit country risk. For a further discussion of our country risk exposure see “Quantitative and Qualitative Disclosures about Risk—Country and Other Risks” in the 2020 Form 10-K.
Top 10 Non-U.S. Country Exposures at September 30, 2021
1.Net inventory represents exposure to both long and short single-name and index positions (i.e., bonds and equities at fair value and CDS based on a notional amount assuming zero recovery adjusted for the fair value of any receivable or payable).
2.Net counterparty exposure (e.g., repurchase transactions, securities lending and OTC derivatives) is net of the benefit of collateral received and also is net by counterparty when legally enforceable master netting agreements are in place. For more information, see “Additional Information—Top 10 Non-U.S. Country Exposures” herein.
3.Amounts represent net CDS hedges (purchased and sold) on net counterparty exposure and lending executed by trading desks responsible for hedging counterparty and lending credit risk exposures. Amounts are based on the CDS notional amount assuming zero recovery adjusted for any fair value receivable or payable. For further description of the contractual terms for purchased credit protection and whether they may limit the effectiveness of our hedges, see “Quantitative and Qualitative Disclosures about Risk—Credit Risk—Derivatives” in the 2020 Form 10-K.
Additional Information—Top 10 Non-U.S. Country Exposures
Collateral Held against Net Counterparty Exposure1
$ in millions
At September 30, 2021
Country of Risk
Collateral2
Germany
Croatia and France
$
11,815
United Kingdom
U.K., U.S. and Spain
8,703
Other
Japan, Italy and France
21,322
1.The benefit of collateral received is reflected in the Top 10 Non-U.S. Country Exposures at September 30, 2021.
2.Primarily consists of cash, as well as government obligations of the countries listed.
Operational Risk
Operational risk refers to the risk of loss, or of damage to our reputation, resulting from inadequate or failed processes or systems, from human factors or from external events (e.g., fraud, theft, legal and compliance risks, cyber attacks or damage to physical assets). We may incur operational risk across the full scope of our business activities, including revenue-generating activities and support and control groups (e.g., information technology and trade processing). For a further discussion about our operational risk, see “Quantitative and Qualitative Disclosures about Risk—Operational Risk” in the 2020 Form 10-K. In addition, for further information on market and economic conditions and their effects on risk in general, see “Management’s
Discussion and Analysis of Financial Condition and Results of Operations—Executive Summary—Coronavirus Disease (COVID-19) Pandemic” herein and “Risk Factors” in the 2020 Form 10-K.
Model Risk
Model risk refers to the potential for adverse consequences from decisions based on incorrect or misused model outputs. Model risk can lead to financial loss, poor business and strategic decision making or damage to our reputation. The risk inherent in a model is a function of the materiality, complexity and uncertainty around inputs and assumptions. Model risk is generated from the use of models impacting financial statements, regulatory filings, capital adequacy assessments and the formulation of strategy. For a further discussion about our model risk, see “Quantitative and Qualitative Disclosures about Risk—Model Risk” in the 2020 Form 10-K.
Liquidity Risk
Liquidity risk refers to the risk that we will be unable to finance our operations due to a loss of access to the capital markets or difficulty in liquidating our assets. Liquidity risk also encompasses our ability (or perceived ability) to meet our financial obligations without experiencing significant business disruption or reputational damage that may threaten our viability as a going concern. For a further discussion about our liquidity risk, see “Quantitative and Qualitative Disclosures about Risk—Liquidity Risk” in the 2020 Form 10-K and “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources” herein. In addition, for further information on market and economic conditions and their effects on risk in general, see “Risk Factors” in the 2020 Form 10-K.
Legal and Compliance Risk
Legal and compliance risk includes the risk of legal or regulatory sanctions, material financial loss, including fines, penalties, judgments, damages and/or settlements, or loss to reputation that we may suffer as a result of failure to comply with laws, regulations, rules, related self-regulatory organization standards and codes of conduct applicable to our business activities. This risk also includes contractual and commercial risk, such as the risk that a counterparty’s performance obligations will be unenforceable. It also includes compliance with AML, terrorist financing, and anti-corruption rules and regulations. For a further discussion about our legal and compliance risk, see “Quantitative and Qualitative Disclosures about Risk—Legal and Compliance Risk” in the 2020 Form 10-K.
Report of Independent Registered Public Accounting Firm
To the Shareholders and the Board of Directors of Morgan Stanley:
Results of Review of Interim Financial Information
We have reviewed the accompanying condensed consolidated balance sheet of Morgan Stanley and subsidiaries (the “Firm”) as of September 30, 2021, and the related condensed consolidated income statements, comprehensive income statements and statements of changes in total equity for the three-month and nine-month periods ended September 30, 2021 and 2020, and the cash flow statements for the nine-month periods ended September 30, 2021 and 2020, and the related notes (collectively referred to as the “interim financial information”). Based on our reviews, we are not aware of any material modifications that should be made to the accompanying interim financial information for it to be in conformity with accounting principles generally accepted in the United States of America.
We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheet of the Firm as of December 31, 2020, and the related consolidated income statement, comprehensive income statement, cash flow statement and statement of changes in total equity for the year then ended (not presented herein) included in the Firm’s Annual Report on Form 10-K; and in our report dated February 26, 2021, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying condensed consolidated balance sheet as of December 31, 2020 is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived.
Basis for Review Results
This interim financial information is the responsibility of the Firm’s management. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Firm in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our reviews in accordance with the standards of the PCAOB. A review of interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the PCAOB, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.
Notes to Consolidated Financial Statements (Unaudited)
1. Introduction and Basis of Presentation
The Firm
Morgan Stanley is a global financial services firm that maintains significant market positions in each of its business segments—Institutional Securities, Wealth Management and Investment Management. Morgan Stanley, through its subsidiaries and affiliates, provides a wide variety of products and services to a large and diversified group of clients and customers, including corporations, governments, financial institutions and individuals. Unless the context otherwise requires, the terms “Morgan Stanley” or the “Firm” mean Morgan Stanley (the “Parent Company”) together with its consolidated subsidiaries. See the “Glossary of Common Terms and Acronyms” for the definition of certain terms and acronyms used throughout this Form 10-Q.
A description of the clients and principal products and services of each of the Firm’s business segments is as follows:
Institutional Securities provides a variety of products and services to corporations, governments, financial institutions and ultra-high net worth clients. Investment banking services consist of capital raising and financial advisory services, including services relating to the underwriting of debt, equity and other securities, as well as advice on mergers and acquisitions, restructurings and project finance. Our Equity and Fixed Income businesses include sales, financing, prime brokerage, market-making, Asia wealth management services and certain business-related investments. Lending activities include originating corporate loans and commercial real estate loans, providing secured lending facilities, and extending securities-based and other financing to customers. Other activities include research.
Wealth Management provides a comprehensive array of financial services and solutions to individual investors and small to medium-sized businesses and institutions covering: financial advisor-led brokerage and investment advisory services; self-directed brokerage services; financial and wealth planning services; workplace services including stock plan administration; annuity and insurance products; securities-based lending, residential real estate loans and other lending products; banking; and retirement plan services.
Investment Management provides a broad range of investment strategies and products that span geographies, asset classes, and public and private markets to a diverse group of clients across institutional and intermediary channels. Strategies and products, which are offered through a variety of investment vehicles, include equity, fixed income, alternatives and solutions, and liquidity and overlay services. Institutional clients include defined benefit/defined contribution plans, foundations,
endowments, government entities, sovereign wealth funds, insurance companies, third-party fund sponsors and corporations. Individual clients are generally served through intermediaries, including affiliated and non-affiliated distributors.
Basis of Financial Information
The financial statements are prepared in accordance with U.S. GAAP, which requires the Firm to make estimates and assumptions regarding the valuations of certain financial instruments, the valuations of goodwill and intangible assets, the outcome of legal and tax matters, deferred tax assets, ACL, and other matters that affect its financial statements and related disclosures. The Firm believes that the estimates utilized in the preparation of its financial statements are prudent and reasonable. Actual results could differ materially from these estimates.
The financial statements reflect the effects of the following reclassifications to prior period amounts. The Provision for credit losses for loans and lending commitments is presented as a separate line in the income statements. Previously, the provision for credit losses for loans was included in Other revenues, and the provision for credit losses for lending commitments was included in Other expenses. In addition, economic hedges of certain held-for-sale and held-for-investment loans, which were previously reported in Trading revenues, are reported in Other revenues.
The Notes are an integral part of the Firm’s financial statements. The Firm has evaluated subsequent events for adjustment to or disclosure in these financial statements through the date of this report and has not identified any recordable or disclosable events not otherwise reported in these financial statements or the notes thereto.
The accompanying financial statements should be read in conjunction with the Firm’s financial statements and notes thereto included in the 2020 Form 10-K. Certain footnote disclosures included in the 2020 Form 10-K have been condensed or omitted from these financial statements as they are not required for interim reporting under U.S. GAAP. The financial statements reflect all adjustments of a normal, recurring nature that are, in the opinion of management, necessary for the fair presentation of the results for the interim period. The results of operations for interim periods are not necessarily indicative of results for the entire year.
Consolidation
The financial statements include the accounts of the Firm, its wholly owned subsidiaries and other entities in which the Firm has a controlling financial interest, including certain VIEs (see Note 15). Intercompany balances and transactions have been eliminated. For consolidated subsidiaries that are not wholly owned, the third-party holdings of equity interests are referred to as Noncontrolling interests. The net income attributable to Noncontrolling interests for such subsidiaries is
Notes to Consolidated Financial Statements (Unaudited)
presented as Net income applicable to noncontrolling interests in the income statements. The portion of shareholders’ equity that is attributable to noncontrolling interests for such subsidiaries is presented as noncontrolling interests, a component of Total equity, in the balance sheets.
For a discussion of the Firm’s significant regulated U.S. and international subsidiaries and its involvement with VIEs, see Note 1 to the financial statements in the 2020 Form 10-K.
2. Significant Accounting Policies
For a detailed discussion about the Firm’s significant accounting policies and for further information on accounting updates adopted in the prior year, see Note 2 to the financial statements in the 2020 Form 10-K.
During the nine months ended September 30, 2021 (“current year period”), there were no significant updates to the Firm’s significant accounting policies, other than as described below and in Note 1 to the financial statements.
The Firm’s acquisition of Eaton Vance Corp. (“Eaton Vance”) on March 1, 2021 added indefinite lived intangible assets to the Firm’s balance sheet. Indefinite lived intangible assets are not amortized but are tested for impairment on an annual basis and on an interim basis when certain events or circumstances exist. For both the annual and interim tests, the Firm has the option to either (i) perform a quantitative impairment test or (ii) first perform a qualitative assessment to determine whether it is more likely than not that the asset is impaired, in which case the quantitative test would be performed.
Goodwill
The Firm completed its annual goodwill impairment testing as of July 1, 2021. The Firm’s impairment testing did not indicate any goodwill impairment, as each of the Firm’s reporting units with goodwill had a fair value that was in excess of its carrying value.
3. Acquisitions
Acquisition of Eaton Vance
On March 1, 2021, the Firm completed the acquisition of 100% of Eaton Vance in a stock and cash transaction, which increases the scale and breadth of the Investment Management business segment. Total consideration for the transaction was approximately $8.7 billion, which consists of the $5.3 billion fair value of 69 million common shares issued from Common stock held in treasury and cash of approximately $3.4 billion.
Upon acquisition, the assets and liabilities of Eaton Vance were adjusted to their respective fair values as of the closing date of the transaction, including the identifiable intangible assets acquired. In addition, the excess of the purchase price
over the fair value of the net assets acquired has been recorded as goodwill. The fair value estimates used in valuing certain acquired assets and liabilities are based, in part, on inputs that are unobservable. For intangible assets, these include, but are not limited to, forecasted future cash flows, revenue growth rates, attrition rates and discount rates.
Eaton Vance Purchase Price Allocation
$ in millions
At March 1, 2021
Assets
Cash and cash equivalents
$
691
Trading assets at fair value:
Loans and lending commitments
445
Investments
299
Corporate and other debt
52
Customer and other receivables
331
Goodwill
5,270
Intangible assets
3,956
Other assets
836
Total assets
$
11,880
Liabilities
Other secured financings
$
399
Other liabilities and accrued expenses
2,147
Borrowings
678
Total liabilities
$
3,224
Acquired Intangible Assets
$ in millions
Weighted average life (years)
At March 1, 2021
Non-amortizable
Management contracts
indefinite
$
2,120
Amortizable
Customer relationships
16
1,455
Tradenames
23
221
Management contracts
16
160
Total acquired Intangible assets
$
3,956
Eaton Vance Results Included in the Firm’s Consolidated Results
$ in millions
Three Months Ended September 30, 2021
Nine Months Ended
September 30, 20211
Net revenues
$
549
$
1,258
Net income
137
287
1.Reflects Eaton Vance results from March 1, 2021 through September 30, 2021.
Morgan Stanley and Eaton Vance Proforma Combined Financial Information
Three Months Ended September 30,
Nine Months Ended September 30,
$ in millions
20211
2020
2021
2020
Net revenues
$
14,753
$
12,072
$
45,527
$
36,313
Net income
3,724
2,729
11,504
7,420
1.Amounts are the same as those presented in the Consolidated Income Statement for the current quarter.
The proforma financial information presented in the previous table was computed by combining the historical financial information of the Firm and Eaton Vance along with the effects of the acquisition method of accounting for business
Notes to Consolidated Financial Statements (Unaudited)
combinations as though the companies were combined on January 1, 2020.
The proforma information does not reflect the potential benefits of cost and funding synergies, opportunities to earn additional revenues, or other factors, and therefore does not represent what the actual Net revenues and Net income would have been had the companies actually been combined as of this date.
4. Cash and Cash Equivalents
Cash and cash equivalents consist of Cash and due from banks and Interest bearing deposits with banks. Cash equivalents are highly liquid investments with remaining maturities of three months or less from the acquisition date that are readily convertible to cash and are not held for trading purposes.
$ in millions
At September 30, 2021
At December 31, 2020
Cash and due from banks
$
10,216
$
9,792
Interest bearing deposits with banks
113,647
95,862
Total Cash and cash equivalents
$
123,863
$
105,654
Restricted cash
$
43,829
$
38,202
Cash and cash equivalents also include Restricted cash such as cash segregated in compliance with federal or other regulations, including minimum reserve requirements set by the Federal Reserve Bank and other central banks, and the Firm’s initial margin deposited with clearing organizations.
5. Fair Values
Recurring Fair Value Measurements
Assets and Liabilities Measured at Fair Value on a Recurring Basis
Notes to Consolidated Financial Statements (Unaudited)
At December 31, 2020
$ in millions
Level 1
Level 2
Level 3
Netting1
Total
Assets at fair value
Trading assets:
U.S. Treasury and agency securities
$
43,084
$
31,524
$
9
$
—
$
74,617
Other sovereign government obligations
26,174
5,048
268
—
31,490
State and municipal securities
—
1,135
—
—
1,135
MABS
—
1,070
322
—
1,392
Loans and lending commitments2
—
5,389
5,759
—
11,148
Corporate and other debt
—
30,093
3,435
—
33,528
Corporate equities3
111,575
1,142
86
—
112,803
Derivative and other contracts:
Interest rate
4,458
227,818
1,210
—
233,486
Credit
—
6,840
701
—
7,541
Foreign exchange
29
93,770
260
—
94,059
Equity
1,132
65,943
1,369
—
68,444
Commodity and other
1,818
10,108
2,723
—
14,649
Netting1
(5,488)
(310,534)
(1,351)
(62,956)
(380,329)
Total derivative and other contracts
1,949
93,945
4,912
(62,956)
37,850
Investments4
624
234
828
—
1,686
Physical commodities
—
3,260
—
—
3,260
Total trading assets4
183,406
172,840
15,619
(62,956)
308,909
Investment securities—AFS
46,354
61,225
2,804
—
110,383
Securities purchased under agreements to resell
—
12
3
—
15
Total assets at fair value
$
229,760
$
234,077
$
18,426
$
(62,956)
$
419,307
At December 31, 2020
$ in millions
Level 1
Level 2
Level 3
Netting1
Total
Liabilities at fair value
Deposits
$
—
$
3,395
$
126
$
—
$
3,521
Trading liabilities:
U.S. Treasury and agency securities
10,204
1
—
—
10,205
Other sovereign government obligations
24,209
1,738
16
—
25,963
Corporate and other debt
—
8,468
—
—
8,468
Corporate equities3
67,822
172
63
—
68,057
Derivative and other contracts:
Interest rate
4,789
213,321
528
—
218,638
Credit
—
7,500
652
—
8,152
Foreign exchange
11
94,698
199
—
94,908
Equity
1,245
81,683
3,600
—
86,528
Commodity and other
1,758
9,418
1,014
—
12,190
Netting1
(5,488)
(310,534)
(1,351)
(58,105)
(375,478)
Total derivative and other contracts
2,315
96,086
4,642
(58,105)
44,938
Total trading liabilities
104,550
106,465
4,721
(58,105)
157,631
Securities sold under agreements to repurchase
—
671
444
—
1,115
Other secured financings
—
11,185
516
—
11,701
Borrowings
—
69,327
4,374
—
73,701
Total liabilities at fair value
$
104,550
$
191,043
$
10,181
$
(58,105)
$
247,669
MABS—Mortgage- and asset-backed securities
1.For positions with the same counterparty that cross over the levels of the fair value hierarchy, both counterparty netting and cash collateral netting are included in the column titled “Netting.” Positions classified within the same level that are with the same counterparty are netted within that level. For further information on derivative instruments and hedging activities, see Note 7.
2.For a further breakdown by type, see the following Detail of Loans and Lending Commitments at Fair Value table.
3.For trading purposes, the Firm holds or sells short equity securities issued by entities in diverse industries and of varying sizes.
4.Amounts exclude certain investments that are measured based on NAV per share, which are not classified in the fair value hierarchy. For additional disclosure about such investments, see “Net Asset Value Measurements” herein.
Detail of Loans and Lending Commitments at Fair Value
$ in millions
At September 30, 2021
At December 31, 2020
Corporate
$
13
$
13
Secured lending facilities
350
648
Commercial Real Estate
2,418
916
Residential Real Estate
3,118
2,145
Securities-based lending and Other loans
9,016
7,426
Total
$
14,915
$
11,148
Unsettled Fair Value of Futures Contracts1
$ in millions
At September 30, 2021
At December 31, 2020
Customer and other receivables (payables), net
$
(26)
$
434
1.These contracts are primarily Level 1, actively traded, valued based on quoted prices from the exchange and are excluded from the previous recurring fair value tables.
For a description of the valuation techniques applied to the Firm’s major categories of assets and liabilities measured at fair value on a recurring basis, see Note 5 to the financial statements in the 2020 Form 10-K. During the current quarter,
Notes to Consolidated Financial Statements (Unaudited)
Three Months Ended September 30,
Nine Months Ended September 30,
$ in millions
2021
2020
2021
2020
Net derivatives: Foreign exchange
Beginning balance
$
33
$
17
$
61
$
(31)
Realized and unrealized gains (losses)
32
86
41
202
Purchases
12
—
19
3
Issuances
(15)
(4)
(21)
(5)
Settlements
46
(9)
(45)
(27)
Net transfers
(11)
9
42
(43)
Ending balance
$
97
$
99
$
97
$
99
Unrealized gains (losses)
$
29
$
75
$
73
$
136
Net derivatives: Equity
Beginning balance
$
(837)
$
(1,884)
$
(2,231)
$
(1,684)
Realized and unrealized gains (losses)
(45)
3
366
75
Purchases
24
19
69
192
Issuances
(122)
(181)
(362)
(706)
Settlements
(3)
(151)
(196)
(167)
Net transfers2
(17)
49
1,354
145
Ending balance
$
(1,000)
$
(2,145)
$
(1,000)
$
(2,145)
Unrealized gains (losses)
$
(96)
$
32
$
(57)
$
(143)
Net derivatives: Commodity and other
Beginning balance
$
1,430
$
2,087
$
1,709
$
1,612
Realized and unrealized gains (losses)
(167)
(29)
43
373
Purchases
44
1
324
26
Issuances
(31)
(40)
(137)
(65)
Settlements
(97)
(181)
(371)
(101)
Net transfers
130
(34)
(259)
(41)
Ending balance
$
1,309
$
1,804
$
1,309
$
1,804
Unrealized gains (losses)
$
(96)
$
(251)
$
(243)
$
(6)
Deposits
Beginning balance
$
86
$
90
$
126
$
179
Realized and unrealized losses (gains)
(1)
4
1
8
Settlements
(4)
(2)
(12)
(13)
Net transfers
(19)
13
(53)
(69)
Ending balance
$
62
$
105
$
62
$
105
Unrealized losses (gains)
$
(1)
$
4
$
1
$
8
Nonderivative trading liabilities
Beginning balance
$
59
$
74
$
79
$
37
Realized and unrealized losses (gains)
(11)
(6)
(20)
(21)
Purchases
(16)
(7)
(88)
(23)
Sales
11
5
83
23
Settlements
—
—
—
3
Net transfers
(1)
(6)
(12)
41
Ending balance
$
42
$
60
$
42
$
60
Unrealized losses (gains)
$
(11)
$
(4)
$
1
$
(21)
Securities sold under agreements to repurchase
Beginning balance
$
449
$
440
$
444
$
—
Realized and unrealized losses (gains)
(1)
8
5
(22)
Issuances
—
—
—
470
Net transfers
—
—
(1)
—
Ending balance
$
448
$
448
$
448
$
448
Unrealized losses (gains)
$
(1)
$
8
$
5
$
(22)
Three Months Ended September 30,
Nine Months Ended September 30,
$ in millions
2021
2020
2021
2020
Other secured financings
Beginning balance
$
401
$
300
$
516
$
109
Realized and unrealized losses (gains)
(17)
11
(14)
(1)
Issuances
14
3
421
10
Settlements
(3)
(5)
(500)
(208)
Net transfers
—
—
(28)
399
Ending balance
$
395
$
309
$
395
$
309
Unrealized losses (gains)
$
(17)
$
11
$
(13)
$
(1)
Borrowings
Beginning balance
$
1,975
$
4,135
$
4,374
$
4,088
Realized and unrealized losses (gains)
(87)
(32)
(37)
(284)
Issuances
197
194
411
992
Settlements
(67)
(70)
(347)
(346)
Net transfers2
38
(146)
(2,345)
(369)
Ending balance
$
2,056
$
4,081
$
2,056
$
4,081
Unrealized losses (gains)
$
(86)
$
(33)
$
(8)
$
(282)
Portion of Unrealized losses (gains) recorded in OCI—Change in net DVA
(4)
22
(18)
(124)
1.Net transfers in the current quarter reflect the transfer of $895 million of equity margin loans from Level 3 to Level 2 as a result of the reduced significance of the margin loan rate input. Net transfers in the prior year periods reflect the largely offsetting impacts of equity margin loan transfers of $857 million into Level 3 in the first quarter of the prior year and $707 million out of Level 3 in the second quarter of the prior year, both driven by changes in the significance level of the margin loan rate input based on changes in liquidity conditions.
2.Net transfers in the current year period reflect the transfer in the second quarter of $2.0 billion of Corporate and Other Debt, $1.0 billion of net Equity derivatives, and $2.2 billion of Borrowings from Level 3 to Level 2 as the unobservable inputs were not significant to the overall fair value measurements.
3.Net transfers in the current year period reflect the transfer in the first quarter of $2.5 billion of AFS securities from Level 3 to Level 2 due to increased trading activity and observability of pricing inputs.
Level 3 instruments may be hedged with instruments classified in Level 1 and Level 2. The realized and unrealized gains or losses for assets and liabilities within the Level 3 category presented in the previous tables do not reflect the related realized and unrealized gains or losses on hedging instruments that have been classified by the Firm within the Level 1 and/or Level 2 categories.
The unrealized gains (losses) during the period for assets and liabilities within the Level 3 category may include changes in fair value during the period that were attributable to both observable and unobservable inputs. Total realized and unrealized gains (losses) are primarily included in Trading revenues in the income statements.
Additionally, in the previous tables, consolidations of VIEs are included in Purchases, and deconsolidations of VIEs are included in Settlements.
Notes to Consolidated Financial Statements (Unaudited)
Balance / Range (Average1)
$ in millions, except inputs
At September 30, 2021
At December 31, 2020
Borrowings
$
2,056
$
4,374
Option model:
Equity volatility
7% to 51% (19%)
6% to 66% (23%)
Equity volatility skew
-1% to 0% (0%)
-2% to 0% (0%)
Equity correlation
39% to 98% (91%)
37% to 95% (78%)
Equity - FX correlation
-60% to 10% (-16%)
-72% to 13% (-24%)
IR FX Correlation
-27% to 7% (-5% / -5%)
-28% to 6% (-6% / -6%)
Discounted cash flow:
Recovery rate
40% to 62% (46% / 40%)
N/M
Nonrecurring Fair Value Measurement
Loans
$
1,603
$
3,134
Corporate loan model:
Credit spread
95 to 562 bps (298 bps)
36 to 636 bps (336 bps)
Comparable pricing:
Loan price
48 to 80 points (63 points)
N/M
Warehouse model:
Credit spread
197 to 450 bps (374 bps)
200 to 413 bps (368 bps)
Comparable pricing:
Bond Price
N/A
88 to 99 bps (94 bps)
Points—Percentage of par
IR—Interest rate
FX—Foreign exchange
1.A single amount is disclosed for range and average when there is no significant difference between the minimum, maximum and average. Amounts represent weighted averages except where simple averages and the median of the inputs are more relevant.
2.Includes derivative contracts with multiple risks (i.e., hybrid products).
The previous tables provide information on the valuation techniques, significant unobservable inputs, and the ranges and averages for each major category of assets and liabilities measured at fair value on a recurring and nonrecurring basis with a significant Level 3 balance. The level of aggregation and breadth of products cause the range of inputs to be wide and not evenly distributed across the inventory of financial instruments. Further, the range of unobservable inputs may differ across firms in the financial services industry because of diversity in the types of products included in each firm’s inventory. Generally, there are no predictable relationships between multiple significant unobservable inputs attributable to a given valuation technique.
For a description of the Firm’s significant unobservable inputs and qualitative information about the effect of hypothetical changes in the values of those inputs, see Note 5 to the financial statements in the 2020 Form 10-K. During the current quarter, there were no significant revisions made to the descriptions of the Firm’s significant unobservable inputs.
Net Asset Value Measurements
Fund Interests
At September 30, 2021
At December 31, 2020
$ in millions
Carrying
Value
Commitment
Carrying
Value
Commitment
Private equity
$
2,430
$
640
$
2,367
$
644
Real estate
1,747
255
1,403
136
Hedge1
179
3
59
—
Total
$
4,356
$
898
$
3,829
$
780
1.Investments in hedge funds may be subject to initial period lock-up or gate provisions, which restrict an investor from withdrawing from the fund during a certain initial period or restrict the redemption amount on any redemption date, respectively.
Amounts in the previous table represent the Firm’s carrying value of general and limited partnership interests in fund investments, as well as any related performance-based income in the form of carried interest. The carrying amounts are measured based on the NAV of the fund taking into account the distribution terms applicable to the interest held. This same measurement applies whether the fund investments are accounted for under the equity method or fair value.
For a description of the Firm’s investments in private equity funds, real estate funds and hedge funds, which are measured based on NAV, see Note 5 to the financial statements in the 2020 Form 10-K.
See Note 14 for information regarding general partner guarantees, which include potential obligations to return performance fee distributions previously received. See Note 20 for information regarding unrealized carried interest at risk of reversal.
Nonredeemable Funds by Contractual Maturity
Carrying Value at September 30, 2021
$ in millions
Private Equity
Real Estate
Less than 5 years
$
1,094
$
408
5-10 years
1,094
678
Over 10 years
242
661
Total
$
2,430
$
1,747
Nonrecurring Fair Value Measurements
Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis
At September 30, 2021
Fair Value
$ in millions
Level 2
Level 31
Total
Assets
Loans
$
3,310
$
1,603
$
4,913
Other assets—Other investments
—
76
76
Total
$
3,310
$
1,679
$
4,989
Liabilities
Other liabilities and accrued expenses—Lending commitments
Notes to Consolidated Financial Statements (Unaudited)
At December 31, 2020
Fair Value
$ in millions
Level 2
Level 31
Total
Assets
Loans
$
2,566
$
3,134
$
5,700
Other assets—Other investments
—
16
16
Other assets—ROU assets
21
—
21
Total
$
2,587
$
3,150
$
5,737
Liabilities
Other liabilities and accrued expenses—Lending commitments
$
193
$
72
$
265
Total
$
193
$
72
$
265
1.For significant Level 3 balances, refer to “Significant Unobservable Inputs Used in Recurring and Nonrecurring Level 3 Fair Value Measurements” section herein for details of the significant unobservable inputs used for nonrecurring fair value measurement.
Gains (Losses) from Nonrecurring Fair Value Remeasurements1
Three Months Ended September 30,
Nine Months Ended September 30,
$ in millions
2021
2020
2021
2020
Assets
Loans2
$
(22)
$
(43)
$
(75)
$
(467)
Goodwill
—
—
(8)
—
Intangibles
—
(1)
(3)
(1)
Other assets—
Other investments3
(2)
(2)
(55)
(54)
Other assets—Premises, equipment and software4
(10)
(29)
(14)
(35)
Total
$
(34)
$
(75)
$
(155)
$
(557)
Liabilities
Other liabilities and accrued expenses—Lending commitments2
$
(2)
$
25
$
34
$
(54)
Total
$
(2)
$
25
$
34
$
(54)
1.Gains and losses for Loans and Other assets—Other investments are classified in Other revenues. For other items, gains and losses are recorded in Other revenues if the item is held for sale; otherwise, they are recorded in Other expenses.
2.Nonrecurring changes in the fair value of loans and lending commitments were calculated as follows: for the held-for-investment category, based on the value of the underlying collateral; and for the held-for-sale category, based on recently executed transactions, market price quotations, valuation models that incorporate market observable inputs where possible, such as comparable loan or debt prices and CDS spread levels adjusted for any basis difference between cash and derivative instruments, or default recovery analysis where such transactions and quotations are unobservable.
3.Losses related to Other assets—Other investments were determined using techniques that included discounted cash flow models, methodologies that incorporate multiples of certain comparable companies and recently executed transactions.
4.Losses related to Other assets—Premises, equipment and software generally include impairments as well as write-offs related to the disposal of certain assets.
Financial Instruments Not Measured at Fair Value
At September 30, 2021
Carrying Value
Fair Value
$ in millions
Level 1
Level 2
Level 3
Total
Financial assets
Cash and cash equivalents
$
123,863
$
123,863
$
—
$
—
$
123,863
Investment securities—HTM
81,837
30,726
50,380
982
82,088
Securities purchased under agreements to resell
119,714
—
117,863
1,868
119,731
Securities borrowed
125,922
—
125,923
—
125,923
Customer and other receivables
95,022
—
91,571
3,349
94,920
Loans1
173,359
—
23,242
151,341
174,583
Other assets
528
—
528
—
528
Financial liabilities
Deposits
$
327,031
$
—
$
327,384
$
—
$
327,384
Securities sold under agreements to repurchase
61,059
—
61,100
—
61,100
Securities loaned
11,133
—
11,131
—
11,131
Other secured financings
4,658
—
4,659
—
4,659
Customer and other payables
240,293
—
240,293
—
240,293
Borrowings
154,010
—
160,131
4
160,135
Commitment Amount
Lending commitments2
$
136,040
$
—
$
682
$
423
$
1,105
At December 31, 2020
Carrying Value
Fair Value
$ in millions
Level 1
Level 2
Level 3
Total
Financial assets
Cash and cash equivalents
$
105,654
$
105,654
$
—
$
—
$
105,654
Investment securities—HTM
71,771
31,239
42,281
900
74,420
Securities purchased under agreements to resell
116,219
—
114,046
2,173
116,219
Securities borrowed
112,391
—
112,392
—
112,392
Customer and other receivables
92,907
—
89,832
3,041
92,873
Loans1
150,597
—
16,635
135,277
151,912
Other assets
485
—
485
—
485
Financial liabilities
Deposits
$
307,261
$
—
$
307,807
$
—
$
307,807
Securities sold under agreements to repurchase
49,472
—
49,315
195
49,510
Securities loaned
7,731
—
7,731
—
7,731
Other secured financings
4,162
—
4,162
—
4,162
Customer and other payables
224,951
—
224,951
—
224,951
Borrowings
143,378
—
150,824
5
150,829
Commitment Amount
Lending commitments2
$
125,498
$
—
$
709
$
395
$
1,104
1.Amounts include loans measured at fair value on a nonrecurring basis.
2.Represents Lending commitments accounted for as Held for Investment and Held for Sale. For a further discussion on lending commitments, see Note 14.
Notes to Consolidated Financial Statements (Unaudited)
The previous tables exclude all non-financial assets and liabilities, such as the value of the long-term relationships with the Firm’s deposit customers, and certain financial instruments such as equity method investments and certain receivables.
6. Fair Value Option
The Firm has elected the fair value option for certain eligible instruments that are risk managed on a fair value basis to mitigate income statement volatility caused by measurement basis differences between the elected instruments and their associated risk management transactions or to eliminate complexities of applying certain accounting models.
Borrowings Measured at Fair Value on a Recurring Basis
$ in millions
At September 30, 2021
At December 31, 2020
Business Unit Responsible for Risk Management
Equity
$
35,708
$
33,952
Interest rates
29,213
31,222
Commodities
7,968
5,078
Credit
1,274
1,344
Foreign exchange
1,589
2,105
Total
$
75,752
$
73,701
Net Revenues from Borrowings under the Fair Value Option
Three Months Ended September 30,
Nine Months Ended September 30,
$ in millions
2021
2020
2021
2020
Trading revenues
$
1,383
$
(1,455)
$
937
$
(1,447)
Interest expense
77
77
234
241
Net revenues1
$
1,306
$
(1,532)
$
703
$
(1,688)
1.Amounts do not reflect any gains or losses from related economic hedges.
Gains (losses) from changes in fair value are recorded in Trading revenues and are mainly attributable to movements in the reference price or index, interest rates or foreign exchange rates.
Gains (Losses) Due to Changes in Instrument-Specific Credit Risk
Three Months Ended September 30,
2021
2020
$ in millions
Trading Revenues
OCI
Trading Revenues
OCI
Loans and other debt1
$
58
$
—
$
56
$
—
Lending commitments
(3)
—
(3)
—
Deposits
—
6
—
(19)
Borrowings
(9)
190
(8)
(720)
Nine Months Ended September 30,
2021
2020
$ in millions
Trading Revenues
OCI
Trading Revenues
OCI
Loans and other debt1
$
311
$
—
$
(183)
$
—
Lending commitments
(2)
—
(2)
—
Deposits
—
15
—
(10)
Borrowings
(36)
612
(14)
991
$ in millions
At September 30, 2021
At December 31, 2020
Cumulative pre-tax DVA gain (loss) recognized in AOCI
$
(2,730)
$
(3,357)
1.Loans and other debt instrument-specific credit gains (losses) were determined by excluding the non-credit components of gains and losses.
Difference Between Contractual Principal and Fair Value1
$ in millions
At September 30, 2021
At December 31, 2020
Loans and other debt2
$
13,053
$
14,042
Nonaccrual loans2
10,732
11,551
Borrowings3
(2,382)
(3,773)
1.Amounts indicate contractual principal greater than or (less than) fair value.
2.The majority of the difference between principal and fair value amounts for loans and other debt relates to distressed debt positions purchased at amounts well below par.
3.Excludes borrowings where the repayment of the initial principal amount fluctuates based on changes in a reference price or index.
The previous tables exclude non-recourse debt from consolidated VIEs, liabilities related to transfers of financial assets treated as collateralized financings, pledged commodities and other liabilities that have specified assets attributable to them.
Notes to Consolidated Financial Statements (Unaudited)
7. Derivative Instruments and Hedging Activities
Fair Values of Derivative Contracts
Assets at September 30, 2021
$ in millions
Bilateral
OTC
Cleared
OTC
Exchange-
Traded
Total
Designated as accounting hedges
Interest rate
$
578
$
9
$
—
$
587
Foreign exchange
145
15
—
160
Total
723
24
—
747
Not designated as accounting hedges
Economic loan hedges
Credit
1
16
—
17
Other derivatives
Interest rate
154,421
7,628
221
162,270
Credit
5,624
3,932
—
9,556
Foreign exchange
72,129
1,301
53
73,483
Equity
29,159
—
42,011
71,170
Commodity and other
28,545
—
14,178
42,723
Total
289,879
12,877
56,463
359,219
Total gross derivatives
$
290,602
$
12,901
$
56,463
$
359,966
Amounts offset
Counterparty netting
(205,701)
(11,014)
(52,930)
(269,645)
Cash collateral netting
(45,163)
(1,759)
—
(46,922)
Total in Trading assets
$
39,738
$
128
$
3,533
$
43,399
Amounts not offset1
Financial instruments collateral
(12,419)
—
—
(12,419)
Net amounts
$
27,319
$
128
$
3,533
$
30,980
Net amounts for which master netting or collateral agreements are not in place or may not be legally enforceable
$
4,385
Liabilities at September 30, 2021
$ in millions
Bilateral
OTC
Cleared
OTC
Exchange-
Traded
Total
Designated as accounting hedges
Interest rate
$
—
$
—
$
—
$
—
Foreign exchange
7
20
—
27
Total
7
20
—
27
Not designated as accounting hedges
Economic loan hedges
Credit
15
229
—
244
Other derivatives
Interest rate
144,921
6,683
350
151,954
Credit
5,508
4,463
—
9,971
Foreign exchange
68,163
1,334
52
69,549
Equity
39,690
—
43,296
82,986
Commodity and other
22,708
—
14,480
37,188
Total
281,005
12,709
58,178
351,892
Total gross derivatives
$
281,012
$
12,729
$
58,178
$
351,919
Amounts offset
Counterparty netting
(205,701)
(11,014)
(52,930)
(269,645)
Cash collateral netting
(42,471)
(1,087)
—
(43,558)
Total in Trading liabilities
$
32,840
$
628
$
5,248
$
38,716
Amounts not offset1
Financial instruments collateral
(6,226)
—
(1,007)
(7,233)
Net amounts
$
26,614
$
628
$
4,241
$
31,483
Net amounts for which master netting or collateral agreements are not in place or may not be legally enforceable
7,103
Assets at December 31, 2020
$ in millions
Bilateral
OTC
Cleared
OTC
Exchange-
Traded
Total
Designated as accounting hedges
Interest rate
$
946
$
2
$
—
$
948
Foreign exchange
5
2
—
7
Total
951
4
—
955
Not designated as accounting hedges
Economic loan hedges
Credit2
2
51
—
53
Other derivatives
Interest rate
221,895
10,343
300
232,538
Credit2
5,341
2,147
—
7,488
Foreign exchange
92,334
1,639
79
94,052
Equity
34,278
—
34,166
68,444
Commodity and other
11,095
—
3,554
14,649
Total
364,945
14,180
38,099
417,224
Total gross derivatives
$
365,896
$
14,184
$
38,099
$
418,179
Amounts offset
Counterparty netting
(276,682)
(11,601)
(35,260)
(323,543)
Cash collateral netting
(54,921)
(1,865)
—
(56,786)
Total in Trading assets
$
34,293
$
718
$
2,839
$
37,850
Amounts not offset1
Financial instruments collateral
(13,319)
—
—
(13,319)
Other cash collateral
(391)
—
—
(391)
Net amounts
$
20,583
$
718
$
2,839
$
24,140
Net amounts for which master netting or collateral agreements are not in place or may not be legally enforceable
$
3,743
Liabilities at December 31, 2020
$ in millions
Bilateral
OTC
Cleared
OTC
Exchange-
Traded
Total
Designated as accounting hedges
Interest rate
$
—
$
19
$
—
$
19
Foreign exchange
291
99
—
390
Total
291
118
—
409
Not designated as accounting hedges
Economic loan hedges
Credit2
18
177
—
195
Other derivatives
Interest rate
210,015
7,965
639
218,619
Credit2
5,275
2,682
—
7,957
Foreign exchange
92,975
1,500
43
94,518
Equity
49,943
—
36,585
86,528
Commodity and other
8,831
—
3,359
12,190
Total
367,057
12,324
40,626
420,007
Total gross derivatives
$
367,348
$
12,442
$
40,626
$
420,416
Amounts offset
Counterparty netting
(276,682)
(11,601)
(35,260)
(323,543)
Cash collateral netting
(51,112)
(823)
—
(51,935)
Total in Trading liabilities
$
39,554
$
18
$
5,366
$
44,938
Amounts not offset1
Financial instruments collateral
(10,598)
—
(1,520)
(12,118)
Other cash collateral
(62)
(3)
—
(65)
Net amounts
$
28,894
$
15
$
3,846
$
32,755
Net amounts for which master netting or collateral agreements are not in place or may not be legally enforceable
$
6,746
1.Amounts relate to master netting agreements and collateral agreements that have been determined by the Firm to be legally enforceable in the event of default but where certain other criteria are not met in accordance with applicable offsetting accounting guidance.
2.Certain prior period amounts have been reclassified to conform to the current presentation.
Notes to Consolidated Financial Statements (Unaudited)
See Note 5 for information related to the unsettled fair value of futures contracts not designated as accounting hedges, which are excluded from the previous tables.
Notionals of Derivative Contracts
Assets at September 30, 2021
$ in billions
Bilateral
OTC
Cleared
OTC
Exchange-
Traded
Total
Designated as accounting hedges
Interest rate
$
4
$
103
$
—
$
107
Foreign exchange
12
1
—
13
Total
16
104
—
120
Not designated as accounting hedges
Economic loan hedges
Credit
—
—
—
—
Other derivatives
Interest rate
3,836
7,950
558
12,344
Credit
213
130
—
343
Foreign exchange
3,363
89
9
3,461
Equity
522
—
459
981
Commodity and other
142
—
83
225
Total
8,076
8,169
1,109
17,354
Total gross derivatives
$
8,092
$
8,273
$
1,109
$
17,474
Liabilities at September 30, 2021
$ in billions
Bilateral
OTC
Cleared
OTC
Exchange-
Traded
Total
Designated as accounting hedges
Interest rate
$
—
$
99
$
—
$
99
Foreign exchange
3
2
—
5
Total
3
101
—
104
Not designated as accounting hedges
Economic loan hedges
Credit
—
7
—
7
Other derivatives
Interest rate
3,924
7,979
505
12,408
Credit
204
140
—
344
Foreign exchange
3,230
87
20
3,337
Equity
538
—
766
1,304
Commodity and other
119
—
87
206
Total
8,015
8,213
1,378
17,606
Total gross derivatives
$
8,018
$
8,314
$
1,378
$
17,710
Assets at December 31, 2020
$ in billions
Bilateral
OTC
Cleared
OTC
Exchange-
Traded
Total
Designated as accounting hedges
Interest rate
$
6
$
123
$
—
$
129
Foreign exchange
2
—
—
2
Total
8
123
—
131
Not designated as accounting hedges
Economic loan hedges
Credit1
—
1
—
1
Other derivatives
Interest rate
3,847
6,946
409
11,202
Credit1
140
87
—
227
Foreign exchange
3,046
103
10
3,159
Equity
444
—
367
811
Commodity and other
107
—
68
175
Total
7,584
7,137
854
15,575
Total gross derivatives
$
7,592
$
7,260
$
854
$
15,706
Liabilities at December 31, 2020
$ in billions
Bilateral
OTC
Cleared
OTC
Exchange-
Traded
Total
Designated as accounting hedges
Interest rate
$
—
$
80
$
—
$
80
Foreign exchange
11
3
—
14
Total
11
83
—
94
Not designated as accounting hedges
Economic loan hedges
Credit1
1
5
—
6
Other derivatives
Interest rate
4,000
6,915
511
11,426
Credit1
142
93
—
235
Foreign exchange
3,180
102
11
3,293
Equity
474
—
591
1,065
Commodity and other
93
—
68
161
Total
7,890
7,115
1,181
16,186
Total gross derivatives
$
7,901
$
7,198
$
1,181
$
16,280
1.Certain prior period amounts have been reclassified to conform to the current presentation.
The notional amounts of derivative contracts generally overstate the Firm’s exposure. In most circumstances, notional amounts are used only as a reference point from which to calculate amounts owed between the parties to the contract. Furthermore, notional amounts do not reflect the benefit of legally enforceable netting arrangements or risk mitigating transactions.
For a discussion of the Firm’s derivative instruments and hedging activities, see Note 7 to the financial statements in the 2020 Form 10-K.
Gains (Losses) on Accounting Hedges
Three Months Ended
Nine Months Ended
September 30,
September 30,
$ in millions
2021
2020
2021
2020
Fair value hedges—Recognized in Interest income
Interest rate contracts
$
107
$
12
$
607
$
(68)
Investment Securities—AFS
(82)
(11)
(509)
78
Fair value hedges—Recognized in Interest expense
Interest rate contracts
$
(763)
$
(1,004)
$
(3,633)
$
5,908
Deposits
15
62
73
(153)
Borrowings
796
915
3,547
(5,844)
Net investment hedges—Foreign exchange contracts
Recognized in OCI
$
225
$
(260)
$
524
$
54
Forward points excluded from hedge effectiveness testing—Recognized in Interest income
Notes to Consolidated Financial Statements (Unaudited)
Fair Value Hedges—Hedged Items
$ in millions
At September 30, 2021
At December 31, 2020
Investment Securities—AFS
Amortized cost basis currently or previously hedged
$
17,823
$
16,288
Basis adjustments included in amortized cost1
$
(459)
$
(39)
Deposits
Carrying amountcurrently or previously hedged
$
4,672
$
15,059
Basis adjustments included in carrying amount1
$
20
$
93
Borrowings
Carrying amount currently or previously hedged
$
120,111
$
114,349
Basis adjustments included in carrying amount—Outstanding hedges
$
2,996
$
6,575
Basis adjustments included in carrying amount—Terminated hedges
$
(750)
$
(756)
1.Hedge accounting basis adjustments are primarily related to outstanding hedges.
Gains (Losses) on Economic Loan Hedges
Three Months Ended
Nine Months Ended
September 30,
September 30,
$ in millions
2021
2020
2021
2020
Recognized in Other revenues
Credit contracts1
$
(21)
$
(58)
$
(170)
$
77
1.Amounts related to hedges of certain held-for-investment and held-for-sale loans.
Net Derivative Liabilities and Collateral Posted
$ in millions
At September 30, 2021
At December 31, 2020
Net derivative liabilities with credit risk-related contingent features
$
22,199
$
30,421
Collateral posted
15,433
23,842
The previous table presents the aggregate fair value of certain derivative contracts that contain credit risk-related contingent features that are in a net liability position for which the Firm has posted collateral in the normal course of business.
Incremental Collateral and Termination Payments upon Potential Future Ratings Downgrade
$ in millions
At September 30, 2021
One-notch downgrade
$
264
Two-notch downgrade
434
Bilateral downgrade agreements included in the amounts above1
$
587
1.Amount represents arrangements between the Firm and other parties where upon the downgrade of one party, the downgraded party must deliver collateral to the other party. These bilateral downgrade arrangements are used by the Firm to manage the risk of counterparty downgrades.
The additional collateral or termination payments that may be called in the event of a future credit rating downgrade vary by contract and can be based on ratings by either or both of Moody’s Investors Service, Inc. and S&P Global Ratings. The previous table shows the future potential collateral amounts and termination payments that could be called or required by counterparties or exchange and clearing organizations in the
event of one-notch or two-notch downgrade scenarios based on the relevant contractual downgrade triggers.
Maximum Potential Payout/Notional of Credit Protection Sold1
Years to Maturity at September 30, 2021
$ in billions
< 1
1-3
3-5
Over 5
Total
Single-name CDS
Investment grade
$
9
$
22
$
30
$
14
$
75
Non-investment grade
5
12
16
5
38
Total
$
14
$
34
$
46
$
19
$
113
Index and basket CDS
Investment grade
$
2
$
8
$
84
$
37
$
131
Non-investment grade
7
14
37
25
83
Total
$
9
$
22
$
121
$
62
$
214
Total CDS sold
$
23
$
56
$
167
$
81
$
327
Other credit contracts
—
—
—
—
—
Total credit protection sold
$
23
$
56
$
167
$
81
$
327
CDS protection sold with identical protection purchased
$
283
Years to Maturity at December 31, 2020
$ in billions
< 1
1-3
3-5
Over 5
Total
Single-name CDS
Investment grade
$
9
$
19
$
32
$
9
$
69
Non-investment grade
7
10
17
2
36
Total
$
16
$
29
$
49
$
11
$
105
Index and basket CDS
Investment grade
$
2
$
5
$
39
$
14
$
60
Non-investment grade
6
9
29
14
58
Total
$
8
$
14
$
68
$
28
$
118
Total CDS sold
$
24
$
43
$
117
$
39
$
223
Other credit contracts
—
—
—
—
—
Total credit protection sold
$
24
$
43
$
117
$
39
$
223
CDS protection sold with identical protection purchased
$
196
Fair Value Asset (Liability) of Credit Protection Sold1
$ in millions
At September 30, 2021
At December 31, 2020
Single-name CDS
Investment grade
$
1,532
$
1,230
Non-investment grade
(18)
(22)
Total
$
1,514
$
1,208
Index and basket CDS
Investment grade
$
1,590
$
843
Non-investment grade
(82)
(824)
Total
$
1,508
$
19
Total CDS sold
$
3,022
$
1,227
Other credit contracts
(3)
(4)
Total credit protection sold
$
3,019
$
1,223
1.Investment grade/non-investment grade determination is based on the internal credit rating of the reference obligation. Internal credit ratings serve as the CRM’s assessment of credit risk and the basis for a comprehensive credit limits framework used to control credit risk. The Firm uses quantitative models and judgment to estimate the various risk parameters related to each obligor.
Notes to Consolidated Financial Statements (Unaudited)
Protection Purchased with CDS
Notional
$ in billions
At September 30, 2021
At December 31, 2020
Single name
$
123
$
116
Index and basket
228
116
Tranched index and basket
16
14
Total
$
367
$
246
Fair Value Asset (Liability)
$ in millions
At September 30, 2021
At December 31, 2020
Single name
$
(1,811)
$
(1,452)
Index and basket
(1,535)
(57)
Tranched index and basket
(318)
(329)
Total
$
(3,664)
$
(1,838)
The Firm enters into credit derivatives, principally CDS, under which it receives or provides protection against the risk of default on a set of debt obligations issued by a specified reference entity or entities. A majority of the Firm’s counterparties for these derivatives are banks, broker-dealers, and insurance and other financial institutions.
The fair value amounts as shown in the previous tables are prior to cash collateral or counterparty netting. For further information on credit derivatives and other credit contracts, see Note 7 to the financial statements in the 2020 Form 10-K.
8. Investment Securities
AFS and HTM Securities
At September 30, 2021
$ in millions
Amortized
Cost1
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Fair
Value
AFS securities
U.S. Treasury securities
$
55,344
$
555
$
83
$
55,816
U.S. agency securities2
28,383
386
188
28,581
Agency CMBS
14,881
342
65
15,158
State and municipal securities
285
26
6
305
FFELP student loan ABS3
1,728
15
9
1,734
Total AFS securities
100,621
1,324
351
101,594
HTM securities
U.S. Treasury securities
29,684
1,103
61
30,726
U.S. agency securities2
48,871
267
1,055
48,083
Agency CMBS
2,331
—
34
2,297
Non-agency CMBS
951
34
3
982
Total HTM securities
81,837
1,404
1,153
82,088
Total investment securities
$
182,458
$
2,728
$
1,504
$
183,682
At December 31, 2020
$ in millions
Amortized
Cost1
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Fair
Value
AFS securities
U.S. Treasury securities
$
45,345
$
1,010
$
—
$
46,355
U.S. agency securities2
37,389
762
25
38,126
Agency CMBS
19,982
465
9
20,438
Corporate bonds
1,694
42
—
1,736
State and municipal securities
1,461
103
1
1,563
FFELP student loan ABS3
1,735
7
26
1,716
Other ABS
449
—
—
449
Total AFS securities
108,055
2,389
61
110,383
HTM securities
U.S. Treasury securities
29,346
1,893
—
31,239
U.S. agency securities2
38,951
704
8
39,647
Agency CMBS
2,632
4
2
2,634
Non-agency CMBS
842
58
—
900
Total HTM securities
71,771
2,659
10
74,420
Total investment securities
$
179,826
$
5,048
$
71
$
184,803
1.Amounts are net of any ACL.
2.U.S. agency securities consist mainly of agency mortgage pass-through pool securities, CMOs and agency-issued debt.
3.Underlying loans are backed by a guarantee, ultimately from the U.S. Department of Education, of at least 95% of the principal balance and interest outstanding.
Investment Securities in an Unrealized Loss Position
At September 30, 2021
At December 31, 2020
$ in millions
Fair Value
Gross
Unrealized
Losses
Fair Value
Gross
Unrealized
Losses
U.S. Treasury securities
Less than 12 months
$
23,587
$
83
$
151
$
—
Total
23,587
83
151
—
U.S. agency securities
Less than 12 months
11,116
170
5,808
22
12 months or longer
839
18
1,168
3
Total
11,955
188
6,976
25
Agency CMBS
Less than 12 months
2,738
65
2,779
9
12 months or longer
22
—
46
—
Total
2,760
65
2,825
9
Corporate bonds
12 months or longer
—
—
31
—
Total
—
—
31
—
State and municipal securities
Less than 12 months
102
6
86
—
12 months or longer
—
—
36
1
Total
102
6
122
1
FFELP student loan ABS
Less than 12 months
39
—
—
—
12 months or longer
759
9
1,077
26
Total
798
9
1,077
26
Total AFS securities in an unrealized loss position
Less than 12 months
37,582
324
8,824
31
12 months or longer
1,620
27
2,358
30
Total
$
39,202
$
351
$
11,182
$
61
For AFS securities, the Firm believes there are no securities in an unrealized loss position that have credit losses after
Notes to Consolidated Financial Statements (Unaudited)
performing the analysis described in Note 2 in the 2020 Form 10-K and the Firm expects to recover the amortized cost basis of these securities. Additionally, the Firm does not intend to sell these securities and is not likely to be required to sell these securities prior to recovery of the amortized cost basis. As of September 30, 2021 and December 31, 2020, the securities in an unrealized loss position are predominantly investment grade.
The HTM securities net carrying amounts at September 30, 2021 and December 31, 2020 reflect an ACL of $35 million and $26 million, respectively, related to Non-agency CMBS. See Note 2 in the 2020 Form 10-K for a description of the ACL methodology used for HTM Securities. As of September 30, 2021, and December 31, 2020, Non-Agency CMBS HTM securities were predominantly on accrual status and investment grade.
See Note 15 for additional information on securities issued by VIEs, including U.S. agency mortgage-backed securities, non-agency CMBS, FFELP student loan ABS and other ABS.
Investment Securities by Contractual Maturity
At September 30, 2021
$ in millions
Amortized Cost1
Fair Value
Annualized Average Yield
AFS securities
U.S. Treasury securities:
Due within 1 year
$
11,941
$
12,031
1.4
%
After 1 year through 5 years
34,704
35,070
1.1
%
After 5 years through 10 years
8,699
8,715
1.2
%
Total
55,344
55,816
U.S. agency securities:
Due within 1 year
3
3
1.2
%
After 1 year through 5 years
132
134
1.3
%
After 5 years through 10 years
1,402
1,438
1.8
%
After 10 years
26,846
27,006
1.5
%
Total
28,383
28,581
Agency CMBS:
Due within 1 year
193
194
1.7
%
After 1 year through 5 years
1,926
1,964
1.7
%
After 5 years through 10 years
9,974
10,257
1.6
%
After 10 years
2,788
2,743
1.4
%
Total
14,881
15,158
State and municipal securities:
Due within 1 year
4
4
1.9
%
After 1 year through 5 years
22
22
1.8
%
After 5 years through 10 years
49
58
2.1
%
After 10 Years
210
221
2.0
%
Total
285
305
FFELP student loan ABS:
Due within 1 year
31
31
0.8
%
After 1 year through 5 years
183
180
0.9
%
After 5 years through 10 years
148
144
0.7
%
After 10 years
1,366
1,379
1.2
%
Total
1,728
1,734
Total AFS securities
100,621
101,594
1.3
%
At September 30, 2021
$ in millions
Amortized Cost1
Fair Value
Annualized Average Yield
HTM securities
U.S. Treasury securities:
Due within 1 year
4,022
4,058
1.9
%
After 1 year through 5 years
18,673
19,217
1.7
%
After 5 years through 10 years
5,426
5,811
2.4
%
After 10 years
1,563
1,640
2.3
%
Total
29,684
30,726
U.S. agency securities:
After 5 years through 10 years
497
512
2.0
%
After 10 years
48,374
47,571
1.6
%
Total
48,871
48,083
Agency CMBS:
Due within 1 year
46
46
1.1
%
After 1 year through 5 years
1,193
1,181
1.3
%
After 5 years through 10 years
939
922
1.4
%
After 10 years
153
148
1.5
%
Total
2,331
2,297
Non-agency CMBS:
Due within 1 year
151
151
4.5
%
After 1 year through 5 years
61
62
2.6
%
After 5 years through 10 years
703
730
3.6
%
After 10 years
36
39
4.4
%
Total
951
982
Total HTM securities
81,837
82,088
1.7
%
Total investment securities
$
182,458
$
183,682
1.5
%
1.Amounts are net of any ACL.
Gross Realized Gains (Losses) on Sales of AFS Securities
Three Months Ended September 30,
Nine Months Ended September 30,
$ in millions
2021
2020
2021
2020
Gross realized gains
$
17
$
55
$
236
$
120
Gross realized (losses)
—
—
(27)
(14)
Total1
$
17
$
55
$
209
$
106
1.Realized gains and losses are recognized in Other revenues in the income statements.
Notes to Consolidated Financial Statements (Unaudited)
9. Collateralized Transactions
Offsetting of Certain Collateralized Transactions
At September 30, 2021
$ in millions
Gross Amounts
Amounts Offset
Balance Sheet Net Amounts
Amounts Not Offset1
Net Amounts
Assets
Securities purchased under agreements to resell
$
215,672
$
(95,951)
$
119,721
$
(116,787)
$
2,934
Securities borrowed
136,731
(10,809)
125,922
(119,047)
6,875
Liabilities
Securities sold under agreements to repurchase
$
157,938
$
(95,951)
$
61,987
$
(54,226)
$
7,761
Securities loaned
21,942
(10,809)
11,133
(10,822)
311
Net amounts for which master netting agreements are not in place or may not be legally enforceable
Securities purchased under agreements to resell
$
2,417
Securities borrowed
2,006
Securities sold under agreements to repurchase
7,167
Securities loaned
173
At December 31, 2020
$ in millions
Gross Amounts
Amounts Offset
Balance Sheet Net Amounts
Amounts Not Offset1
Net Amounts
Assets
Securities purchased under agreements to resell
$
264,140
$
(147,906)
$
116,234
$
(114,108)
$
2,126
Securities borrowed
124,921
(12,530)
112,391
(107,434)
4,957
Liabilities
Securities sold under agreements to repurchase
$
198,493
$
(147,906)
$
50,587
$
(43,960)
$
6,627
Securities loaned
20,261
(12,530)
7,731
(7,430)
301
Net amounts for which master netting agreements are not in place or may not be legally enforceable
Securities purchased under agreements to resell
$
1,870
Securities borrowed
596
Securities sold under agreements to repurchase
6,282
Securities loaned
128
1.Amounts relate to master netting agreements that have been determined by the Firm to be legally enforceable in the event of default but where certain other criteria are not met in accordance with applicable offsetting accounting guidance.
For further discussion of the Firm’s collateralized transactions, see Note 2 and Note 9 to the financial statements in the 2020 Form 10-K. For information related to offsetting of derivatives, see Note 7.
Gross Secured Financing Balances by Remaining Contractual Maturity
At September 30, 2021
$ in millions
Overnight and Open
Less than 30 Days
30-90 Days
Over 90 Days
Total
Securities sold under agreements to repurchase
$
48,461
$
53,458
$
12,529
$
43,490
$
157,938
Securities loaned
12,675
—
150
9,117
21,942
Total included in the offsetting disclosure
$
61,136
$
53,458
$
12,679
$
52,607
$
179,880
Trading liabilities— Obligation to return securities received as collateral
22,528
—
—
—
22,528
Total
$
83,664
$
53,458
$
12,679
$
52,607
$
202,408
At December 31, 2020
$ in millions
Overnight and Open
Less than 30 Days
30-90 Days
Over 90 Days
Total
Securities sold under agreements to repurchase
$
84,349
$
60,853
$
26,221
$
27,070
$
198,493
Securities loaned
15,267
247
—
4,747
20,261
Total included in the offsetting disclosure
$
99,616
$
61,100
$
26,221
$
31,817
$
218,754
Trading liabilities— Obligation to return securities received as collateral
16,389
—
—
—
16,389
Total
$
116,005
$
61,100
$
26,221
$
31,817
$
235,143
Gross Secured Financing Balances by Class of Collateral Pledged
$ in millions
At September 30, 2021
At December 31, 2020
Securities sold under agreements to repurchase
U.S. Treasury and agency securities
$
40,104
$
94,662
Other sovereign government obligations
83,996
71,140
Corporate equities
24,508
24,692
Other
9,330
7,999
Total
$
157,938
$
198,493
Securities loaned
Other sovereign government obligations
$
1,359
$
3,430
Corporate equities
20,195
16,536
Other
388
295
Total
$
21,942
$
20,261
Total included in the offsetting disclosure
$
179,880
$
218,754
Trading liabilities—Obligation to return securities received as collateral
Corporate equities
$
22,487
$
16,365
Other
41
24
Total
$
22,528
$
16,389
Total
$
202,408
$
235,143
Carrying Value of Assets Loaned or Pledged without Counterparty Right to Sell or Repledge
$ in millions
At September 30, 2021
At December 31, 2020
Trading assets
$
33,926
$
30,954
The Firm pledges certain of its trading assets to collateralize securities sold under agreements to repurchase, securities loaned, other secured financings and derivatives and to cover customer short sales. Counterparties may or may not have the right to sell or repledge the collateral.
Pledged financial instruments that can be sold or repledged by the secured party are identified as Trading assets (pledged to various parties) in the balance sheets.
Fair Value of Collateral Received with Right to Sell or Repledge
$ in millions
At September 30, 2021
At December 31, 2020
Collateral received with right to sell or repledge
$
706,446
$
724,818
Collateral that was sold or repledged1
535,697
523,648
1.Does not include securities used to meet federal regulations for the Firm’s U.S. broker-dealers.
Notes to Consolidated Financial Statements (Unaudited)
The Firm receives collateral in the form of securities in connection with securities purchased under agreements to resell, securities borrowed, securities-for-securities transactions, derivative transactions, customer margin loans and securities-based lending. In many cases, the Firm is permitted to sell or repledge this collateral to secure securities sold under agreements to repurchase, to enter into securities lending and derivative transactions or for delivery to counterparties to cover short positions.
Securities Segregated for Regulatory Purposes
$ in millions
At September 30, 2021
At December 31, 2020
Segregated securities1
$
20,552
$
34,106
1.Securities segregated under federal regulations for the Firm’s U.S. broker-dealers are sourced from Securities purchased under agreements to resell and Trading assets in the balance sheets.
Customer Margin and Other Lending
$ in millions
At September 30, 2021
At December 31, 2020
Margin and other lending
$
69,608
$
74,714
The Firm provides margin lending arrangements that allow customers to borrow against the value of qualifying securities. Receivables from these arrangements are included within Customer and other receivables in the balance sheets. Under these arrangements, the Firm receives collateral, which includes U.S. government and agency securities, other sovereign government obligations, corporate and other debt, and corporate equities. Margin loans are collateralized by customer-owned securities held by the Firm. The Firm monitors required margin levels and established credit terms daily and, pursuant to such guidelines, requires customers to deposit additional collateral, or reduce positions, when necessary.
For a further discussion of the Firm’s margin lending activities, see Note 9 to the financial statements in the 2020 Form 10-K.
Also included in the amounts in the previous table is non-purpose securities-based lending on non-bank entities in the Wealth Management business segment.
Other Secured Financings
The Firm has additional secured liabilities. For a further discussion of other secured financings, see Note 13.
10. Loans, Lending Commitments and Related Allowance for Credit Losses
Loans by Type
At September 30, 2021
$ in millions
Loans Held
for Investment
Loans Held
for Sale
Total Loans
Corporate
$
4,774
$
8,998
$
13,772
Secured lending facilities
27,345
3,650
30,995
Commercial real estate
6,915
434
7,349
Residential real estate
41,428
8
41,436
Securities-based lending and Other loans
80,413
78
80,491
Total loans
160,875
13,168
174,043
ACL
(684)
(684)
Total loans, net
$
160,191
$
13,168
$
173,359
Fixed rate loans, net
$
40,590
Floating or adjustable rate loans, net
132,769
Loans to non-U.S. borrowers, net
21,260
At December 31, 2020
$ in millions
Loans Held
for Investment
Loans Held
for Sale
Total Loans
Corporate
$
6,046
$
8,580
$
14,626
Secured lending facilities
25,727
3,296
29,023
Commercial real estate
7,346
822
8,168
Residential real estate
35,268
48
35,316
Securities-based lending and Other loans
64,232
67
64,299
Total loans
138,619
12,813
151,432
ACL
(835)
(835)
Total loans, net
$
137,784
$
12,813
$
150,597
Fixed rate loans, net
$
32,796
Floating or adjustable rate loans, net
117,801
Loans to non-U.S. borrowers, net
21,081
For additional information on the Firm’s held-for-investment and held-for-sale loan portfolios, see Note 10 to the financial statements in the 2020 Form 10-K.
Note 5 for further information regarding Loans and lending commitments held at fair value. See Note 14 for details of current commitments to lend in the future.
Loans Held for Investment before Allowance by Origination Year
Notes to Consolidated Financial Statements (Unaudited)
At September 30, 2021
At December 31, 2020
Secured lending facilities
$ in millions
IG
NIG
Total
IG
NIG
Total
Revolving
$
7,000
$
16,034
$
23,034
$
4,711
$
14,510
$
19,221
2021
33
354
387
2020
84
175
259
162
253
415
2019
173
1,065
1,238
260
1,904
2,164
2018
310
786
1,096
614
1,432
2,046
2017
144
306
450
245
581
826
Prior
—
881
881
—
1,055
1,055
Total
$
7,744
$
19,601
$
27,345
$
5,992
$
19,735
$
25,727
At September 30, 2021
At December 31, 2020
Commercial real estate
$ in millions
IG
NIG
Total
IG
NIG
Total
2021
260
537
797
2020
160
813
973
95
943
1,038
2019
1,148
1,400
2,548
1,074
1,848
2,922
2018
533
415
948
746
774
1,520
2017
334
339
673
412
387
799
Prior
100
876
976
100
967
1,067
Total
$
2,535
$
4,380
$
6,915
$
2,427
$
4,919
$
7,346
At September 30, 2021
Residential real estate
by FICO Scores
by LTV Ratio
Total
$ in millions
≥ 740
680-739
≤ 679
≤ 80%
> 80%
Revolving
$
66
$
26
$
4
$
96
$
—
$
96
2021
8,749
1,863
164
10,099
677
10,776
2020
8,245
1,711
133
9,557
532
10,089
2019
4,941
1,130
149
5,836
384
6,220
2018
1,977
519
65
2,369
192
2,561
2017
2,282
584
76
2,736
206
2,942
Prior
6,350
2,060
334
7,967
777
8,744
Total
$
32,610
$
7,893
$
925
$
38,660
$
2,768
$
41,428
At December 31, 2020
Residential real estate
by FICO Scores
by LTV Ratio
Total
$ in millions
≥ 740
680-739
≤ 679
≤ 80%
> 80%
Revolving
$
85
$
32
$
5
$
122
$
—
$
122
2020
8,948
1,824
149
10,338
583
10,921
2019
5,592
1,265
168
6,584
441
7,025
2018
2,320
604
75
2,756
243
2,999
2017
2,721
690
89
3,251
249
3,500
2016
3,324
884
118
4,035
291
4,326
Prior
4,465
1,626
284
5,684
691
6,375
Total
$
27,455
$
6,925
$
888
$
32,770
$
2,498
$
35,268
At September 30, 2021
Securities-based lending1
Other2
$ in millions
Investment Grade
Non-Investment Grade
Total
Revolving
$
67,009
$
5,783
$
670
$
73,462
2021
31
346
64
441
2020
—
729
590
1,319
2019
19
1,105
627
1,751
2018
232
288
384
904
2017
—
521
262
783
Prior
16
1,395
342
1,753
Total
$
67,307
$
10,167
$
2,939
$
80,413
December 31, 2020
Securities-based lending1
Other2
$ in millions
Investment Grade
Non-Investment Grade
Total
Revolving
$
51,667
$
4,816
$
555
$
57,038
2020
—
1,073
590
1,663
2019
18
1,156
623
1,797
2018
232
407
403
1,042
2017
—
654
122
776
2016
—
566
111
677
Prior
16
1,066
157
1,239
Total
$
51,933
$
9,738
$
2,561
$
64,232
1. Securities-based loans are subject to collateral maintenance provisions, and at September 30, 2021 and December 31, 2020, these loans are predominantly over-collateralized. For more information on the ACL methodology related to securities-based loans, see Note 2 to the financial statements in the 2020 Form 10-K.
2. Other loans primarily include certain loans originated in the tailored lending business within the Wealth Management business segment.
Past Due Loans Held for Investment before Allowance1
$ in millions
At September 30, 2021
At December 31, 2020
Corporate
$
4
$
—
Residential real estate
235
332
Securities-based lending and Other loans
—
31
Total
$
239
$
363
1.The majority of the amounts are past due for a period of greater than 90 days as of September 30, 2021, and the majority of the amounts are past due for a period of less than 90 days as of December 31, 2020.
Nonaccrual Loans Held for Investment before Allowance
$ in millions
At September 30, 2021
At December 31, 2020
Corporate
$
82
$
164
Secured lending facilities
388
—
Commercial real estate
68
152
Residential real estate
127
97
Securities-based lending and Other loans
161
178
Total1
$
826
$
591
Nonaccrual loans without an ACL
$
125
$
90
1.Includes all HFI loans that are 90 days or more past due as of September 30, 2021 and December 31, 2020.
See Note 2 to the financial statements in the 2020 Form 10-K for a description of the ACL calculated under the CECL methodology, including credit quality indicators, used for HFI loans.
Troubled Debt Restructurings
$ in millions
At September 30, 2021
At December 31, 2020
Loans, before ACL
$
65
$
167
Lending commitments
—
27
ACL on Loans and Lending commitments
9
36
Troubled debt restructurings typically include modifications of interest rates, collateral requirements, other loan covenants and payment extensions. See Note 2 to the financial statements in the 2020 Form 10-K for further information on TDR guidance issued by Congress in the CARES Act as well as by the U.S. banking agencies.
Notes to Consolidated Financial Statements (Unaudited)
Allowance for Credit Losses Rollforward—Loans
$ in millions
Corporate
Secured lending facilities
CRE
Residential real estate
SBL and Other
Total
December 31, 2020
$
309
$
198
$
211
$
59
$
58
$
835
Gross charge-offs
(19)
(67)
(21)
—
—
(107)
Provision for credit losses
(91)
47
4
(2)
5
(37)
Other
(2)
(3)
(1)
1
(2)
(7)
September 30, 2021
$
197
$
175
$
193
$
58
$
61
$
684
$ in millions
Corporate
Secured lending facilities
CRE
Residential real estate
SBL and Other
Total
December 31, 2019
$
115
$
101
$
75
$
25
$
33
$
349
Effect of CECL adoption
(2)
(42)
34
21
(2)
9
Gross charge-offs
(33)
—
(26)
—
—
(59)
Recoveries
3
—
—
—
2
5
Net recoveries (charge-offs)
(30)
—
(26)
—
2
(54)
Provision for credit losses
281
131
173
12
4
601
Other
3
1
(34)
—
38
8
September 30, 2020
$
367
$
191
$
222
$
58
$
75
$
913
Allowance for Credit Losses Rollforward—Lending Commitments
$ in millions
Corporate
Secured lending facilities
CRE
Residential real estate
SBL and Other
Total
December 31, 2020
$
323
$
38
$
11
$
1
$
23
$
396
Provision for credit losses
39
2
—
—
(5)
36
Other
(3)
1
(1)
—
—
(3)
September 30, 2021
$
359
$
41
$
10
$
1
$
18
$
429
$ in millions
Corporate
Secured lending facilities
CRE
Residential real estate
SBL and Other
Total
December 31, 2019
$
201
$
27
$
7
$
—
$
6
$
241
Effect of CECL adoption
(41)
(11)
1
2
(1)
(50)
Provision for credit losses
119
24
7
(1)
7
156
Other
—
—
(4)
—
4
—
September 30, 2020
$
279
$
40
$
11
$
1
$
16
$
347
CRE—Commercial real estate
SBL—Securities-based lending
Provision for Credit Losses
Three Months Ended September 30,
$ in millions
2021
2020
Loans
$
5
$
63
Lending commitments
19
48
The aggregate allowance for loans and lending commitments decreased in the current year period, primarily reflecting charge-offs, as well as an allowance release as a result of paydowns on Corporate loans, including by lower-rated borrowers, offset by the provision for one Secured lending facility.The base scenario used in our ACL models as of September 30, 2021 was generated using a combination of industry consensus economic forecasts, forward rates, and internally developed and validated models. Given the nature of our lending portfolio, the most sensitive model input is
U.S. gross domestic product. The base scenario, among other things, assumes continued growth over the forecast period and a year-over-year U.S. GDP effective growth rate of approximately 6% in the fourth quarter of 2021, supported by fiscal stimulus and accommodative monetary policy. For a further discussion of the Firm’s loans as well as the Firm’s allowance methodology, refer to Notes 2 and 10 to the financial statements in the 2020 Form 10-K.
Employee Loans
$ in millions
At September 30, 2021
At December 31, 2020
Currently employed by the Firm1
$
3,486
$
3,100
No longer employed by the Firm2
128
$
140
Employee loans
$
3,614
$
3,240
ACL
(163)
(165)
Employee loans, net of ACL
$
3,451
$
3,075
Remaining repayment term, weighted average in years
5.6
5.3
1.These loans were predominantly current as of September 30, 2021 and December 31, 2020.
2.These loans were predominantly past due for a period of 90 days or more as of September 30, 2021 and December 31, 2020.
Employee loans are granted in conjunction with a program established primarily to recruit certain Wealth Management representatives, are full recourse and generally require periodic repayments, and are due in full upon termination of employment with the Firm. These loans are recorded in Customer and other receivables in the balance sheets. The ACL as of September 30, 2021 and December 31, 2020 was calculated under the CECL methodology. The related provision is recorded in Compensation and benefits expense in the income statements. See Note 2 to the financial statements in the 2020 Form 10-K for a description of the CECL allowance methodology, including credit quality indicators, for employee loans.
11. Other Assets—Equity Method Investments
Equity Method Investments
$ in millions
At September 30, 2021
At December 31, 2020
Investments
$
2,298
$
2,410
Three Months Ended September 30,
Nine Months Ended September 30,
$ in millions
2021
2020
2021
2020
Income (loss)
$
24
$
10
$
51
$
(24)
Equity method investments, other than investments in certain fund interests, are summarized above and are included in Other assets in the balance sheets with related income or loss included in Other revenues in the income statements. See “Net Asset Value Measurements—Fund Interests” in Note 5 for the carrying value of certain of the Firm’s fund interests, which are comprised of general and limited partnership interests, as well as any related carried interest.
Notes to Consolidated Financial Statements (Unaudited)
Japanese Securities Joint Venture
Three Months Ended September 30,
Nine Months Ended September 30,
$ in millions
2021
2020
2021
2020
Income (loss) from investment in MUMSS
$
29
$
15
$
113
$
46
For more information on Mitsubishi UFJ Morgan Stanley Securities Co., Ltd. (“MUMSS”) and other relationships with Mitsubishi UFJ Financial Group, Inc., see Note 12 to the financial statements in the 2020 Form 10-K.
12. Deposits
Deposits
$ in millions
At September 30, 2021
At December 31, 2020
Savings and demand deposits
$
310,845
$
279,221
Time deposits
18,196
31,561
Total
$
329,041
$
310,782
Deposits subject to FDIC insurance
$
226,605
$
234,211
Time deposits that equal or exceed the FDIC insurance limit
$
—
$
16
Time Deposit Maturities
$ in millions
At September 30, 2021
2021
$
3,544
2022
6,124
2023
4,243
2024
2,813
2025
793
Thereafter
679
Total
$
18,196
13. Borrowings and Other Secured Financings
Borrowings
$ in millions
At September 30, 2021
At December 31, 2020
Original maturities of one year or less
$
4,825
$
3,691
Original maturities greater than one year
Senior
$
211,226
$
202,305
Subordinated
13,711
11,083
Total
$
224,937
$
213,388
Total borrowings
$
229,762
$
217,079
Weighted average stated maturity, in years1
7.7
7.3
1.Only includes borrowings with original maturities greater than one year.
Other Secured Financings
$ in millions
At September 30, 2021
At December 31, 2020
Original maturities:
One year or less
$
4,947
$
10,453
Greater than one year
5,325
5,410
Total
$
10,272
$
15,863
Transfers of assets accounted for as secured financings
$
1,255
$
1,529
Other secured financings include the liabilities related to certain ELNs, transfers of financial assets that are accounted for as financings rather than sales, pledged commodities, consolidated VIEs where the Firm is deemed to be the primary beneficiary and other secured borrowings. These liabilities are generally payable from the cash flows of the related assets accounted for as Trading assets. See Note 15 for further information on other secured financings related to VIEs and securitization activities.
For transfers of assets that fail to meet accounting criteria for a sale, the Firm continues to record the assets and recognizes the associated liabilities in the balance sheets.
14. Commitments, Guarantees and Contingencies
Commitments
Years to Maturity at September 30, 2021
$ in millions
Less than 1
1-3
3-5
Over 5
Total
Lending:
Corporate
$
16,994
$
36,794
$
45,711
$
7,396
$
106,895
Secured lending facilities
4,799
6,061
1,717
630
13,207
Commercial and Residential real estate
303
242
133
270
948
Securities-based lending and Other
12,028
3,132
470
436
16,066
Forward-starting secured financing receivables
64,603
—
—
—
64,603
Central counterparty
300
—
—
11,807
12,107
Underwriting
428
14
—
—
442
Investment activities
1,119
240
60
409
1,828
Letters of credit and other financial guarantees
26
—
—
3
29
Total
$
100,600
$
46,483
$
48,091
$
20,951
$
216,125
Lending commitments participated to third parties
$
8,380
Forward-starting secured financing receivables settled within three business days
$
55,387
Since commitments associated with these instruments may expire unused, the amounts shown do not necessarily reflect the actual future cash funding requirements.
For a further description of these commitments, refer to Note 15 to the financial statements in the 2020 Form 10-K.
Notes to Consolidated Financial Statements (Unaudited)
Guarantees
At September 30, 2021
Maximum Potential Payout/Notional of Obligations by Years to Maturity
Carrying Amount Asset (Liability)
$ in millions
Less than 1
1-3
3-5
Over 5
Non-credit derivatives1
$
1,231,656
$
1,036,489
$
396,233
$
933,946
$
(48,593)
Standby letters of credit and other financial guarantees issued2
1,466
1,053
770
3,573
88
Market value guarantees
75
20
—
—
—
Liquidity facilities
4,022
—
—
—
5
Whole loan sales guarantees
—
—
69
23,112
—
Securitization representations and warranties3
—
—
—
74,446
(42)
General partner guarantees
327
12
32
114
(65)
Client clearing guarantees
54
—
—
—
—
1.The carrying amounts of derivative contracts that meet the accounting definition of a guarantee are shown on a gross basis. For further information on derivatives contracts, see Note 7.
2.These amounts include certain issued standby letters of credit participated to third parties, totaling $0.6 billion of notional and collateral/recourse, due to the nature of the Firm’s obligations under these arrangements. As of September 30, 2021, the carrying amount of standby letters of credit and other financial guarantees issued includes an allowance for credit losses of $85 million.
3.Primarily related to residential mortgage securitizations.
The Firm has obligations under certain guarantee arrangements, including contracts and indemnification agreements, that contingently require the Firm to make payments to the guaranteed party based on changes in an underlying measure (such as an interest or foreign exchange rate, security or commodity price, an index, or the occurrence or non-occurrence of a specified event) related to an asset, liability or equity security of a guaranteed party. Also included as guarantees are contracts that contingently require the Firm to make payments to the guaranteed party based on another entity’s failure to perform under an agreement, as well as indirect guarantees of the indebtedness of others.
For more information on the nature of the obligations and related business activities for our guarantees, see Note 15 to the financial statements in the 2020 Form 10-K.
Other Guarantees and Indemnities
In the normal course of business, the Firm provides guarantees and indemnifications in a variety of transactions. These provisions generally are standard contractual terms. Certain of these guarantees and indemnifications related to indemnities, exchange and clearinghouse member guarantees and merger and acquisition guarantees are described in Note 15 to the financial statements in the 2020 Form 10-K.
In addition, in the ordinary course of business, the Firm guarantees the debt and/or certain trading obligations (including obligations associated with derivatives, foreign exchange contracts and the settlement of physical commodities) of certain subsidiaries. These guarantees generally are entity or product specific and are required by investors or trading counterparties. The activities of the
Firm’s subsidiaries covered by these guarantees (including any related debt or trading obligations) are included in the financial statements.
Finance Subsidiary
The Parent Company fully and unconditionally guarantees the securities issued by Morgan Stanley Finance LLC, a wholly owned finance subsidiary. No other subsidiary of the Parent Company guarantees these securities.
Contingencies
Legal
In addition to the matters described in the following paragraphs, in the normal course of business, the Firm has been named, from time to time, as a defendant in various legal actions, including arbitrations, class actions and other litigation, arising in connection with its activities as a global diversified financial services institution. Certain of the actual or threatened legal actions include claims for substantial compensatory and/or punitive damages or claims for indeterminate amounts of damages. In some cases, the entities that would otherwise be the primary defendants in such cases are bankrupt or are in financial distress. These actions have included, but are not limited to, residential mortgage and credit crisis-related matters.
While the Firm has identified below any individual proceedings where the Firm believes a material loss to be reasonably possible and reasonably estimable, there can be no assurance that material losses will not be incurred from claims that have not yet been asserted or those where potential losses have not yet been determined to be probable or possible, and reasonably estimable.
The Firm contests liability and/or the amount of damages as appropriate in each pending matter. Where available information indicates that it is probable a liability had been incurred at the date of the financial statements and the Firm can reasonably estimate the amount of that loss, the Firm accrues the estimated loss by a charge to income.
In many proceedings and investigations, however, it is inherently difficult to determine whether any loss is probable or even possible or to estimate the amount of any loss. In addition, even where a loss is possible or an exposure to loss exists in excess of the liability already accrued with respect to a previously recognized loss contingency, it is not always possible to reasonably estimate the size of the possible loss or range of loss, particularly for proceedings and investigations where the factual record is being developed or contested or where plaintiffs or government entities seek substantial or indeterminate damages, restitution, disgorgement or penalties. Numerous issues may need to be resolved before a loss or additional loss, or range of loss or additional range of loss, can be reasonably estimated for a proceeding or investigation, including through potentially lengthy discovery and
Notes to Consolidated Financial Statements (Unaudited)
determination of important factual matters, determination of issues related to class certification and the calculation of damages or other relief, and by addressing novel or unsettled legal questions relevant to the proceedings or investigations in question.
For certain other legal proceedings and investigations, the Firm can estimate reasonably possible losses, additional losses, ranges of loss or ranges of additional loss in excess of amounts accrued but does not believe, based on current knowledge and after consultation with counsel, that such losses could have a material adverse effect on the Firm’s financial statements as a whole, other than the matters referred to in the following paragraphs.
On September 23, 2014, Financial Guaranty Insurance Company (“FGIC”) filed a complaint against the Firm in the Supreme Court of the State of New York County (“Supreme Court of NY”) styled Financial Guaranty Insurance Company v. Morgan Stanley ABS Capital I Inc. et al. relating to the Morgan Stanley ABS Capital I Inc. Trust 2007-NC4. The complaint asserts claims for breach of contract and fraudulent inducement and alleges, among other things, that the loans in the trust breached various representations and warranties and defendants made untrue statements and material omissions to induce FGIC to issue a financial guaranty policy on certain classes of certificates that had an original balance of approximately $876 million. The complaint seeks, among other relief, specific performance of the loan breach remedy procedures in the transaction documents, compensatory, consequential and punitive damages, attorneys’ fees, interest and costs. On January 23, 2017, the court denied the Firm’s motion to dismiss the complaint. On September 13, 2018, the Appellate Division, First Department (“First Department”) affirmed in part and reversed in part the lower court’s order denying the Firm’s motion to dismiss the complaint. On December 20, 2018, the First Department denied plaintiff’s motion for leave to appeal to the New York Court of Appeals (“Court of Appeals”) or, in the alternative, for re-argument. On July 30, 2021, the Firm filed a motion for summary judgment. Based on currently available information, the Firm believes that it could incur a loss in this action of up to approximately $277 million, the total original unpaid balance of the mortgage loans for which the Firm received repurchase demands from a certificate holder and FGIC that the Firm did not repurchase, plus pre- and post- judgment interest, fees and costs, as well as claim payments that FGIC has made and will make in the future. In addition, plaintiff is seeking to expand the number of loans at issue and the possible range of loss could increase.
On January 23, 2015, Deutsche Bank National Trust Company, in its capacity as trustee, filed a complaint against the Firm styled Deutsche Bank National Trust Company solely in its capacity as Trustee of the Morgan Stanley ABS Capital I Inc. Trust 2007-NC4 v. Morgan Stanley Mortgage Capital Holdings LLC as Successor-by-Merger to Morgan Stanley Mortgage Capital Inc., and Morgan Stanley ABS
Capital I Inc., pending in the Supreme Court of NY. The complaint asserts claims for breach of contract and alleges, among other things, that the loans in the trust, which had an original principal balance of approximately $1.05 billion, breached various representations and warranties. The complaint seeks, among other relief, specific performance of the loan breach remedy procedures in the transaction documents, compensatory, consequential, rescissory, equitable and punitive damages, attorneys’ fees, costs and other related expenses, and interest. On December 11, 2015, the court granted in part and denied in part the Firm’s motion to dismiss the complaint. On October 19, 2018, the court granted the Firm’s motion for leave to amend its answer and to stay the case pending resolution of Deutsche Bank National Trust Company’s appeal to the Court of Appeals in another case, styled Deutsche Bank National Trust Company v. Barclays Bank PLC, regarding the applicable statute of limitations. On January 17, 2019, the First Department reversed the trial court’s order to the extent that it had granted in part the Firm’s motion to dismiss the complaint. On June 4, 2019, the First Department granted the Firm’s motion for leave to appeal its January 17, 2019 decision to the Court of Appeals. On March 19, 2020, the Firm filed a motion for partial summary judgment. On December 22, 2020, the Court of Appeals reversed the First Department and reinstated the trial court's order to the extent it had granted in part the Firm's motion to dismiss the complaint. Based on currently available information, the Firm believes that it could incur a loss in this action of up to approximately $277 million, the total original unpaid balance of the mortgage loans for which the Firm received repurchase demands from a certificate holder and a monoline insurer that the Firm did not repurchase, plus pre- and post-judgment interest, fees and costs, but plaintiff is seeking to expand the number of loans at issue and the possible range of loss could increase.
Tax
In matters styled Case number 15/3637 and Case number 15/4353, the Dutch Tax Authority (“Dutch Authority”) is challenging in the Dutch courts, the prior set-off by the Firm of approximately €124 million (approximately $144 million) plus accrued interest of withholding tax credits against the Firm’s corporation tax liabilities for the tax years 2007 to 2012. The Dutch Authority alleges that the Firm was not entitled to receive the withholding tax credits on the basis, inter alia, that a Firm subsidiary did not hold legal title to certain securities subject to withholding tax on the relevant dates. The Dutch Authority has also alleged that the Firm failed to provide certain information to the Dutch Authority and keep adequate books and records. On April 26, 2018, the District Court in Amsterdam issued a decision dismissing the Dutch Authority’s claims with respect to certain of the tax years in dispute. On May 12, 2020, the Court of Appeal in Amsterdam granted the Dutch Authority’s appeal in matters re-styled Case number 18/00318 and Case number 18/00319. On June 22, 2020, the Firm filed an appeal against the decision of the Court of Appeal in Amsterdam before the
Notes to Consolidated Financial Statements (Unaudited)
Dutch High Court. On January 29, 2021, the Advocate General of the Dutch High Court issued an advisory opinion on the Firm’s appeal, which rejected the Firm’s principal grounds of appeal. On February 11, 2021, the Firm and the Dutch Authority each responded to this opinion. On June 22, 2021, Dutch criminal authorities sought various documents in connection with an investigation of the Firm related to the civil claims asserted by the Dutch Authority concerning the accuracy of the Firm subsidiary’s tax returns and the maintenance of its books and records for 2007 to 2012.
15. Variable Interest Entities and Securitization Activities
Consolidated VIE Assets and Liabilities by Type of Activity1
At September 30, 2021
At December 31, 2020
$ in millions
VIE Assets
VIE Liabilities
VIE Assets
VIE Liabilities
MABS2
$
774
$
234
$
590
$
17
Investment vehicles3
696
216
776
355
Operating entities
497
38
504
39
Other
452
220
248
3
Total
$
2,419
$
708
$
2,118
$
414
1.Certain prior period amounts have been reclassified to conform to the current presentation.
2.Amounts include transactions backed by residential mortgage loans, commercial mortgage loans and other types of assets, including consumer or commercial assets and may be in loan or security form. The value of assets is determined based on the fair value of the liabilities and the interests owned by the Firm in such VIEs as the fair values for the liabilities and interests owned are more observable.
3.Amounts include investment funds and CLOs.
Consolidated VIE Assets and Liabilities by Balance Sheet Caption
$ in millions
At September 30, 2021
At December 31, 2020
Assets
Cash and cash equivalents
$
270
$
269
Trading assets at fair value
1,550
1,445
Investment securities
33
—
Securities purchased under agreements to resell
200
—
Customer and other receivables
18
23
Intangible assets
89
98
Other assets
259
283
Total
$
2,419
$
2,118
Liabilities
Other secured financings
$
505
$
366
Other liabilities and accrued expenses
203
48
Total
$
708
$
414
Noncontrolling interests
$
130
$
196
Consolidated VIE assets and liabilities are presented in the previous tables after intercompany eliminations. Generally, most assets owned by consolidated VIEs cannot be removed unilaterally by the Firm and are not available to the Firm while the related liabilities issued by consolidated VIEs are non-recourse to the Firm. However, in certain consolidated VIEs, the Firm either has the unilateral right to remove assets
or provides additional recourse through derivatives such as total return swaps, guarantees or other forms of involvement.
In general, the Firm’s exposure to loss in consolidated VIEs is limited to losses that would be absorbed on the VIE net assets recognized in its financial statements, net of amounts absorbed by third-party variable interest holders.
Non-consolidated VIEs
At September 30, 2021
$ in millions
MABS1
CDO
MTOB
OSF
Other2
VIE assets (UPB)
$
157,608
$
1,968
$
6,048
$
2,014
$
53,835
Maximum exposure to loss3
Debt and equity interests
$
19,539
$
169
$
—
$
1,239
$
10,497
Derivative and other contracts
—
—
4,022
—
6,345
Commitments, guarantees and other
530
—
—
—
1,119
Total
$
20,069
$
169
$
4,022
$
1,239
$
17,961
Carrying value of variable interests—Assets
Debt and equity interests
$
19,539
$
169
$
—
$
1,239
$
10,497
Derivative and other contracts
—
—
6
—
2,307
Total
$
19,539
$
169
$
6
$
1,239
$
12,804
Additional VIE assets owned4
$
15,975
Carrying value of variable interests—Liabilities
Derivative and other contracts
$
—
$
—
$
—
$
—
$
224
At December 31, 2020
$ in millions
MABS1
CDO
MTOB
OSF
Other2
VIE assets (UPB)
$
184,153
$
3,527
$
6,524
$
2,161
$
48,241
Maximum exposure to loss3
Debt and equity interests
$
26,247
$
257
$
—
$
1,187
$
11,008
Derivative and other contracts
—
—
4,425
—
5,639
Commitments, guarantees and other
929
—
—
—
749
Total
$
27,176
$
257
$
4,425
$
1,187
$
17,396
Carrying value of variable interests–Assets
Debt and equity interests
$
26,247
$
257
$
—
$
1,187
$
11,008
Derivative and other contracts
—
—
5
—
851
Total
$
26,247
$
257
$
5
$
1,187
$
11,859
Additional VIE assets owned4
$
20,019
Carrying value of variable interests—Liabilities
Derivative and other contracts
$
—
$
—
$
—
$
—
$
222
MTOB—Municipal tender option bonds
1.Amounts include transactions backed by residential mortgage loans, commercial mortgage loans and other types of assets, including consumer or commercial assets, and may be in loan or security form.
2.Other primarily includes exposures to commercial real estate property and investment funds.
3.Where notional amounts are utilized in quantifying the maximum exposure related to derivatives, such amounts do not reflect changes in fair value recorded by the Firm.
4.Additional VIE assets owned represents the carrying value of total exposure to non-consolidated VIEs for which the maximum exposure to loss is less than specific thresholds, primarily interests issued by securitization SPEs. The Firm’s maximum exposure to loss generally equals the fair value of the assets owned. These assets are primarily included in Trading assets and Investment securities and are measured at fair value (see Note 5). The Firm does not provide additional support in these transactions through contractual facilities, guarantees or similar derivatives.
The majority of the VIEs included in the previous tables are sponsored by unrelated parties; examples of the Firm’s involvement with these VIEs include its secondary market-making activities and the securities held in its Investment securities portfolio (see Note 8).
Notes to Consolidated Financial Statements (Unaudited)
The Firm’s maximum exposure to loss is dependent on the nature of the Firm’s variable interest in the VIE and is limited to the notional amounts of certain liquidity facilities and other credit support, total return swaps and written put options, as well as the fair value of certain other derivatives and investments the Firm has made in the VIE.
The Firm’s maximum exposure to loss in the previous tables does not include the offsetting benefit of hedges or any reductions associated with the amount of collateral held as part of a transaction with the VIE or any party to the VIE directly against a specific exposure to loss.
Liabilities issued by VIEs generally are non-recourse to the Firm.
Detail of Mortgage- and Asset-Backed Securitization Assets
At September 30, 2021
At December 31, 2020
$ in millions
UPB
Debt and
Equity
Interests
UPB
Debt and
Equity
Interests
Residential mortgages
$
23,049
$
2,536
$
17,775
$
3,175
Commercial mortgages
67,858
3,741
62,093
4,131
U.S. agency collateralized mortgage obligations
62,470
10,881
99,182
17,224
Other consumer or commercial loans
4,231
2,381
5,103
1,717
Total
$
157,608
$
19,539
$
184,153
$
26,247
Transferred Assets with Continuing Involvement
At September 30, 2021
$ in millions
RML
CML
U.S. Agency
CMO
CLN and
Other1
SPE assets (UPB)2
$
7,528
$
92,588
$
38,788
$
13,481
Retained interests
Investment grade
$
93
$
938
$
629
$
—
Non-investment grade
21
287
—
74
Total
$
114
$
1,225
$
629
$
74
Interests purchased in the secondary market
Investment grade
$
7
$
83
$
41
$
—
Non-investment grade
34
77
—
—
Total
$
41
$
160
$
41
$
—
Derivative assets
$
—
$
—
$
—
$
586
Derivative liabilities
—
—
—
178
At December 31, 2020
$ in millions
RML
CML
U.S. Agency
CMO
CLN and
Other1
SPE assets (UPB)2
$
7,515
$
84,674
$
21,061
$
12,978
Retained interests
Investment grade
$
49
$
822
$
615
$
—
Non-investment grade
16
195
—
114
Total
$
65
$
1,017
$
615
$
114
Interests purchased in the secondary market
Investment grade
$
—
$
96
$
116
$
—
Non-investment grade
43
80
—
21
Total
$
43
$
176
$
116
$
21
Derivative assets
$
—
$
—
$
—
$
400
Derivative liabilities
—
—
—
436
Fair Value At September 30, 2021
$ in millions
Level 2
Level 3
Total
Retained interests
Investment grade
$
725
$
—
$
725
Non-investment grade
38
52
90
Total
$
763
$
52
$
815
Interests purchased in the secondary market
Investment grade
$
124
$
7
$
131
Non-investment grade
74
37
111
Total
$
198
$
44
$
242
Derivative assets
$
585
$
1
$
586
Derivative liabilities
149
29
178
Fair Value at December 31, 2020
$ in millions
Level 2
Level 3
Total
Retained interests
Investment grade
$
663
$
—
$
663
Non-investment grade
6
63
69
Total
$
669
$
63
$
732
Interests purchased in the secondary market
Investment grade
$
196
$
16
$
212
Non-investment grade
62
82
144
Total
$
258
$
98
$
356
Derivative assets
$
388
$
12
$
400
Derivative liabilities
435
1
436
RML—Residential mortgage loans
CML—Commercial mortgage loans
1.Amounts include CLO transactions managed by unrelated third parties.
2.Amounts include assets transferred by unrelated transferors.
The previous tables include transactions with SPEs in which the Firm, acting as principal, transferred financial assets with continuing involvement and received sales treatment. The transferred assets are carried at fair value prior to securitization, and any changes in fair value are recognized in the income statements. The Firm may act as underwriter of the beneficial interests issued by these securitization vehicles, for which Investment banking revenues are recognized. The Firm may retain interests in the securitized financial assets as one or more tranches of the securitization. These retained interests are generally carried at fair value in the balance sheets with changes in fair value recognized in the income statements. Fair value for these interests is measured using techniques that are consistent with the valuation techniques applied to the Firm’s major categories of assets and liabilities as described in Note 2 in the 2020 Form 10-K and Note 5 herein. Further, as permitted by applicable guidance, certain transfers of assets where the Firm’s only continuing involvement is a derivative are only reported in the following Assets Sold with Retained Exposure table.
Proceeds from New Securitization Transactions and Sales of Loans
Three Months Ended September 30,
Nine Months Ended September 30,
$ in millions
2021
2020
2021
2020
New transactions1
$
12,103
$
12,969
$
43,303
$
30,629
Retained interests
2,396
1,991
7,960
7,215
Sales of corporate loans to CLO SPEs1, 2
144
234
217
373
1.Net gains on new transactions and sales of corporate loans to CLO entities at the time of the sale were not material for all periods presented.
Notes to Consolidated Financial Statements (Unaudited)
The Firm has provided, or otherwise agreed to be responsible for, representations and warranties regarding certain assets transferred in securitization transactions sponsored by the Firm (see Note 14).
Assets Sold with Retained Exposure
$ in millions
At September 30, 2021
At December 31, 2020
Gross cash proceeds from sale of assets1
$
64,054
$
45,051
Fair value
Assets sold
$
64,185
$
46,609
Derivative assets recognized in the balance sheets
901
1,592
Derivative liabilities recognized in the balance sheets
771
64
1.The carrying value of assets derecognized at the time of sale approximates gross cash proceeds.
The Firm enters into transactions in which it sells securities, primarily equities, and contemporaneously enters into bilateral OTC derivatives with the purchasers of the securities, through which it retains exposure to the sold securities.
For a discussion of the Firm’s VIEs, the determination and structure of VIEs and securitization activities, see Note 16 to the financial statements in the 2020 Form 10-K.
16. Regulatory Requirements
Regulatory Capital Framework and Requirements
For a discussion of the Firm’s regulatory capital framework, see Note 17 to the financial statements in the 2020 Form 10-K.
The Firm is required to maintain minimum risk-based and leverage-based capital ratios under regulatory capital requirements. A summary of the calculations of regulatory capital and RWA follows.
Minimum risk-based capital ratio requirements apply to Common Equity Tier 1 capital, Tier 1 capital and Total capital (which includes Tier 2 capital). Capital standards require certain adjustments to, and deductions from, capital for purposes of determining these ratios. At September 30, 2021 and December 31, 2020, the differences between the actual and required ratios were lower under the Standardized Approach.
In 2020, the U.S. banking agencies adopted a final rule, consistent with an interim final rule that was effective March 31, 2020, altering, for purposes of the regulatory capital rules, the required adoption time period for CECL. As of September 30, 2021 and December 31, 2020, the risk-based and leverage-based capital amounts and ratios, as well as RWA, adjusted average assets and supplementary leverage exposure are calculated excluding the effect of the adoption of CECL based on the Firm’s election to defer this effect over a five-
year transition period which began on January 1, 2020 in accordance with the final rule.
Risk-Based Regulatory Capital Ratio Requirements
At September 30, 2021 andDecember 31, 2020
Standardized
Advanced
Capital buffers
Capital conservation buffer
—
2.5%
SCB
5.7%
N/A
G-SIB capital surcharge
3.0%
3.0%
CCyB1
0%
0%
Capital buffer requirement2
8.7%
5.5%
At September 30, 2021 andDecember 31, 2020
Regulatory Minimum
Standardized
Advanced
Required ratios3
Common Equity Tier 1 capital ratio
4.5
%
13.2%
10.0%
Tier 1 capital ratio
6.0
%
14.7%
11.5%
Total capital ratio
8.0
%
16.7%
13.5%
1.The CCyB can be set up to 2.5%, but is currently set by the U.S. banking agencies at zero.
2.The capital buffer requirement represents the amount of Common Equity Tier 1 capital the Firm must maintain above the minimum risk-based capital requirements in order to avoid restrictions on the Firm's ability to make capital distributions, including the payment of dividends and the repurchase of stock, and to pay discretionary bonuses to executive officers. The Firm's Standardized Approach capital buffer requirement is equal to the sum of the SCB, G-SIB capital surcharge and CCyB, and the Advanced Approach capital buffer requirement is equal to the 2.5% capital conservation buffer, G-SIB capital surcharge and CCyB.
3.Required ratios represent the regulatory minimum plus the capital buffer requirement.
Notes to Consolidated Financial Statements (Unaudited)
The Firm’s Regulatory Capital and Capital Ratios
$ in millions
Required Ratio1
At September 30, 2021
At December 31, 2020
Risk-based capital
Common Equity Tier 1 capital
$
75,785
$
78,650
Tier 1 capital
83,435
88,079
Total capital
94,062
97,213
Total RWA
473,020
453,106
Common Equity Tier 1 capital ratio
13.2
%
16.0
%
17.4
%
Tier 1 capital ratio
14.7
%
17.6
%
19.4
%
Total capital ratio
16.7
%
19.9
%
21.5
%
$ in millions
Required
Ratio1
At September 30, 2021
At December 31, 2020
Leverage-based capital
Adjusted average assets2
$
1,145,682
$
1,053,510
Tier 1 leverage ratio
4.0
%
7.3
%
8.4
%
Supplementary leverage exposure3,4
$
1,459,466
$
1,192,506
SLR4
5.0
%
5.7
%
7.4
%
1.Required ratios are inclusive of any buffers applicable as of the date presented. Failure to maintain the buffers would result in restrictions on the Firm’s ability to make capital distributions, including the payment of dividends and the repurchase of stock, and to pay discretionary bonuses to executive officers.
2.Adjusted average assets represents the denominator of the Tier 1 leverage ratio and is composed of the average daily balance of consolidated on-balance sheet assets for the quarters ending on the respective balance sheet dates, reduced by disallowed goodwill, intangible assets, investments in covered funds, defined benefit pension plan assets, after-tax gain on sale from assets sold into securitizations, investments in the Firm’s own capital instruments, certain defined tax assets and other capital deductions.
3.Supplementary leverage exposure is the sum of Adjusted average assets used in the Tier 1 leverage ratio and other adjustments, primarily: (i) for derivatives, potential future exposure and the effective notional principal amount of sold credit protection offset by qualifying purchased credit protection; (ii) the counterparty credit risk for repo-style transactions; and (iii) the credit equivalent amount for off-balance sheet exposures.
4.The Firm’s SLR and Supplementary leverage exposure as of December 31, 2020 reflect the exclusion of U.S. Treasury securities and deposits at Federal Reserve Banks based on a Federal Reserve interim final rule that was in effect until March 31, 2021.
Certain U.S. Bank Subsidiaries’ Regulatory Capital and Capital Ratios
The OCC establishes capital requirements for the Firm’s U.S. bank subsidiaries, which as of September 30, 2021 and December 31, 2020 include, among others, Morgan Stanley Bank, N.A. (“MSBNA”) and Morgan Stanley Private Bank, National Association (“MSPBNA”), and evaluates their compliance with such capital requirements. Regulatory capital requirements for MSBNA and MSPBNA are calculated in a similar manner to the Firm’s regulatory capital requirements, although G-SIB capital surcharge and SCB requirements do not apply to the U.S. bank subsidiaries.
The OCC’s regulatory capital framework includes Prompt Corrective Action (“PCA”) standards, including “well-capitalized” PCA standards that are based on specified regulatory capital ratio minimums. For the Firm to remain an FHC, its U.S. bank subsidiaries must remain well-capitalized in accordance with the OCC’s PCA standards. In addition, failure by the U.S. bank subsidiaries to meet minimum capital requirements may result in certain mandatory and discretionary actions by regulators that, if undertaken, could have a direct material effect on the U.S. bank subsidiaries’ and the Firm’s financial statements.
At September 30, 2021 and December 31, 2020, MSBNA and MSPBNA risk-based capital ratios are based on the Standardized Approach rules. At September 30, 2021 and December 31, 2020, the risk-based and leverage-based capital amounts and ratios are calculated excluding the effect of the adoption of CECL based on MSBNA’s and MSPBNA’s election to defer this effect over a five-year transition period, which began on January 1, 2020.
MSBNA’s Regulatory Capital
At September 30, 2021
At December 31, 2020
$ in millions
Well-Capitalized
Requirement
Required
Ratio1
Amount
Ratio
Amount
Ratio
Risk-based capital
Common Equity Tier 1 capital
6.5
%
7.0
%
$
18,562
20.8
%
$
17,238
18.7
%
Tier 1 capital
8.0
%
8.5
%
18,562
20.8
%
17,238
18.7
%
Total capital
10.0
%
10.5
%
19,149
21.4
%
17,882
19.4
%
Leverage-based capital
Tier 1 leverage
5.0
%
4.0
%
$
18,562
10.2
%
$
17,238
10.1
%
SLR
6.0
%
3.0
%
18,562
8.1
%
17,238
8.0
%
MSPBNA’s Regulatory Capital
At September 30, 2021
At December 31, 2020
$ in millions
Well-Capitalized
Requirement
Required
Ratio1
Amount
Ratio
Amount
Ratio
Risk-based capital
Common Equity Tier 1 capital
6.5
%
7.0
%
$
9,972
24.9
%
$
8,213
21.3
%
Tier 1 capital
8.0
%
8.5
%
9,972
24.9
%
8,213
21.3
%
Total capital
10.0
%
10.5
%
10,045
25.1
%
8,287
21.5
%
Leverage-based capital
Tier 1 leverage
5.0
%
4.0
%
$
9,972
7.1
%
$
8,213
7.2
%
SLR
6.0
%
3.0
%
9,972
6.9
%
8,213
6.9
%
1.Required ratios are inclusive of any buffers applicable as of the date presented. Failure to maintain the buffers would result in restrictions on the ability to make capital distributions, including the payment of dividends.
U.S. Broker-Dealer Regulatory Capital Requirements
MS&Co. Regulatory Capital
$ in millions
At September 30, 2021
At December 31, 2020
Net capital
$
15,922
$
12,869
Excess net capital
12,043
9,034
MS&Co. is a registered U.S. broker-dealer and registered futures commission merchant and, accordingly, is subject to the minimum net capital requirements of the SEC and the CFTC. MS&Co. has consistently operated with capital in excess of its regulatory capital requirements.
As an Alternative Net Capital broker-dealer, and in accordance with Securities Exchange Act of 1934 (“Exchange Act”) Rule 15c3-1, Appendix E, MS&Co. is subject to minimum net capital and tentative net capital requirements. In addition, MS&Co. must notify the SEC if its tentative net capital falls below certain levels. At September 30, 2021 and December 31, 2020, MS&Co. exceeded its net capital
Notes to Consolidated Financial Statements (Unaudited)
requirement and had tentative net capital in excess of the minimum and notification requirements.
Other Regulated Subsidiaries
MSSB, a registered U.S. broker-dealer and introducing broker for the futures business, is subject to the minimum net capital requirements of the SEC. MSIP, a London-based broker-dealer subsidiary, is subject to the capital requirements of the PRA, and the Morgan Stanley Europe Holdings SE Group (“MSEHSE Group”) is subject to the capital requirements of the European Central Bank, BaFin and the German Central Bank. MSSB, MSIP and the MSEHSE Group, including MSESE, a Germany-based broker-dealer, have consistently operated with capital in excess of their respective regulatory capital requirements. Additionally, E*TRADE Bank and E*TRADE Savings Bank are subject to the capital requirements of the OCC, and E*TRADE Securities LLC is subject to the minimum net capital requirements of the SEC; each of these entities has consistently operated with capital in excess of their respective regulatory capital requirements.
Certain other U.S. and non-U.S. subsidiaries of the Firm are subject to various securities, commodities and banking regulations, and capital adequacy requirements promulgated by the regulatory and exchange authorities of the countries in which they operate. These subsidiaries have also consistently operated with capital in excess of their local capital adequacy requirements.
17. Total Equity
Preferred Stock
Shares
Outstanding
Carrying Value
$ in millions, except per share data
At September 30, 2021
Liquidation
Preference
per Share
At September 30, 2021
At December 31, 2020
Series
A
44,000
$
25,000
$
1,100
$
1,100
C1
519,882
1,000
408
408
E
34,500
25,000
862
862
F
34,000
25,000
850
850
H
52,000
25,000
1,300
1,300
I
40,000
25,000
1,000
1,000
J2
—
—
—
1,500
K
40,000
25,000
1,000
1,000
L
20,000
25,000
500
500
M
400,000
1,000
430
430
N
3,000
100,000
300
300
Total
$
7,750
$
9,250
Shares authorized
30,000,000
1.Series C preferred stock is held by MUFG.
2.On March 15, 2021, the Firm announced the redemption in whole of its outstanding Series J preferred stock. On notice of redemption, the amount due to holders of Series J Preferred Stock was reclassified to Borrowings, and on April 15, 2021 the redemption settled at the carrying value of $1.5 billion.
For a description of Series A through Series N preferred stock issuances, see Note 18 to the financial statements in the 2020 Form 10-K. The Firm’s preferred stock has a preference over its common stock upon liquidation. The Firm’s preferred
stock qualifies as and is included in Tier 1 capital in accordance with regulatory capital requirements (see Note 16).
On October 25, 2021, the Firm issued 52 million Depositary Shares of Series O Preferred Stock, for an aggregate price of $1.3 billion. Each Depositary Share represents a 1/1000th interest in a share of 4.250% Non-Cumulative Preferred Stock, Series O, $0.01 par value (“Series O Preferred Stock”). The Series O Preferred Stock is redeemable at the Firm’s option, (i) in whole or in part, from time to time, on any dividend payment date on or after January 15, 2027 or (ii) in whole but not in part at any time within 90 days following a regulatory capital treatment event (as described in the terms of that series), in each case at a redemption price of $25,000 per share (equivalent to $25 per Depositary Share). The Series O Preferred Stock also has a preference over the Firm’s common stock upon liquidation.
Share Repurchases
Three Months Ended September 30,
Nine Months Ended September 30,
$ in millions
2021
2020
2021
2020
Repurchases of common stock under the Firm’s Share Repurchase Program
$
3,557
$
—
$
8,631
$
1,347
Beginning late in the first quarter of 2020, the Firm suspended its share repurchase program, however the Federal Reserve permitted the resumption of share repurchases for the current year period. On June 28, 2021, the Firm announced its Board of Directors authorized the repurchase of up to $12 billion of outstanding common stock from July 1, 2021 through June 30, 2022, from time to time as conditions warrant, which supersedes the previous common stock repurchase authorization. For more information on share repurchases, see Note 18 to the financial statements in the 2020 Form 10-K.
Common Shares Outstanding for Basic and Diluted EPS
Three Months Ended September 30,
Nine Months Ended September 30,
in millions
2021
2020
2021
2020
Weighted average common shares outstanding, basic
1,781
1,542
1,797
1,546
Effect of dilutive Stock options, RSUs and PSUs
31
24
27
19
Weighted average common shares outstanding and common stock equivalents, diluted
1,812
1,566
1,824
1,565
Weighted average antidilutive common stock equivalents (excluded from the computation of diluted EPS)
Notes to Consolidated Financial Statements (Unaudited)
Nine Months Ended September 30, 2020
$ in millions
Pre-tax Gain (Loss)
Income Tax Benefit (Provision)
After-tax Gain (Loss)
Non- controlling Interests
Net
CTA
OCI activity
$
19
$
(17)
$
2
$
38
$
(36)
Reclassified to earnings
(3)
—
(3)
—
(3)
Net OCI
$
16
$
(17)
$
(1)
$
38
$
(39)
Change in net unrealized gains (losses) on AFS securities
OCI activity
$
2,142
$
(503)
$
1,639
$
—
$
1,639
Reclassified to earnings
(106)
25
(81)
—
(81)
Net OCI
$
2,036
$
(478)
$
1,558
$
—
$
1,558
Pension and other
OCI activity
$
20
$
(4)
$
16
$
—
$
16
Reclassified to earnings
16
(3)
13
—
13
Net OCI
$
36
$
(7)
$
29
$
—
$
29
Change in net DVA
OCI activity
$
967
$
(233)
$
734
$
41
$
693
Reclassified to earnings
14
(4)
10
—
10
Net OCI
$
981
$
(237)
$
744
$
41
$
703
18. Interest Income and Interest Expense
Three Months Ended September 30,
Nine Months Ended September 30,
$ in millions
2021
2020
2021
2020
Interest income
Investment securities
$
643
$
529
$
2,100
$
1,603
Loans
1,063
967
3,091
3,171
Securities purchased under agreements to resell and Securities borrowed1
(282)
(187)
(899)
70
Trading assets, net of Trading liabilities
525
537
1,521
1,902
Customer receivables and Other2
402
210
1,187
1,171
Total interest income
$
2,351
$
2,056
$
7,000
$
7,917
Interest expense
Deposits
$
102
$
178
$
330
$
804
Borrowings
597
714
2,030
2,534
Securities sold under agreements to repurchase and Securities loaned3
131
165
361
883
Customer payables and Other4
(542)
(487)
(1,677)
(746)
Total interest expense
$
288
$
570
$
1,044
$
3,475
Net interest
$
2,063
$
1,486
$
5,956
$
4,442
1.Includes fees paid on Securities borrowed.
2.Includes interest from Cash and cash equivalents.
3.Includes fees received on Securities loaned.
4.Includes fees received from Equity Financing customers for stock loan transactions entered into to cover customers’ short positions.
Interest income and Interest expense are classified in the income statements based on the nature of the instrument and related market conventions. When included as a component of the instrument’s fair value, interest is included within Trading revenues or Investments revenues. Otherwise, it is included within Interest income or Interest expense.
Accrued Interest
$ in millions
At September 30, 2021
At
December 31, 2020
Customer and other receivables
$
2,229
$
1,652
Customer and other payables
2,374
2,119
19. Income Taxes
The Firm is under continuous examination by the IRS and other tax authorities in certain countries, such as Japan and the U.K., and in states and localities in which it has significant business operations, such as New York.
The Firm believes that the resolution of these tax examinations will not have a material effect on the annual financial statements, although a resolution could have a material impact in the income statement and on the effective tax rate for any period in which such resolutions occur.
It is reasonably possible that significant changes in the balance of unrecognized tax benefits may occur within the next 12 months. At this time, however, it is not possible to reasonably estimate the expected change to the total amount of unrecognized tax benefits and the impact on the Firm’s effective tax rate over the next 12 months.
20. Segment, Geographic and Revenue Information
Selected Financial Information by Business Segment
Notes to Consolidated Financial Statements (Unaudited)
instruments, included in Trading revenues in the income statements. The Firm generally utilizes financial instruments across a variety of product types in connection with its market-making and related risk management strategies. The trading revenues presented in the table are not representative of the manner in which the Firm manages its business activities and are prepared in a manner similar to the presentation of trading revenues for regulatory reporting purposes.
Net cumulative unrealized performance-based income at risk of reversing
$
774
$
735
The Firm’s portion of net cumulative performance-based income in the form of unrealized carried interest, for which the Firm is not obligated to pay compensation, is at risk of reversing when the return in certain funds fall below specified performance targets. See Note 14 for information regarding general partner guarantees, which include potential obligations to return performance fee distributions previously received.
Investment Management Asset Management Revenues—Reduction of Fees Due to Fee Waivers
Three Months Ended September 30,
Nine Months Ended September 30,
$ in millions
2021
2020
2021
2020
Fee waivers
$
139
$
37
$
364
$
70
The Firm waives a portion of its fees in the Investment Management business segment from certain registered money market funds that comply with the requirements of Rule 2a-7 of the Investment Company Act of 1940.
Certain Other Fee Waivers
Separately, the Firm’s employees, including its senior officers, may participate on the same terms and conditions as other investors in certain funds that the Firm sponsors primarily for client investment, and the Firm may waive or lower applicable fees and charges for its employees.
Other Expenses—Transaction Taxes
Three Months Ended September 30,
Nine Months Ended September 30,
$ in millions
2021
2020
2021
2020
Transaction taxes
$
262
$
194
$
717
$
524
Transaction taxes are composed of securities transaction taxes and stamp duties, which are levied on the sale or purchase of securities listed on recognized stock exchanges in certain markets. These taxes are imposed mainly on trades of equity securities in Asia and EMEA. Similar transaction taxes are
levied on trades of listed derivative instruments in certain countries.
Net Revenues by Region1
Three Months Ended September 30,
Nine Months Ended September 30,
$ in millions
2021
2020
2021
2020
Americas
$
11,255
$
8,455
$
33,331
$
25,293
EMEA
1,752
1,472
6,004
4,778
Asia
1,746
1,794
5,896
5,089
Total
$
14,753
$
11,721
$
45,231
$
35,160
1.Certain prior period amounts have been reclassified to conform to the current presentation. See Note 1 for additional information.
For a discussion about the Firm’s geographic net revenues, see Note 23 to the financial statements in the 2020 Form 10-K.
Revenues Recognized from Prior Services
Three Months Ended September 30,
Nine Months Ended September 30,
$ in millions
2021
2020
2021
2020
Non-interest revenues
$
1,308
$
556
$
1,862
$
1,616
The previous table includes revenues from contracts with customers recognized where some or all services were performed in prior periods. For the three and nine months ended September 30, 2021 these revenues primarily include investment banking advisory fees, and for the three and nine months ended September 30, 2020, these revenues primarily include investment banking advisory fees and distribution fees.
Receivables from Contracts with Customers
$ in millions
At September 30, 2021
At December 31, 2020
Customer and other receivables
$
3,592
$
3,200
Receivables from contracts with customers, which are included within Customer and other receivables in the balance sheets, arise when the Firm has both recorded revenues and the right per the contract to bill the customer.
Assets by Business Segment
$ in millions
At September 30, 2021
At December 31, 2020
Institutional Securities
$
808,252
$
753,322
Wealth Management
364,634
355,595
Investment Management
17,590
6,945
Total1
$
1,190,476
$
1,115,862
1. Parent assets have been fully allocated to the business segments.
Average Balances and Interest Rates and Net Interest Income
Three Months Ended September 30,
2021
2020
$ in millions
Average
Daily
Balance
Interest
Annualized
Average
Rate
Average
Daily
Balance
Interest
Annualized
Average
Rate
Interest earning assets
Investment securities1
$
179,626
$
643
1.4
%
$
133,726
$
529
1.6
%
Loans1
170,656
1,063
2.5
%
144,985
967
2.7
%
Securities purchased under agreements to resell and Securities borrowed2:
U.S.
154,122
(177)
(0.5)
%
123,614
(99)
(0.3)
%
Non-U.S.
71,266
(105)
(0.6)
%
58,567
(88)
(0.6)
%
Trading assets, net of Trading liabilities3:
U.S.
77,576
411
2.1
%
78,417
443
2.2
%
Non-U.S.
22,880
114
2.0
%
21,092
94
1.8
%
Customer receivables and Other4:
U.S.
137,525
358
1.0
%
81,908
171
0.8
%
Non-U.S.
73,130
44
0.2
%
63,657
39
0.2
%
Total
$
886,781
$
2,351
1.1
%
$
705,966
$
2,056
1.2
%
Interest bearing liabilities
Deposits1
$
325,520
$
102
0.1
%
$
236,119
$
178
0.3
%
Borrowings1, 5
227,880
597
1.0
%
205,166
714
1.4
%
Securities sold under agreements to repurchase and Securities loaned6:
U.S.
34,755
52
0.6
%
30,154
81
1.1
%
Non-U.S.
35,219
79
0.9
%
28,320
84
1.2
%
Customer payables and Other7:
U.S.
129,298
(431)
(1.3)
%
119,846
(399)
(1.3)
%
Non-U.S.
76,248
(111)
(0.6)
%
64,524
(88)
(0.5)
%
Total
$
828,920
$
288
0.1
%
$
684,129
$
570
0.3
%
Net interest income and net interest rate spread
$
2,063
1.0
%
$
1,486
0.9
%
Nine Months Ended September 30,
2021
2020
$ in millions
Average
Daily
Balance
Interest
Annualized
Average
Rate
Average
Daily
Balance
Interest
Annualized
Average
Rate
Interest earning assets
Investment securities1
$
182,804
$
2,100
1.5
%
$
122,613
$
1,603
1.7
%
Loans1
161,422
3,091
2.6
%
142,261
3,171
3.0
%
Securities purchased under agreements to resell and Securities borrowed2:
U.S.
150,985
(546)
(0.5)
%
127,868
194
0.2
%
Non-U.S.
71,060
(353)
(0.7)
%
59,831
(124)
(0.3)
%
Trading assets, net of Trading liabilities3:
U.S.
76,456
1,230
2.2
%
76,418
1,558
2.7
%
Non-U.S.
19,103
291
2.0
%
22,570
344
2.0
%
Customer receivables and Other4:
U.S.
135,596
1,035
1.0
%
78,705
892
1.5
%
Non-U.S.
74,527
152
0.3
%
61,699
279
0.6
%
Total
$
871,953
$
7,000
1.1
%
$
691,965
$
7,917
1.5
%
Interest bearing liabilities
Deposits1
$
322,304
$
330
0.1
%
$
223,733
$
804
0.5
%
Borrowings1, 5
221,875
2,030
1.2
%
199,855
2,534
1.7
%
Securities sold under agreements to repurchase and Securities loaned6:
U.S.
35,335
129
0.5
%
30,315
501
2.2
%
Non-U.S.
30,917
232
1.0
%
29,315
382
1.7
%
Customer payables and Other7:
U.S.
129,883
(1,349)
(1.4)
%
123,662
(693)
(0.7)
%
Non-U.S.
73,415
(328)
(0.6)
%
64,608
(53)
(0.1)
%
Total
$
813,729
$
1,044
0.2
%
$
671,488
$
3,475
0.7
%
Net interest income and net interest rate spread
$
5,956
0.9
%
$
4,442
0.8
%
1.Amounts include primarily U.S. balances.
2.Includes fees paid on Securities borrowed.
3.Excludes non-interest earning assets and non-interest bearing liabilities, such as equity securities.
4.Includes Cash and cash equivalents.
5.Includes borrowings carried at fair value, whose interest expense is considered part of fair value and therefore is recorded within Trading revenues.
6.Includes fees received on Securities loaned. The annualized average rate was calculated using (a) interest expense incurred on all securities sold under agreements to repurchase and securities loaned transactions, whether or not such transactions were reported in the balance sheets and (b) net average on-balance sheet balances, which exclude certain securities-for-securities transactions.
7.Includes fees received from Equity Financing customers for securities lending transactions entered into to cover customers’ short positions.
Under the supervision and with the participation of the Firm’s management, including the Chief Executive Officer and Chief Financial Officer, the Firm conducted an evaluation of the effectiveness of the Firm’s disclosure controls and procedures (as defined in Rule 13a-15(e) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)). Based on this evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Firm’s disclosure controls and procedures were effective as of the end of the period covered by this report.
No change in the Firm’s internal control over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) occurred during the period covered by this report that materially affected, or is reasonably likely to materially affect, the Firm’s internal control over financial reporting.
Legal Proceedings
The following developments have occurred since previously reporting certain matters in the Firm’s 2020 Form 10-K and the Firm’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2021 (the “First Quarter Form 10-Q”) and the quarterly period ended June 30, 2021 (the “Second Quarter Form 10-Q”). See also the disclosures set forth under “Legal Proceedings” in the 2020 Form 10-K, the First Quarter Form 10-Q, and the Second Quarter Form 10-Q.
Residential Mortgage and Credit Crisis Matters
On July 30, 2021, the Firm filed a motion for summary judgment in Financial Guaranty Insurance Company v. Morgan Stanley ABS Capital I Inc. et al.
On August 13, 2021, the parties in U.S. Bank National Association, solely in its capacity as Trustee of the Morgan Stanley Mortgage Loan Trust 2007-2AX (MSM 2007-2AX) v. Morgan Stanley Mortgage Capital Holdings LLC, Successor-by-Merger to Morgan Stanley Mortgage Capital Inc. and GreenPoint Mortgage Funding, Inc., filed a stipulation of voluntary discontinuance with prejudice.
Risk Factors
For a discussion of the risk factors affecting the Firm, see “Risk Factors” in Part I, Item 1A of the 2020 Form 10-K.
Unregistered Sales of Equity Securities and Use of Proceeds
Issuer Purchases of Equity Securities
$ in millions, except per share data
Total Number of Shares Purchased1
Average Price Paid per Share
Total Shares Purchased as Part of Share Repurchase Program2,3
Dollar Value of Remaining Authorized Repurchase
July
10,456,550
$
93.94
10,284,648
$
11,033
August
14,721,794
$
100.55
14,152,826
$
9,608
September
11,343,989
$
102.79
11,328,590
$
8,443
Three Months Ended September 30, 2021
36,522,333
$
99.35
35,766,064
1.Includes 756,269 shares acquired by the Firm in satisfaction of the tax withholding obligations on stock-based awards granted under the Firm’s stock-based compensation plans during the three months ended September 30, 2021.
2.Share purchases under publicly announced programs are made pursuant to open-market purchases, Rule 10b5-1 plans or privately negotiated transactions (including with employee benefit plans) as market conditions warrant and at prices the Firm deems appropriate and may be suspended at any time.
3.The Firm’s Board of Directors has authorized the repurchase of the Firm’s outstanding common stock under a share repurchase program (the “Share Repurchase Program”) from time to time as conditions warrant and subject to limitations on distributions from the Federal Reserve. The Share Repurchase Program is a program for capital management purposes that considers, among other things, business segment capital needs, as well as equity-based compensation and benefit plan requirements. The Share Repurchase Program has no set expiration or termination date.
On June 28, 2021, the Firm announced its Board of Directors authorized the repurchase of up to $12 billion of outstanding common stock from July 1, 2021 through June 30, 2022, from time to time as conditions warrant, which supersedes the previous common stock repurchase authorization. For further information, see “Liquidity and Capital Resources—Regulatory Requirements—Capital Plans, Stress Tests and the Stress Capital Buffer.”
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 thereunto duly authorized.
MORGAN STANLEY
(Registrant)
By:
/s/ SHARON YESHAYA
Sharon Yeshaya Executive Vice President and Chief Financial Officer
