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UPDATE 2-ISS recommends Morgan Stanley shareholders vote against former CEO Gorman's pay proposal

(Adds bank's response in paragraph 5)

May 9 (Reuters) - Proxy adviser Institutional Shareholder Services (ISS) recommended on Thursday that Morgan Stanley shareholders vote against the management's proposal to ratify former CEO James Gorman's pay.

Gorman stepped down as the CEO of the investment bank at beginning of the year after holding the top job for more than a decade.

ISS said voting against the recommendation was warranted "in light of significant concerns surrounding one-time awards granted to three named-executive officers in connection with the CEO transition".

"This overlapping approach results in a sizable supplemental pay opportunity for the same performance outcomes. Additionally, a significant portion of the award lacks performance criteria," it added.

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Morgan Stanley declined to comment.

In October, Morgan Stanley gave its newly appointed CEO Ted Pick and the two other executives — Andy Saperstein and Dan Simkowitz — that were considered for the top job one-time bonuses of $20 million each.

The performance-linked stock awards were based on fair value calculations of the bank's stock price at the time. The bonuses vest in 2027.

The proxy adviser said Gorman's proposed pay of roughly $32.9 million in 2023 was above the CEO peer median of about $26.8 million. (Reporting by Manya Saini in Bengaluru; Editing by Shilpi Majumdar)