May 9 (Reuters) - Proxy adviser Institutional

Shareholder Services (ISS) recommended on Thursday that Morgan

Stanley ( MS ) 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.

Morgan Stanley ( MS ) did not immediately respond to a Reuters

request for comment.

In October, Morgan Stanley ( MS ) 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.