STOCK TITAN

[424B2] JPMORGAN CHASE & CO Prospectus Supplement

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
424B2

JPMorgan Chase Financial Company LLC, fully and unconditionally guaranteed by JPMorgan Chase & Co., is offering preliminary Buffered Digital Notes linked to the least performing of XLP, the Russell 2000 Index and the S&P 500 Futures Excess Return Index, due January 21, 2027. The notes pay a fixed return of at least 10.30% at maturity if each Underlying finishes at or above its Strike Value or down by up to 25.00%. If any Underlying falls more than the 25.00% buffer, repayment is reduced by the Downside Leverage Factor 1.33333.

Key terms include minimum denominations of $1,000, Strike Date October 17, 2025 (XLP $79.73; RTY 2,452.173; SPXFP 546.70), Observation Date January 15, 2027, and settlement on or about October 24, 2025. Price to public is $1,000 per note; selling commissions will not exceed $2.00 per $1,000. If priced today, the estimated value would be approximately $992.90 per $1,000, and will not be less than $960.00 per $1,000 when set. The notes pay no interest or dividends, are unsecured obligations subject to the credit risk of the issuer and guarantor, may be illiquid, and can result in loss of principal if the buffer is breached.

JPMorgan Chase Financial Company LLC, completamente e incondizionatamente garantita da JPMorgan Chase & Co., sta offrendo Preliminary Buffered Digital Notes collegati al meno performante tra XLP, l'indice Russell 2000 e l'S&P 500 Futures Excess Return Index, con scadenza prevista per il 21 gennaio 2027. Le note pagano un rendimento fisso di almeno 10,30% a scadenza se ciascun Underlying termina al livello o al di sopra del proprio Strike Value o in ribasso fino al 25,00%. Se uno qualsiasi degli Underlying scende oltre il buffer del 25,00%, il rimborso viene ridotto dal Downside Leverage Factor 1.33333.

Termini chiave includono denaro minimo di $1,000, data di Strike 17 ottobre 2025 (XLP $79,73; RTY 2.452,173; SPXFP 546,70), data di osservazione 15 gennaio 2027, e regolamento attorno al 24 ottobre 2025. Il prezzo pubblico è di $1,000 per nota; le commissioni di vendita non supereranno $2,00 per $1,000. Se quotate oggi, il valore stimato sarebbe di circa $992,90 per $1,000 e non sarà inferiore a $960,00 per $1,000 quando fissato. Le note non pagano interessi o dividendi, sono obbligazioni non garantite soggette al rischio di credito dell’emittente e del garante, potrebbero essere illiquide e possono comportare la perdita del capitale se viene violato il buffer.

JPMorgan Chase Financial Company LLC, completamente y sin condiciones garantizada por JPMorgan Chase & Co., está ofreciendo Preliminary Buffered Digital Notes vinculadas al menor rendimiento de XLP, el Russell 2000 Index y el S&P 500 Futures Excess Return Index, con vencimiento previsto para el 21 de enero de 2027. Las notas pagan un rendimiento fijo de al menos 10,30% a su vencimiento si cada Subyacente termina en o por encima de su Valor de Strike o con una caída de hasta 25,00%. Si alguno de los Subyacentes cae más del 25,00% de amortiguación, el reembolso se reduce por el Downside Leverage Factor 1.33333.

Terminos clave incluyen denominaciones mínimas de $1,000, Fecha de Strike 17 de octubre de 2025 (XLP $79.73; RTY 2,452.173; SPXFP 546.70), Fecha de Observación 15 de enero de 2027, y liquidación aproximadamente el 24 de octubre de 2025. El precio público es de $1,000 por nota; las comisiones de venta no excederán $2.00 por $1,000. Si se cotiza hoy, el valor estimado sería aproximadamente $992.90 por $1,000, y no será menor que $960.00 por $1,000 cuando se fije. Las notas no pagan intereses ni dividendos, son obligaciones no aseguradas sujetas al riesgo crediticio del emisor y del garante, pueden ser ilíquidas y pueden resultar en la pérdida del principal si se viola el colchón.

JPMorgan Chase Financial Company LLCJPMorgan Chase & Co.가 전액 보증하는 약정되지 않은 형태의 예비 버퍼 디지털 노트를 제공하며, XLP, Russell 2000 지수 및 S&P 500 Futures Excess Return Index 중 가장 낮은 실적을 가진 기초자산에 연계되고 만기는 2027년 1월 21일입니다. 각 기초자산이 Strike Value에 도달하거나 그 이상으로 종료되거나 25.00%까지 하락하는 경우 만기에 고정 수익률 최소 10.30%를 지급합니다. 만약 어떤 기초자산이 25.00% 버퍼를 초과하여 하락하면 상환은 Downside Leverage Factor 1.33333에 의해 감소합니다.

주요 조건으로는 최소 상환단위가 $1,000, Strike Date 2025년 10월 17일 (XLP $79.73; RTY 2,452.173; SPXFP 546.70), Observation Date 2027년 1월 15일, 그리고 약 2025년 10월 24일에 정착/결제됩니다. 공개가격은 $1,000당 노트이며, 판매 수수료는 $1,000당 $2.00를 초과하지 않습니다. 오늘 가격이 책정된다면 예상가치는 대략 $992.90당 $1,000 정도이며, 정해질 때는 $960.00당 $1,000 미만이 되지 않습니다. 이 노트는 이자나 배당금을 지급하지 않으며, 발행인과 보증인의 신용 위험에 노출된 채무이며, 유동성이 없을 수 있고 버퍼가 breach되면 원금 손실이 발생할 수 있습니다.

JPMorgan Chase Financial Company LLC, entièrement et inconditionnellement garantie par JPMorgan Chase & Co., propose des Notes Numériques Bufférisés préliminaires liées à la performance la plus faible de XLP, de l’indice Russell 2000 et de l’indice S&P 500 Futures Excess Return, avec une échéance le 21 janvier 2027. Les notes versent un rendement fixe d’au moins 10,30% à l’échéance si chaque Sous-Jacent termine à ou au-dessus de sa Valeur de Strike ou en baisse jusqu’à 25,00%. Si l’un des Sous-Jacents chute de plus que le buffer de 25,00%, le remboursement est réduit par le Downside Leverage Factor 1,33333.

Les termes clés incluent des denominations minimales de $1,000, la Date de Strike 17 octobre 2025 (XLP $79,73 ; RTY 2,452.173 ; SPXFP 546,70), la Date d’observation 15 janvier 2027 et le règlement vers le 24 octobre 2025. Le prix d’entrée est de $1,000 par note; les commissions de vente ne dépasseront pas $2,00 par $1,000. Si le prix est fixé aujourd’hui, la valeur estimée serait d’environ $992,90 par $1,000 et ne sera pas inférieure à $960,00 par $1,000 lors du règlement. Les notes ne paient pas d’intérêts ni de dividendes, constituent des obligations non garanties par le crédit de l’émetteur et du garant, peuvent être peu liquides et peuvent entraîner une perte du principal si le buffer est franchi.

JPMorgan Chase Financial Company LLC, vollständig und bedingungslos von JPMorgan Chase & Co. garantiert, bietet vorläufige Buffered Digital Notes an, die an die am wenigsten performende von XLP, dem Russell 2000 Index und dem S&P 500 Futures Excess Return Index gekoppelt sind, mit Fälligkeit am 21. Januar 2027. Die Notes zahlen am Fälligkeitstag eine feste Rendite von mindestens 10,30%, wenn jeder Basiswert bei oder über seinem Strike-Wert endet oder um bis zu 25,00% fällt. Falls einer der Basiswerte stärker als der 25,00%-Puffer fällt, wird die Rückzahlung durch den Downside Leverage Factor 1.33333 reduziert.

Zu den Schlüsselklauseln gehören Mindesteinheiten von $1,000, Strike-Date 17. Oktober 2025 (XLP $79,73; RTY 2,452.173; SPXFP 546,70), Observation Date 15. Januar 2027 und Abwicklung um bzw. am 24. Oktober 2025. Preis an der Börse ist $1,000 pro Note; Verkaufsprovisionen überschreiten nicht $2.00 pro $1,000. Wenn heute bepreist, wäre der geschätzte Wert ca. $992.90 pro $1,000 und wird zum Festsetzungszeitpunkt nicht unter $960.00 pro $1,000 fallen. Die Notes zahlen keine Zinsen oder Dividenden, sind ungesicherte Verpflichtungen mit dem Kreditrisiko des Emittenten und des Garanten, können illiquide sein und können zu einem Kapitalverlust führen, wenn der Buffer durchbrochen wird.

شركة JPMorgan Chase المالية المحدودة، المضمونة بالكامل ودون قيد من قبل JPMorgan Chase & Co.، تقدم ملاحظات رقمية مملوءة مؤقتاً مرتبطة بأداء الأقل من XLP، ومؤشر Russell 2000 ومؤشر S&P 500 Futures Excess Return، وتاريخ استحقاقها المتوقع 21 يناير 2027. تدفع الملاحظات عائداً ثابتاً لا يقل عن 10.30% عند النضج إذا انتهى كل أساس أساسي عند قيمتهstrike أو فوقها، أو انخفاض حتى 25.00%. إذا هبط أحد الأساسات الأساسية أكثر من عتبة 25.00%، يتم تقليل السداد بواسطة عامل الرفع السفلي 1.33333.

تشمل الشروط الأساسية وحدات دنيا قدرها $1,000، تاريخ Strike 17 أكتوبر 2025 (XLP $79.73؛ RTY 2,452.173؛ SPXFP 546.70)، تاريخ المراقبة 15 يناير 2027، والتسوية نحو/حوالي 24 أكتوبر 2025. سعر العطاء للجمهور هو $1,000 لكل ملاحظة؛ عمولات البيع لن تتجاوز $2.00 لكل $1,000. إذا تم تسعيرها اليوم، سيكون القيمة المقدرة حوالي $992.90 لكل $1,000، ولن تكون أقل من $960.00 لكل $1,000 عند التثبيت. لا تدفع الملاحظات فائدة أو أرباح، هي التزامات غير مضمونة بالخطر الائتماني للمصدِر والضامن، قد تكون غير سائلة، ويمكن أن تؤدي إلى فقدان رأس المال إذا تم كسرBuffer.

JPMorgan Chase Financial Company LLCJPMorgan Chase & Co. 完全且无条件担保,正在提供初步的缓冲数字票据(Buffered Digital Notes),其与 XLP、罗素2000指数和S&P 500 期货超额收益指数中表现最差者挂钩,到期日为 2027 年 1 月 21 日。票据在到期时若每项标的均收于其行权价以上或下跌不超过 25.00%,将支付固定回报 至少 10.30%。如任一标的下跌超过 25.00% 的缓冲,偿付将按 Downside Leverage Factor 1.33333 下降。

主要条款包括最低面额 $1,000、 Strike 日期 2025 年 10 月 17 日(XLP $79.73;RTY 2,452.173;SPXFP 546.70)、观察日 2027 年 1 月 15 日,以及大约在 2025 年 10 月 24 日 清算。公开价格为 $1,000 每份票据;销售佣金不超过 $2.00 每 $1,000。若今天定价,估计价值大约为 $992.90 每 $1,000,设定时不会低于 $960.00 每 $1,000。票据不支付利息或股息,属于发行人及担保人信用风险下的无担保义务,可能流动性不足,且若缓冲被突破,可能导致本金损失。

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JPMorgan Chase Financial Company LLC, completamente e incondizionatamente garantita da JPMorgan Chase & Co., sta offrendo Preliminary Buffered Digital Notes collegati al meno performante tra XLP, l'indice Russell 2000 e l'S&P 500 Futures Excess Return Index, con scadenza prevista per il 21 gennaio 2027. Le note pagano un rendimento fisso di almeno 10,30% a scadenza se ciascun Underlying termina al livello o al di sopra del proprio Strike Value o in ribasso fino al 25,00%. Se uno qualsiasi degli Underlying scende oltre il buffer del 25,00%, il rimborso viene ridotto dal Downside Leverage Factor 1.33333.

Termini chiave includono denaro minimo di $1,000, data di Strike 17 ottobre 2025 (XLP $79,73; RTY 2.452,173; SPXFP 546,70), data di osservazione 15 gennaio 2027, e regolamento attorno al 24 ottobre 2025. Il prezzo pubblico è di $1,000 per nota; le commissioni di vendita non supereranno $2,00 per $1,000. Se quotate oggi, il valore stimato sarebbe di circa $992,90 per $1,000 e non sarà inferiore a $960,00 per $1,000 quando fissato. Le note non pagano interessi o dividendi, sono obbligazioni non garantite soggette al rischio di credito dell’emittente e del garante, potrebbero essere illiquide e possono comportare la perdita del capitale se viene violato il buffer.

JPMorgan Chase Financial Company LLC, completamente y sin condiciones garantizada por JPMorgan Chase & Co., está ofreciendo Preliminary Buffered Digital Notes vinculadas al menor rendimiento de XLP, el Russell 2000 Index y el S&P 500 Futures Excess Return Index, con vencimiento previsto para el 21 de enero de 2027. Las notas pagan un rendimiento fijo de al menos 10,30% a su vencimiento si cada Subyacente termina en o por encima de su Valor de Strike o con una caída de hasta 25,00%. Si alguno de los Subyacentes cae más del 25,00% de amortiguación, el reembolso se reduce por el Downside Leverage Factor 1.33333.

Terminos clave incluyen denominaciones mínimas de $1,000, Fecha de Strike 17 de octubre de 2025 (XLP $79.73; RTY 2,452.173; SPXFP 546.70), Fecha de Observación 15 de enero de 2027, y liquidación aproximadamente el 24 de octubre de 2025. El precio público es de $1,000 por nota; las comisiones de venta no excederán $2.00 por $1,000. Si se cotiza hoy, el valor estimado sería aproximadamente $992.90 por $1,000, y no será menor que $960.00 por $1,000 cuando se fije. Las notas no pagan intereses ni dividendos, son obligaciones no aseguradas sujetas al riesgo crediticio del emisor y del garante, pueden ser ilíquidas y pueden resultar en la pérdida del principal si se viola el colchón.

JPMorgan Chase Financial Company LLCJPMorgan Chase & Co.가 전액 보증하는 약정되지 않은 형태의 예비 버퍼 디지털 노트를 제공하며, XLP, Russell 2000 지수 및 S&P 500 Futures Excess Return Index 중 가장 낮은 실적을 가진 기초자산에 연계되고 만기는 2027년 1월 21일입니다. 각 기초자산이 Strike Value에 도달하거나 그 이상으로 종료되거나 25.00%까지 하락하는 경우 만기에 고정 수익률 최소 10.30%를 지급합니다. 만약 어떤 기초자산이 25.00% 버퍼를 초과하여 하락하면 상환은 Downside Leverage Factor 1.33333에 의해 감소합니다.

주요 조건으로는 최소 상환단위가 $1,000, Strike Date 2025년 10월 17일 (XLP $79.73; RTY 2,452.173; SPXFP 546.70), Observation Date 2027년 1월 15일, 그리고 약 2025년 10월 24일에 정착/결제됩니다. 공개가격은 $1,000당 노트이며, 판매 수수료는 $1,000당 $2.00를 초과하지 않습니다. 오늘 가격이 책정된다면 예상가치는 대략 $992.90당 $1,000 정도이며, 정해질 때는 $960.00당 $1,000 미만이 되지 않습니다. 이 노트는 이자나 배당금을 지급하지 않으며, 발행인과 보증인의 신용 위험에 노출된 채무이며, 유동성이 없을 수 있고 버퍼가 breach되면 원금 손실이 발생할 수 있습니다.

JPMorgan Chase Financial Company LLC, entièrement et inconditionnellement garantie par JPMorgan Chase & Co., propose des Notes Numériques Bufférisés préliminaires liées à la performance la plus faible de XLP, de l’indice Russell 2000 et de l’indice S&P 500 Futures Excess Return, avec une échéance le 21 janvier 2027. Les notes versent un rendement fixe d’au moins 10,30% à l’échéance si chaque Sous-Jacent termine à ou au-dessus de sa Valeur de Strike ou en baisse jusqu’à 25,00%. Si l’un des Sous-Jacents chute de plus que le buffer de 25,00%, le remboursement est réduit par le Downside Leverage Factor 1,33333.

Les termes clés incluent des denominations minimales de $1,000, la Date de Strike 17 octobre 2025 (XLP $79,73 ; RTY 2,452.173 ; SPXFP 546,70), la Date d’observation 15 janvier 2027 et le règlement vers le 24 octobre 2025. Le prix d’entrée est de $1,000 par note; les commissions de vente ne dépasseront pas $2,00 par $1,000. Si le prix est fixé aujourd’hui, la valeur estimée serait d’environ $992,90 par $1,000 et ne sera pas inférieure à $960,00 par $1,000 lors du règlement. Les notes ne paient pas d’intérêts ni de dividendes, constituent des obligations non garanties par le crédit de l’émetteur et du garant, peuvent être peu liquides et peuvent entraîner une perte du principal si le buffer est franchi.

JPMorgan Chase Financial Company LLC, vollständig und bedingungslos von JPMorgan Chase & Co. garantiert, bietet vorläufige Buffered Digital Notes an, die an die am wenigsten performende von XLP, dem Russell 2000 Index und dem S&P 500 Futures Excess Return Index gekoppelt sind, mit Fälligkeit am 21. Januar 2027. Die Notes zahlen am Fälligkeitstag eine feste Rendite von mindestens 10,30%, wenn jeder Basiswert bei oder über seinem Strike-Wert endet oder um bis zu 25,00% fällt. Falls einer der Basiswerte stärker als der 25,00%-Puffer fällt, wird die Rückzahlung durch den Downside Leverage Factor 1.33333 reduziert.

Zu den Schlüsselklauseln gehören Mindesteinheiten von $1,000, Strike-Date 17. Oktober 2025 (XLP $79,73; RTY 2,452.173; SPXFP 546,70), Observation Date 15. Januar 2027 und Abwicklung um bzw. am 24. Oktober 2025. Preis an der Börse ist $1,000 pro Note; Verkaufsprovisionen überschreiten nicht $2.00 pro $1,000. Wenn heute bepreist, wäre der geschätzte Wert ca. $992.90 pro $1,000 und wird zum Festsetzungszeitpunkt nicht unter $960.00 pro $1,000 fallen. Die Notes zahlen keine Zinsen oder Dividenden, sind ungesicherte Verpflichtungen mit dem Kreditrisiko des Emittenten und des Garanten, können illiquide sein und können zu einem Kapitalverlust führen, wenn der Buffer durchbrochen wird.

The information in this preliminary pricing supplement is not complete and may be changed. This preliminary pricing supplement is not
an offer to sell nor does it seek an offer to buy these securities in any jurisdiction where the offer or sale is not permitted.
Subject to completion dated October 20, 2025
October , 2025 Registration Statement Nos. 333-270004 and 333-270004-01; Rule 424(b)(2)
Pricing supplement to product supplement no. 4-I dated April 13, 2023, underlying supplement no. 1-I dated April 13, 2023,
the prospectus and prospectus supplement, each dated April 13, 2023, and the prospectus addendum dated June 3, 2024
JPMorgan Chase Financial Company LLC
Structured Investments
Buffered Digital Notes Linked to the Least Performing of the
Consumer Staples Select Sector SPDR® Fund, the Russell
2000® Index and the S&P 500® Futures Excess Return Index
due January 21, 2027
Fully and Unconditionally Guaranteed by JPMorgan Chase & Co.
The notes are designed for investors who seek a fixed return of at least 10.30% at maturity if the Final Value of the least
performing of the Consumer Staples Select Sector SPDR® Fund, the Russell 2000® Index and the S&P 500® Futures
Excess Return Index, which we refer to as the Underlyings, is greater than or equal to its Strike Value or is less than its
Strike Value by up to 25.00%.
Investors should be willing to forgo interest and dividend payments and be willing to lose some or all of their principal
amount at maturity.
The notes are unsecured and unsubordinated obligations of JPMorgan Chase Financial Company LLC, which we refer to
as JPMorgan Financial, the payment on which is fully and unconditionally guaranteed by JPMorgan Chase & Co. Any
payment on the notes is subject to the credit risk of JPMorgan Financial, as issuer of the notes, and the credit
risk of JPMorgan Chase & Co., as guarantor of the notes.
Payments on the notes are not linked to a basket composed of the Underlyings. Payments on the notes are linked to the
performance of each of the Underlyings individually, as described below.
Minimum denominations of $1,000 and integral multiples thereof
The notes are expected to price on or about October 21, 2025 (the “Pricing Date”) and are expected to settle on or about
October 24, 2025. The Strike Value of each Underlying has been determined by reference to the closing value of
that Underlying on October 17, 2025 and not by reference to the closing value of that Underlying on the Pricing
Date.
CUSIP: 48136JMN1
Investing in the notes involves a number of risks. See “Risk Factors” beginning on page S-2 of the accompanying
prospectus supplement, Annex A to the accompanying prospectus addendum, “Risk Factors” beginning on page PS-11
of the accompanying product supplement and “Selected Risk Considerations” beginning on page PS-4 of this pricing
supplement.
Neither the Securities and Exchange Commission (the SEC) nor any state securities commission has approved or disapproved
of the notes or passed upon the accuracy or the adequacy of this pricing supplement or the accompanying product supplement,
underlying supplement, prospectus supplement, prospectus and prospectus addendum. Any representation to the contrary is a
criminal offense.
Price to Public (1)
Fees and Commissions (2)
Proceeds to Issuer
Per note
$1,000
$
$
Total
$
$
$
(1) See Supplemental Use of Proceeds in this pricing supplement for information about the components of the price to public of the
notes.
(2) J.P. Morgan Securities LLC, which we refer to as JPMS, acting as agent for JPMorgan Financial, will pay all of the selling
commissions it receives from us to other affiliated or unaffiliated dealers. In no event will these selling commissions exceed $2.00 per
$1,000 principal amount note. See Plan of Distribution (Conflicts of Interest) in the accompanying product supplement.
If the notes priced today, the estimated value of the notes would be approximately $992.90 per $1,000 principal amount
note. The estimated value of the notes, when the terms of the notes are set, will be provided in the pricing supplement
and will not be less than $960.00 per $1,000 principal amount note. See The Estimated Value of the Notes in this
pricing supplement for additional information.
The notes are not bank deposits, are not insured by the Federal Deposit Insurance Corporation or any other governmental agency
and are not obligations of, or guaranteed by, a bank.
PS-1 | Structured Investments
Buffered Digital Notes Linked to the Least Performing of the Consumer
Staples Select Sector SPDR® Fund, the Russell 2000® Index and the S&P
500® Futures Excess Return Index
Key Terms
Issuer: JPMorgan Chase Financial Company LLC, a direct,
wholly owned finance subsidiary of JPMorgan Chase & Co.
Guarantor: JPMorgan Chase & Co.
Underlyings: The Consumer Staples Select Sector SPDR®
Fund (Bloomberg ticker: XLP) (the “Fund”) and the Russell
2000® Index (Bloomberg ticker: RTY) and the S&P 500®
Futures Excess Return Index (Bloomberg ticker: SPXFP) (each
of the Russell 2000® Index and the S&P 500® Futures Excess
Return Index, an “Index” and collectively, the “Indices”) (each of
the Fund and the Indices, an “Underlying” and collectively, the
“Underlyings”)
Contingent Digital Return: At least 10.30% (to be provided in
the pricing supplement)
Buffer Amount: 25.00%
Downside Leverage Factor: An amount equal to 1 / (1 Buffer
Amount), which is 1.33333
Strike Date: October 17, 2025
Pricing Date: On or about October 21, 2025
Original Issue Date (Settlement Date): On or about October
24, 2025
Observation Date*: January 15, 2027
Maturity Date*: January 21, 2027
* Subject to postponement in the event of a market disruption event
and as described under General Terms of Notes Postponement
of a Determination Date Notes Linked to Multiple Underlyings
and General Terms of Notes Postponement of a Payment Date
in the accompanying product supplement
Payment at Maturity:
If the Final Value of each Underlying is greater than or equal to
its Strike Value or is less than its Strike Value by up to the
Buffer Amount, your payment at maturity per $1,000 principal
amount note will be calculated as follows:
$1,000 + ($1,000 × Contingent Digital Return)
If the Final Value of any Underlying is less than its Strike Value
by more than the Buffer Amount, your payment at maturity per
$1,000 principal amount note will be calculated as follows:
$1,000 + [$1,000 × (Least Performing Underlying Return +
Buffer Amount) × Downside Leverage Factor]
If the Final Value of any Underlying is less than its Strike Value
by more than the Buffer Amount, you will lose some or all of
your principal amount at maturity.
Least Performing Underlying: The Underlying with the Least
Performing Underlying Return
Least Performing Underlying Return: The lowest of the
Underlying Returns of the Underlyings
Underlying Return:
With respect to each Underlying,
(Final Value Strike Value)
Strike Value
Strike Value: With respect to each Underlying, the closing
value of that Underlying on the Strike Date, which was $79.73
for the Fund, 2,452.173 for the Russell 2000® Index and 546.70
for the S&P 500® Futures Excess Return Index. The Strike
Value of each Underlying is not the closing value of that
Underlying on the Pricing Date.
Final Value: With respect to each Underlying, the closing value
of that Underlying on the Observation Date
Share Adjustment Factor: The Share Adjustment Factor is
referenced in determining the closing value of the Fund and is
set equal to 1.0 on the Strike Date. The Share Adjustment
Factor is subject to adjustment upon the occurrence of certain
events affecting the Fund. See “The Underlyings — Funds
Anti-Dilution Adjustments” in the accompanying product
supplement for further information.
PS-2 | Structured Investments
Buffered Digital Notes Linked to the Least Performing of the Consumer
Staples Select Sector SPDR® Fund, the Russell 2000® Index and the S&P
500® Futures Excess Return Index
Supplemental Terms of the Notes
The notes are not futures contracts or swaps and are not regulated under the Commodity Exchange Act of 1936, as amended
(the “Commodity Exchange Act”). The notes are offered pursuant to an exemption from regulation under the Commodity Exchange
Act, commonly known as the hybrid instrument exemption, that is available to securities that have one or more payments indexed to the
value, level or rate of one or more commodities, as set out in section 2(f) of that statute. Accordingly, you are not afforded any
protection provided by the Commodity Exchange Act or any regulation promulgated by the Commodity Futures Trading Commission.
For purposes of the accompanying product supplement, the S&P 500® Futures Excess Return Index will be deemed to be an Equity
Index, except as provided below, and any references in the accompanying product supplement to the securities included in an Equity
Index (or similar references) should be read to refer to the securities included in the S&P 500® Index, which is the reference index for
the futures contracts included in the S&P 500® Futures Excess Return Index. Notwithstanding the foregoing, the S&P 500® Futures
Excess Return Index will be deemed to be a Commodity Index for purposes of the section entitled “The Underlyings — Indices
Discontinuation of an Index; Alteration of Method of Calculation” in the accompanying product supplement.
Notwithstanding anything to the contrary in the accompanying product supplement, if a Determination Date (as defined in the
accompanying product supplement) has been postponed to the applicable Final Disrupted Determination Date (as defined in the
accompanying product supplement) and that day is a Disrupted Day (as defined in the accompanying product supplement), the
calculation agent will determine the closing level of the S&P 500® Futures Excess Return Index for that Determination Date on that
Final Disrupted Determination Date in accordance with the formula for and method of calculating the closing level of the S&P 500®
Futures Excess Return Index last in effect prior to the commencement of the market disruption event (or prior to the non-trading day),
using the official settlement price (or, if trading in the relevant futures contract has been materially suspended or materially limited, the
calculation agent’s good faith estimate of the applicable settlement price that would have prevailed but for that suspension or limitation)
at the close of the principal trading session on that date of each futures contract most recently composing the S&P 500® Futures
Excess Return Index, as well as any futures contract required to roll any expiring futures contract in accordance with the method of
calculating the S&P 500® Futures Excess Return Index.
Any values of the Underlyings, and any values derived therefrom, included in this pricing supplement may be corrected, in the event of
manifest error or inconsistency, by amendment of this pricing supplement and the corresponding terms of the notes. Notwithstanding
anything to the contrary in the indenture governing the notes, that amendment will become effective without consent of the holders of
the notes or any other party.
PS-3 | Structured Investments
Buffered Digital Notes Linked to the Least Performing of the Consumer
Staples Select Sector SPDR® Fund, the Russell 2000® Index and the S&P
500® Futures Excess Return Index
Hypothetical Payout Profile
The following table and graph illustrate the hypothetical total return and payment at maturity on the notes linked to three hypothetical
Underlyings. The total return as used in this pricing supplement is the number, expressed as a percentage, that results from
comparing the payment at maturity per $1,000 principal amount note to $1,000. The hypothetical total returns and payments set forth
below assume the following:
a Strike Value for the Least Performing Underlying of 100.00;
a Contingent Digital Return of 10.30%;
a Buffer Amount of 25.00%; and
a Downside Leverage Factor of 1.33333.
The hypothetical Strike Value of the Least Performing Underlying of 100.00 has been chosen for illustrative purposes only and does not
represent the actual Strike Value of any Underlying. The actual Strike Value of each Underlying is the closing value of that Underlying
on the Strike Date and is specified under “Key Terms — Strike Value” in this pricing supplement. For historical data regarding the
actual closing values of each Underlying, please see the historical information set forth under The Underlyings in this pricing
supplement.
Each hypothetical total return or hypothetical payment at maturity set forth below is for illustrative purposes only and may not be the
actual total return or payment at maturity applicable to a purchaser of the notes. The numbers appearing in the following table and
graph have been rounded for ease of analysis.
Final Value of the Least
Performing Underlying
Least Performing
Underlying Return
Total Return on the Notes
Payment at Maturity
180.00
80.00%
10.300%
$1,103.00
165.00
65.00%
10.300%
$1,103.00
150.00
50.00%
10.300%
$1,103.00
140.00
40.00%
10.300%
$1,103.00
130.00
30.00%
10.300%
$1,103.00
120.00
20.00%
10.300%
$1,103.00
110.30
10.30%
10.300%
$1,103.00
110.00
10.00%
10.300%
$1,103.00
105.00
5.00%
10.300%
$1,103.00
101.00
1.00%
10.300%
$1,103.00
100.00
0.00%
10.300%
$1,103.00
95.00
-5.00%
10.300%
$1,103.00
90.00
-10.00%
10.300%
$1,103.00
80.00
-20.00%
10.300%
$1,103.00
75.00
-25.00%
10.300%
$1,103.00
70.00
-30.00%
-6.667%
$933.33
60.00
-40.00%
-20.000%
$800.00
50.00
-50.00%
-33.333%
$666.67
40.00
-60.00%
-46.667%
$533.33
30.00
-70.00%
-60.000%
$400.00
20.00
-80.00%
-73.333%
$266.67
10.00
-90.00%
-86.666%
$133.34
0.00
-100.00%
-100.000%
$0.00
PS-4 | Structured Investments
Buffered Digital Notes Linked to the Least Performing of the Consumer
Staples Select Sector SPDR® Fund, the Russell 2000® Index and the S&P
500® Futures Excess Return Index
The following graph demonstrates the hypothetical payments at maturity on the notes for a range of Least Performing Underlying
Returns. There can be no assurance that the performance of the Least Performing Underlying will result in the return of any of your
principal amount.
How the Notes Work
Upside Scenario:
If the Final Value of each Underlying is greater than or equal to its Strike Value or is less than its Strike Value by up to the Buffer
Amount of 25.00%, investors will receive at maturity the $1,000 principal amount plus a fixed return equal to the Contingent Digital
Return of at least 10.30%, which reflects the maximum return at maturity.
Assuming a hypothetical Contingent Digital Return of 10.30%, if the closing value of the Least Performing Underlying increases
5.00%, investors will receive at maturity a return equal to 10.30%, or $1,103.00 per $1,000 principal amount note.
Assuming a hypothetical Contingent Digital Return of 10.30%, if the closing value of the Least Performing Underlying increases
50.00%, investors will receive at maturity a return equal to 10.30%, or $1,103.00 per $1,000 principal amount note.
Assuming a hypothetical Contingent Digital Return of 10.30%, if the closing value of the Least Performing Underlying decreases
10.00%, investors will receive at maturity a return equal to 10.30%, or $1,103.00 per $1,000 principal amount note.
Downside Scenario:
If the Final Value of any Underlying is less than its Strike Value by more than the Buffer Amount of 25.00%, investors will lose
1.33333% of the principal amount of their notes for every 1% that the Final Value of the Least Performing Underlying is less than its
Strike Value by more than the Buffer Amount.
For example, if the closing value of the Least Performing Underlying declines 60.00%, investors will lose 46.667% of their principal
amount and receive only $533.33 per $1,000 principal amount note at maturity, calculated as follows:
$1,000 + [$1,000 × (-60.00% + 25.00%) × 1.33333] = $533.33
The hypothetical returns and hypothetical payments on the notes shown above apply only if you hold the notes for their entire term.
These hypotheticals do not reflect the fees or expenses that would be associated with any sale in the secondary market. If these fees
and expenses were included, the hypothetical returns and hypothetical payments shown above would likely be lower.
Selected Risk Considerations
An investment in the notes involves significant risks. These risks are explained in more detail in the “Risk Factors” sections of the
accompanying prospectus supplement and product supplement and in Annex A to the accompanying prospectus addendum.
Risks Relating to the Notes Generally
YOUR INVESTMENT IN THE NOTES MAY RESULT IN A LOSS
The notes do not guarantee any return of principal. If the Final Value of any Underlying is less than its Strike Value by more than
25.00%, you will lose 1.33333% of the principal amount of your notes for every 1% that the Final Value of the Least Performing
PS-5 | Structured Investments
Buffered Digital Notes Linked to the Least Performing of the Consumer
Staples Select Sector SPDR® Fund, the Russell 2000® Index and the S&P
500® Futures Excess Return Index
Underlying is less than its Strike Value by more than 25.00%. Accordingly, under these circumstances, you will lose some or all of
your principal amount at maturity.
YOUR MAXIMUM GAIN ON THE NOTES IS LIMITED TO THE CONTINGENT DIGITAL RETURN,
regardless of any appreciation of any Underlying, which may be significant.
YOUR ABILITY TO RECEIVE THE CONTINGENT DIGITAL RETURN MAY TERMINATE ON THE OBSERVATION DATE
If the Final Value of any Underlying is less than its Strike Value by more than the Buffer Amount, you will not be entitled to receive
the Contingent Digital Return at maturity. Under these circumstances, you will lose some or all of your principal amount at
maturity.
CREDIT RISKS OF JPMORGAN FINANCIAL AND JPMORGAN CHASE & CO.
Investors are dependent on our and JPMorgan Chase & Co.s ability to pay all amounts due on the notes. Any actual or potential
change in our or JPMorgan Chase & Co.s creditworthiness or credit spreads, as determined by the market for taking that credit
risk, is likely to adversely affect the value of the notes. If we and JPMorgan Chase & Co. were to default on our payment
obligations, you may not receive any amounts owed to you under the notes and you could lose your entire investment.
AS A FINANCE SUBSIDIARY, JPMORGAN FINANCIAL HAS NO INDEPENDENT OPERATIONS AND HAS LIMITED ASSETS
As a finance subsidiary of JPMorgan Chase & Co., we have no independent operations beyond the issuance and administration of
our securities and the collection of intercompany obligations. Aside from the initial capital contribution from JPMorgan Chase &
Co., substantially all of our assets relate to obligations of JPMorgan Chase & Co. to make payments under loans made by us to
JPMorgan Chase & Co. or under other intercompany agreements. As a result, we are dependent upon payments from JPMorgan
Chase & Co. to meet our obligations under the notes. We are not a key operating subsidiary of JPMorgan Chase & Co. and in a
bankruptcy or resolution of JPMorgan Chase & Co. we are not expected to have sufficient resources to meet our obligations in
respect of the notes as they come due. If JPMorgan Chase & Co. does not make payments to us and we are unable to make
payments on the notes, you may have to seek payment under the related guarantee by JPMorgan Chase & Co., and that
guarantee will rank pari passu with all other unsecured and unsubordinated obligations of JPMorgan Chase & Co. For more
information, see the accompanying prospectus addendum.
YOU ARE EXPOSED TO THE RISK OF DECLINE IN THE VALUE OF EACH UNDERLYING
Payments on the notes are not linked to a basket composed of the Underlyings and are contingent upon the performance of each
individual Underlying. Poor performance by any of the Underlyings over the term of the notes may negatively affect your payment
at maturity and will not be offset or mitigated by positive performance by any other Underlying.
YOUR PAYMENT AT MATURITY WILL BE DETERMINED BY THE LEAST PERFORMING UNDERLYING.
THE NOTES DO NOT PAY INTEREST.
YOU WILL NOT HAVE ANY RIGHTS WITH RESPECT TO THE E-MINI® S&P 500® FUTURES CONTRACTS (THE
“UNDERLYING FUTURES CONTRACTS”) OR THE SECURITIES INCLUDED IN THE INDEX UNDERLYING THE
UNDERLYING FUTURES CONTRACTS.
YOU WILL NOT RECEIVE DIVIDENDS ON THE FUND OR THE SECURITIES INCLUDED IN OR HELD BY THE FUND OR THE
RUSSELL 2000® INDEX OR HAVE ANY RIGHTS WITH RESPECT TO THE FUND OR THOSE SECURITIES.
LACK OF LIQUIDITY
The notes will not be listed on any securities exchange. Accordingly, the price at which you may be able to trade your notes is
likely to depend on the price, if any, at which JPMS is willing to buy the notes. You may not be able to sell your notes. The notes
are not designed to be short-term trading instruments. Accordingly, you should be able and willing to hold your notes to maturity.
THE FINAL TERMS AND VALUATION OF THE NOTES WILL BE PROVIDED IN THE PRICING SUPPLEMENT
You should consider your potential investment in the notes based on the minimums for the estimated value of the notes and the
Contingent Digital Return.
PS-6 | Structured Investments
Buffered Digital Notes Linked to the Least Performing of the Consumer
Staples Select Sector SPDR® Fund, the Russell 2000® Index and the S&P
500® Futures Excess Return Index
Risks Relating to Conflicts of Interest
POTENTIAL CONFLICTS
We and our affiliates play a variety of roles in connection with the notes. In performing these duties, our and JPMorgan Chase &
Co.s economic interests are potentially adverse to your interests as an investor in the notes. It is possible that hedging or trading
activities of ours or our affiliates in connection with the notes could result in substantial returns for us or our affiliates while the
value of the notes declines. Please refer to Risk Factors Risks Relating to Conflicts of Interest in the accompanying product
supplement.
Risks Relating to the Estimated Value and Secondary Market Prices of the Notes
THE ESTIMATED VALUE OF THE NOTES WILL BE LOWER THAN THE ORIGINAL ISSUE PRICE (PRICE TO PUBLIC) OF
THE NOTES
The estimated value of the notes is only an estimate determined by reference to several factors. The original issue price of the
notes will exceed the estimated value of the notes because costs associated with selling, structuring and hedging the notes are
included in the original issue price of the notes. These costs include the selling commissions, the projected profits, if any, that our
affiliates expect to realize for assuming risks inherent in hedging our obligations under the notes and the estimated cost of hedging
our obligations under the notes. See The Estimated Value of the Notes in this pricing supplement.
THE ESTIMATED VALUE OF THE NOTES DOES NOT REPRESENT FUTURE VALUES OF THE NOTES AND MAY DIFFER
FROM OTHERS ESTIMATES
See The Estimated Value of the Notes in this pricing supplement.
THE ESTIMATED VALUE OF THE NOTES IS DERIVED BY REFERENCE TO AN INTERNAL FUNDING RATE
The internal funding rate used in the determination of the estimated value of the notes may differ from the market-implied funding
rate for vanilla fixed income instruments of a similar maturity issued by JPMorgan Chase & Co. or its affiliates. Any difference may
be based on, among other things, our and our affiliates’ view of the funding value of the notes as well as the higher issuance,
operational and ongoing liability management costs of the notes in comparison to those costs for the conventional fixed income
instruments of JPMorgan Chase & Co. This internal funding rate is based on certain market inputs and assumptions, which may
prove to be incorrect, and is intended to approximate the prevailing market replacement funding rate for the notes. The use of an
internal funding rate and any potential changes to that rate may have an adverse effect on the terms of the notes and any
secondary market prices of the notes. See “The Estimated Value of the Notes in this pricing supplement.
THE VALUE OF THE NOTES AS PUBLISHED BY JPMS (AND WHICH MAY BE REFLECTED ON CUSTOMER ACCOUNT
STATEMENTS) MAY BE HIGHER THAN THE THEN-CURRENT ESTIMATED VALUE OF THE NOTES FOR A LIMITED TIME
PERIOD
We generally expect that some of the costs included in the original issue price of the notes will be partially paid back to you in
connection with any repurchases of your notes by JPMS in an amount that will decline to zero over an initial predetermined period.
See Secondary Market Prices of the Notes in this pricing supplement for additional information relating to this initial period.
Accordingly, the estimated value of your notes during this initial period may be lower than the value of the notes as published by
JPMS (and which may be shown on your customer account statements).
SECONDARY MARKET PRICES OF THE NOTES WILL LIKELY BE LOWER THAN THE ORIGINAL ISSUE PRICE OF THE
NOTES
Any secondary market prices of the notes will likely be lower than the original issue price of the notes because, among other
things, secondary market prices take into account our internal secondary market funding rates for structured debt issuances and,
also, because secondary market prices may exclude selling commissions, projected hedging profits, if any, and estimated hedging
costs that are included in the original issue price of the notes. As a result, the price, if any, at which JPMS will be willing to buy the
notes from you in secondary market transactions, if at all, is likely to be lower than the original issue price. Any sale by you prior to
the Maturity Date could result in a substantial loss to you.
SECONDARY MARKET PRICES OF THE NOTES WILL BE IMPACTED BY MANY ECONOMIC AND MARKET FACTORS
The secondary market price of the notes during their term will be impacted by a number of economic and market factors, which
may either offset or magnify each other, aside from the selling commissions, projected hedging profits, if any, estimated hedging
costs and the values of the Underlyings. Additionally, independent pricing vendors and/or third party broker-dealers may publish a
price for the notes, which may also be reflected on customer account statements. This price may be different (higher or lower)
PS-7 | Structured Investments
Buffered Digital Notes Linked to the Least Performing of the Consumer
Staples Select Sector SPDR® Fund, the Russell 2000® Index and the S&P
500® Futures Excess Return Index
than the price of the notes, if any, at which JPMS may be willing to purchase your notes in the secondary market. See Risk
Factors Risks Relating to the Estimated Value and Secondary Market Prices of the Notes Secondary market prices of the
notes will be impacted by many economic and market factors in the accompanying product supplement.
PS-8 | Structured Investments
Buffered Digital Notes Linked to the Least Performing of the Consumer
Staples Select Sector SPDR® Fund, the Russell 2000® Index and the S&P
500® Futures Excess Return Index
Risks Relating to the Underlyings
THERE ARE RISKS ASSOCIATED WITH THE FUND
The Fund is subject to management risk, which is the risk that the investment strategies of the Fund’s investment adviser, the
implementation of which is subject to a number of constraints, may not produce the intended results. These constraints could
adversely affect the market price of the shares of the Fund and, consequently, the value of the notes.
THE PERFORMANCE AND MARKET VALUE OF THE FUND, PARTICULARLY DURING PERIODS OF MARKET VOLATILITY,
MAY NOT CORRELATE WITH THE PERFORMANCE OF THE FUND’S UNDERLYING INDEX AS WELL AS THE NET ASSET
VALUE PER SHARE
The Fund does not fully replicate its Underlying Index (as defined under “The Underlyings” below) and may hold securities different
from those included in its Underlying Index. In addition, the performance of the Fund will reflect additional transaction costs and
fees that are not included in the calculation of its Underlying Index. All of these factors may lead to a lack of correlation between
the performance of the Fund and its Underlying Index. In addition, corporate actions with respect to the equity securities
underlying the Fund (such as mergers and spin-offs) may impact the variance between the performances of the Fund and its
Underlying Index. Finally, because the shares of the Fund are traded on a securities exchange and are subject to market supply
and investor demand, the market value of one share of the Fund may differ from the net asset value per share of the Fund.
During periods of market volatility, securities underlying the Fund may be unavailable in the secondary market, market participants
may be unable to calculate accurately the net asset value per share of the Fund and the liquidity of the Fund may be adversely
affected. This kind of market volatility may also disrupt the ability of market participants to create and redeem shares of the Fund.
Further, market volatility may adversely affect, sometimes materially, the prices at which market participants are willing to buy and
sell shares of the Fund. As a result, under these circumstances, the market value of shares of the Fund may vary substantially
from the net asset value per share of the Fund. For all of the foregoing reasons, the performance of the Fund may not correlate
with the performance of its Underlying Index as well as the net asset value per share of the Fund, which could materially and
adversely affect the value of the notes in the secondary market and/or reduce any payment on the notes.
RISKS ASSOCIATED WITH THE CONSUMER STAPLES SECTOR WITH RESPECT TO THE FUND
All or substantially all of the equity securities held by the Fund are issued by companies whose primary line of business is directly
associated with the consumer staples sector. As a result, the value of the notes may be subject to greater volatility and be more
adversely affected by a single economic, political or regulatory occurrence affecting this sector than a different investment linked to
securities of a more broadly diversified group of issuers. Consumer staples companies are subject to government regulation
affecting their products, which may negatively impact these companies’ performance. For instance, government regulations may
affect the permissibility of using various food additives and production methods of companies that make food products, which could
affect company profitability. Tobacco companies may be adversely affected by the adoption of proposed legislation and/or by
litigation. Also, the success of food, beverage, household and personal product companies may be strongly affected by consumer
interest, marketing campaigns and other factors affecting supply and demand, including performance of the overall domestic and
global economy, interest rates, competition and consumer confidence and spending. These factors could affect the consumer
staples sector and could affect the value of the equity securities held by the Fund and the price of the Fund during the term of the
notes, which may adversely affect the value of your notes.
THE ANTI-DILUTION PROTECTION FOR THE FUND IS LIMITED
The calculation agent will make adjustments to the Share Adjustment Factor for certain events affecting the shares of the Fund.
However, the calculation agent will not make an adjustment in response to all events that could affect the shares of the Fund. If an
event occurs that does not require the calculation agent to make an adjustment, the value of the notes may be materially and
adversely affected.
AN INVESTMENT IN THE NOTES IS SUBJECT TO RISKS ASSOCIATED WITH SMALL CAPITALIZATION STOCKS WITH
RESPECT TO THE RUSSELL 2000® INDEX
Small capitalization companies may be less able to withstand adverse economic, market, trade and competitive conditions relative
to larger companies. Small capitalization companies are less likely to pay dividends on their stocks, and the presence of a
dividend payment could be a factor that limits downward stock price pressure under adverse market conditions.
PS-9 | Structured Investments
Buffered Digital Notes Linked to the Least Performing of the Consumer
Staples Select Sector SPDR® Fund, the Russell 2000® Index and the S&P
500® Futures Excess Return Index
JPMORGAN CHASE & CO. IS CURRENTLY ONE OF THE COMPANIES THAT MAKE UP THE S&P 500® INDEX, THE INDEX
UNDERLYING THE UNDERLYING FUTURES CONTRACTS OF THE S&P 500® FUTURES EXCESS RETURN INDEX,
but JPMorgan Chase & Co. will not have any obligation to consider your interests in taking any corporate action that might affect
the level of the S&P 500® Futures Excess Return Index.
THE S&P 500® FUTURES EXCESS RETURN INDEX IS SUBJECT TO SIGNIFICANT RISKS ASSOCIATED WITH THE
UNDERLYING FUTURES CONTRACTS
The S&P 500® Futures Excess Return Index tracks the excess return of the Underlying Futures Contracts. The price of an
Underlying Futures Contract depends not only on the level of the underlying index referenced by the Underlying Futures Contract,
but also on a range of other factors, including but not limited to the performance and volatility of the U.S. stock market, corporate
earnings reports, geopolitical events, governmental and regulatory policies and the policies of the Chicago Mercantile Exchange
(the Exchange) on which the Underlying Futures Contracts trade. In addition, the futures markets are subject to temporary
distortions or other disruptions due to various factors, including the lack of liquidity in the markets, the participation of speculators
and government regulation and intervention. These factors and others can cause the prices of the Underlying Futures Contracts to
be volatile and could adversely affect the level of the S&P 500® Futures Excess Return Index and any payments on, and the value
of, your notes.
SUSPENSION OR DISRUPTIONS OF MARKET TRADING IN THE UNDERLYING FUTURES CONTRACTS MAY ADVERSELY
AFFECT THE VALUE OF YOUR NOTES
Futures markets are subject to temporary distortions or other disruptions due to various factors, including lack of liquidity, the
participation of speculators, and government regulation and intervention. In addition, futures exchanges generally have regulations
that limit the amount of the Underlying Futures Contract price fluctuations that may occur in a single day. These limits are
generally referred to as daily price fluctuation limits and the maximum or minimum price of a contract on any given day as a result
of those limits is referred to as a limit price. Once the limit price has been reached in a particular contract, no trades may be
made at a price beyond the limit, or trading may be limited for a set period of time. Limit prices have the effect of precluding trading
in a particular contract or forcing the liquidation of contracts at potentially disadvantageous times or prices. These circumstances
could delay the calculation of the level of the S&P 500® Futures Excess Return Index and could adversely affect the level of the
S&P 500® Futures Excess Return Index and any payments on, and the value of, your notes.
THE PERFORMANCE OF THE S&P 500® FUTURES EXCESS RETURN INDEX WILL DIFFER FROM THE PERFORMANCE OF
THE INDEX UNDERLYING THE UNDERLYING FUTURES CONTRACTS
A variety of factors can lead to a disparity between the performance of a futures contract on an equity index and the performance
of that equity index, including the expected dividend yields of the equity securities included in that equity index, an implicit financing
cost associated with futures contracts and policies of the exchange on which the futures contracts are traded, such as margin
requirements. Thus, a decline in expected dividends yields or an increase in margin requirements may adversely affect the
performance of the S&P 500® Futures Excess Return Index. In addition, the implicit financing cost will negatively affect the
performance of the S&P 500® Futures Excess Return Index, with a greater negative effect when market interest rates are higher.
During periods of high market interest rates, the S&P 500® Futures Excess Return Index is likely to underperform the equity index
underlying the Underlying Futures Contracts, perhaps significantly.
NEGATIVE ROLL RETURNS ASSOCIATED WITH THE UNDERLYING FUTURES CONTRACTS MAY ADVERSELY AFFECT
THE LEVEL OF THE S&P 500® FUTURES EXCESS RETURN INDEX AND THE VALUE OF THE NOTES
The S&P 500® Futures Excess Return Index tracks the excess return of the Underlying Futures Contracts. Unlike common equity
securities, futures contracts, by their terms, have stated expirations. As the exchange-traded Underlying Futures Contracts
approach expiration, they are replaced by contracts of the same series that have a later expiration. For example, an Underlying
Futures Contract notionally purchased and held in June may specify a September expiration date. As time passes, the contract
expiring in September is replaced by a contract for delivery in December. This is accomplished by notionally selling the September
contract and notionally purchasing the December contract. This process is referred to as “rolling.” Excluding other considerations,
if prices are higher in the distant delivery months than in the nearer delivery months, the notional purchase of the December
contract would take place at a price that is higher than the price of the September contract, thereby creating a negative “roll return.”
Negative roll returns adversely affect the returns of the Underlying Futures Contracts and, therefore, the level of the S&P 500®
Futures Excess Return Index and any payments on, and the value of, the notes. Because of the potential effects of negative roll
returns, it is possible for the level of the S&P 500® Futures Excess Return Index to decrease significantly over time, even when the
levels of the underlying index referenced by the Underlying Futures Contracts are stable or increasing.
PS-10 | Structured Investments
Buffered Digital Notes Linked to the Least Performing of the Consumer
Staples Select Sector SPDR® Fund, the Russell 2000® Index and the S&P
500® Futures Excess Return Index
OTHER KEY RISK:
o THE S&P 500® FUTURES EXCESS RETURN INDEX COMPRISES NOTIONAL ASSETS AND LIABILITIES. THERE IS NO
ACTUAL PORTFOLIO OF ASSETS TO WHICH ANY PERSON IS ENTITLED OR IN WHICH ANY PERSON HAS ANY
OWNERSHIP INTEREST.
PS-11 | Structured Investments
Buffered Digital Notes Linked to the Least Performing of the Consumer
Staples Select Sector SPDR® Fund, the Russell 2000® Index and the S&P
500® Futures Excess Return Index
The Underlyings
The Fund is an exchange-traded fund of the Select Sector SPDR® Trust, a registered investment company, that seeks to provide
investment results that, before expenses, correspond generally to the price and yield performance of publicly traded equity securities of
companies in the Consumer Staples Select Sector Index, which we refer to as the Underlying Index with respect to the Fund. The
Consumer Staples Select Sector Index is a capped modified market capitalization-based index that measures the performance of the
GICS® consumer staples sector of the S&P 500® Index, which currently includes companies in the following industries: consumer
staples distribution & retail; household products; food products; beverages; tobacco; and personal care products. For additional
information about the Fund, see “Fund Descriptions — The Select Sector SPDR® Funds” in the accompanying underlying supplement
The Russell 2000® Index consists of the middle 2,000 companies included in the Russell 3000E Index and, as a result of the index
calculation methodology, consists of the smallest 2,000 companies included in the Russell 3000® Index. The Russell 2000® Index is
designed to track the performance of the small capitalization segment of the U.S. equity market. For additional information about the
Russell 2000® Index, see Equity Index Descriptions The Russell Indices in the accompanying underlying supplement.
The S&P 500® Futures Excess Return Index measures the performance of the nearest maturing quarterly Underlying Futures Contracts
trading on the Chicago Mercantile Exchange (the “Exchange”). The Underlying Futures Contracts are U.S. dollar-denominated futures
contracts based on the S&P 500® Index. The S&P 500® Index consists of stocks of 500 companies selected to provide a performance
benchmark for the U.S. equity markets. For additional information about the S&P 500® Futures Excess Return Index and the
Underlying Futures Contracts, see Annex A in this pricing supplement.
Historical Information
The following graphs set forth the historical performance of each Underlying based on the weekly historical closing values from January
3, 2020 through October 17, 2025. The closing value of the Fund on October 17, 2025 was $79.73. The closing value of the Russell
2000® Index on October 17, 2025 was 2,452.173. The closing value of the S&P 500® Futures Excess Return Index on October 17,
2025 was 546.70. We obtained the closing values above and below from the Bloomberg Professional® service (Bloomberg), without
independent verification. The closing values of the Fund above and below may have been adjusted by Bloomberg for actions taken by
the Fund, such as stock splits.
The historical closing values of each Underlying should not be taken as an indication of future performance, and no assurance can be
given as to the closing value of any Underlying on the Observation Date. There can be no assurance that the performance of the
Underlyings will result in the return of any of your principal amount.
PS-12 | Structured Investments
Buffered Digital Notes Linked to the Least Performing of the Consumer
Staples Select Sector SPDR® Fund, the Russell 2000® Index and the S&P
500® Futures Excess Return Index
Tax Treatment
You should review carefully the section entitled “Material U.S. Federal Income Tax Consequences” in the accompanying product
supplement no. 4-I. The following discussion, when read in combination with that section, constitutes the full opinion of our special tax
counsel, Davis Polk & Wardwell LLP, regarding the material U.S. federal income tax consequences of owning and disposing of notes.
Based on current market conditions, in the opinion of our special tax counsel it is reasonable to treat the notes as “open transactions”
that are not debt instruments for U.S. federal income tax purposes, as more fully described in “Material U.S. Federal Income Tax
Consequences Tax Consequences to U.S. Holders Notes Treated as Open Transactions That Are Not Debt Instruments” in the
accompanying product supplement. Assuming this treatment is respected, subject to the possible application of the “constructive
ownership” rules, the gain or loss on your notes should be treated as long-term capital gain or loss if you hold your notes for more than
a year, whether or not you are an initial purchaser of notes at the issue price. The notes could be treated as “constructive ownership
transactions” within the meaning of Section 1260 of the Code, in which case any gain recognized in respect of the notes that would
otherwise be long-term capital gain and that was in excess of the “net underlying long-term capital gain” (as defined in Section 1260)
would be treated as ordinary income, and a notional interest charge would apply as if that income had accrued for tax purposes at a
constant yield over your holding period for the notes. Our special tax counsel has not expressed an opinion with respect to whether the
constructive ownership rules apply to the notes. Accordingly, U.S. Holders should consult their tax advisers regarding the potential
application of the constructive ownership rules.
PS-13 | Structured Investments
Buffered Digital Notes Linked to the Least Performing of the Consumer
Staples Select Sector SPDR® Fund, the Russell 2000® Index and the S&P
500® Futures Excess Return Index
The IRS or a court may not respect the treatment of the notes described above, in which case the timing and character of any income
or loss on your notes could be materially and adversely affected. In addition, in 2007 Treasury and the IRS released a notice
requesting comments on the U.S. federal income tax treatment of “prepaid forward contracts” and similar instruments. The notice
focuses in particular on whether to require investors in these instruments to accrue income over the term of their investment. It also
asks for comments on a number of related topics, including the character of income or loss with respect to these instruments; the
relevance of factors such as the nature of the underlying property to which the instruments are linked; the degree, if any, to which
income (including any mandated accruals) realized by non-U.S. investors should be subject to withholding tax; and whether these
instruments are or should be subject to the constructive ownership regime described above. While the notice requests comments on
appropriate transition rules and effective dates, any Treasury regulations or other guidance promulgated after consideration of these
issues could materially and adversely affect the tax consequences of an investment in the notes, possibly with retroactive effect. You
should consult your tax adviser regarding the U.S. federal income tax consequences of an investment in the notes, including the
potential application of the constructive ownership rules, possible alternative treatments and the issues presented by this notice.
Section 871(m) of the Code and Treasury regulations promulgated thereunder (“Section 871(m)”) generally impose a 30% withholding
tax (unless an income tax treaty applies) on dividend equivalents paid or deemed paid to Non-U.S. Holders with respect to certain
financial instruments linked to U.S. equities or indices that include U.S. equities. Section 871(m) provides certain exceptions to this
withholding regime, including for instruments linked to certain broad-based indices that meet requirements set forth in the applicable
Treasury regulations. Additionally, a recent IRS notice excludes from the scope of Section 871(m) instruments issued prior to January
1, 2027 that do not have a delta of one with respect to underlying securities that could pay U.S.-source dividends for U.S. federal
income tax purposes (each an “Underlying Security”). Based on certain determinations made by us, we expect that Section 871(m) will
not apply to the notes with regard to Non-U.S. Holders. Our determination is not binding on the IRS, and the IRS may disagree with
this determination. Section 871(m) is complex and its application may depend on your particular circumstances, including whether you
enter into other transactions with respect to an Underlying Security. If necessary, further information regarding the potential application
of Section 871(m) will be provided in the pricing supplement for the notes. You should consult your tax adviser regarding the potential
application of Section 871(m) to the notes.
The Estimated Value of the Notes
The estimated value of the notes set forth on the cover of this pricing supplement is equal to the sum of the values of the following
hypothetical components: (1) a fixed-income debt component with the same maturity as the notes, valued using the internal funding
rate described below, and (2) the derivative or derivatives underlying the economic terms of the notes. The estimated value of the
notes does not represent a minimum price at which JPMS would be willing to buy your notes in any secondary market (if any exists) at
any time. The internal funding rate used in the determination of the estimated value of the notes may differ from the market-implied
funding rate for vanilla fixed income instruments of a similar maturity issued by JPMorgan Chase & Co. or its affiliates. Any difference
may be based on, among other things, our and our affiliates’ view of the funding value of the notes as well as the higher issuance,
operational and ongoing liability management costs of the notes in comparison to those costs for the conventional fixed income
instruments of JPMorgan Chase & Co. This internal funding rate is based on certain market inputs and assumptions, which may prove
to be incorrect, and is intended to approximate the prevailing market replacement funding rate for the notes. The use of an internal
funding rate and any potential changes to that rate may have an adverse effect on the terms of the notes and any secondary market
prices of the notes. For additional information, see “Selected Risk Considerations — Risks Relating to the Estimated Value and
Secondary Market Prices of the Notes The Estimated Value of the Notes Is Derived by Reference to an Internal Funding Rate” in this
pricing supplement.
The value of the derivative or derivatives underlying the economic terms of the notes is derived from internal pricing models of our
affiliates. These models are dependent on inputs such as the traded market prices of comparable derivative instruments and on
various other inputs, some of which are market-observable, and which can include volatility, dividend rates, interest rates and other
factors, as well as assumptions about future market events and/or environments. Accordingly, the estimated value of the notes is
determined when the terms of the notes are set based on market conditions and other relevant factors and assumptions existing at that
time.
The estimated value of the notes does not represent future values of the notes and may differ from others estimates. Different pricing
models and assumptions could provide valuations for the notes that are greater than or less than the estimated value of the notes. In
addition, market conditions and other relevant factors in the future may change, and any assumptions may prove to be incorrect. On
future dates, the value of the notes could change significantly based on, among other things, changes in market conditions, our or
JPMorgan Chase & Co.s creditworthiness, interest rate movements and other relevant factors, which may impact the price, if any, at
which JPMS would be willing to buy notes from you in secondary market transactions.
PS-14 | Structured Investments
Buffered Digital Notes Linked to the Least Performing of the Consumer
Staples Select Sector SPDR® Fund, the Russell 2000® Index and the S&P
500® Futures Excess Return Index
The estimated value of the notes will be lower than the original issue price of the notes because costs associated with selling,
structuring and hedging the notes are included in the original issue price of the notes. These costs include the selling commissions
paid to JPMS and other affiliated or unaffiliated dealers, the projected profits, if any, that our affiliates expect to realize for assuming
risks inherent in hedging our obligations under the notes and the estimated cost of hedging our obligations under the notes. Because
hedging our obligations entails risk and may be influenced by market forces beyond our control, this hedging may result in a profit that
is more or less than expected, or it may result in a loss. A portion of the profits, if any, realized in hedging our obligations under the
notes may be allowed to other affiliated or unaffiliated dealers, and we or one or more of our affiliates will retain any remaining hedging
profits. See “Selected Risk Considerations — Risks Relating to the Estimated Value and Secondary Market Prices of the Notes The
Estimated Value of the Notes Will Be Lower Than the Original Issue Price (Price to Public) of the Notes” in this pricing supplement.
Secondary Market Prices of the Notes
For information about factors that will impact any secondary market prices of the notes, see “Risk Factors — Risks Relating to the
Estimated Value and Secondary Market Prices of the Notes Secondary market prices of the notes will be impacted by many
economic and market factors” in the accompanying product supplement. In addition, we generally expect that some of the costs
included in the original issue price of the notes will be partially paid back to you in connection with any repurchases of your notes by
JPMS in an amount that will decline to zero over an initial predetermined period. These costs can include selling commissions,
projected hedging profits, if any, and, in some circumstances, estimated hedging costs and our internal secondary market funding rates
for structured debt issuances. This initial predetermined time period is intended to be the shorter of six months and one-half of the
stated term of the notes. The length of any such initial period reflects the structure of the notes, whether our affiliates expect to earn a
profit in connection with our hedging activities, the estimated costs of hedging the notes and when these costs are incurred, as
determined by our affiliates. See “Selected Risk Considerations — Risks Relating to the Estimated Value and Secondary Market Prices
of the Notes The Value of the Notes as Published by JPMS (and Which May Be Reflected on Customer Account Statements) May
Be Higher Than the Then-Current Estimated Value of the Notes for a Limited Time Period” in this pricing supplement.
Supplemental Use of Proceeds
The notes are offered to meet investor demand for products that reflect the risk-return profile and market exposure provided by the
notes. See Hypothetical Payout Profile and How the Notes Work in this pricing supplement for an illustration of the risk-return profile
of the notes and The Underlyings in this pricing supplement for a description of the market exposure provided by the notes.
The original issue price of the notes is equal to the estimated value of the notes plus the selling commissions paid to JPMS and other
affiliated or unaffiliated dealers, plus (minus) the projected profits (losses) that our affiliates expect to realize for assuming risks inherent
in hedging our obligations under the notes, plus the estimated cost of hedging our obligations under the notes.
Additional Terms Specific to the Notes
You may revoke your offer to purchase the notes at any time prior to the time at which we accept such offer by notifying the applicable
agent. We reserve the right to change the terms of, or reject any offer to purchase, the notes prior to their issuance. In the event of any
changes to the terms of the notes, we will notify you and you will be asked to accept such changes in connection with your purchase.
You may also choose to reject such changes, in which case we may reject your offer to purchase.
You should read this pricing supplement together with the accompanying prospectus, as supplemented by the accompanying
prospectus supplement relating to our Series A medium-term notes of which these notes are a part, the accompanying prospectus
addendum and the more detailed information contained in the accompanying product supplement and the accompanying underlying
supplement. This pricing supplement, together with the documents listed below, contains the terms of the notes and supersedes all
other prior or contemporaneous oral statements as well as any other written materials including preliminary or indicative pricing terms,
correspondence, trade ideas, structures for implementation, sample structures, fact sheets, brochures or other educational materials of
ours. You should carefully consider, among other things, the matters set forth in the “Risk Factors” sections of the accompanying
prospectus supplement and the accompanying product supplement and in Annex A to the accompanying prospectus addendum, as the
notes involve risks not associated with conventional debt securities. We urge you to consult your investment, legal, tax, accounting and
other advisers before you invest in the notes.
You may access these documents on the SEC website at www.sec.gov as follows (or if such address has changed, by reviewing our
filings for the relevant date on the SEC website):
Product supplement no. 4-I dated April 13, 2023:
http://www.sec.gov/Archives/edgar/data/19617/000121390023029539/ea152803_424b2.pdf
Underlying supplement no. 1-I dated April 13, 2023:
http://www.sec.gov/Archives/edgar/data/19617/000121390023029543/ea151873_424b2.pdf
PS-15 | Structured Investments
Buffered Digital Notes Linked to the Least Performing of the Consumer
Staples Select Sector SPDR® Fund, the Russell 2000® Index and the S&P
500® Futures Excess Return Index
Prospectus supplement and prospectus, each dated April 13, 2023:
http://www.sec.gov/Archives/edgar/data/19617/000095010323005751/crt_dp192097-424b2.pdf
Prospectus addendum dated June 3, 2024:
http://www.sec.gov/Archives/edgar/data/1665650/000095010324007599/dp211753_424b3.htm
Our Central Index Key, or CIK, on the SEC website is 1665650, and JPMorgan Chase & Co.s CIK is 19617. As used in this pricing
supplement, we, us and our refer to JPMorgan Financial.
PS-16 | Structured Investments
Buffered Digital Notes Linked to the Least Performing of the Consumer
Staples Select Sector SPDR® Fund, the Russell 2000® Index and the S&P
500® Futures Excess Return Index
Annex A
The S&P 500® Futures Excess Return Index
All information contained in this pricing supplement regarding the S&P 500® Futures Excess Return Index (the “SPX Futures Index”),
including, without limitation, its make-up, method of calculation and changes in its components, has been derived from publicly
available information, without independent verification. This information reflects the policies of, and is subject to change by, S&P Dow
Jones Indices LLC (“S&P Dow Jones”). The SPX Futures Index is calculated, maintained and published by S&P Dow Jones. S&P Dow
Jones has no obligation to continue to publish, and may discontinue the publication of, the SPX Futures Index.
The SPX Futures Index is reported by Bloomberg L.P. under the ticker symbol “SPXFP.”
The SPX Futures Index measures the performance of the nearest maturing quarterly E-mini® S&P 500® futures contracts (Symbol: ES)
(the “Underlying Futures Contracts”) trading on the Chicago Mercantile Exchange (the “Exchange”). E-mini® S&P 500® futures
contracts are U.S. dollar-denominated futures contracts based on the S&P 500® Index. For additional information about the S&P 500®
Index, see “Equity Index Descriptions — The S&P U.S. Indices” in the accompanying underlying supplement. The SPX Futures Index
is calculated real-time from the price change of the Underlying Futures Contracts. The SPX Futures Index is an “excess return” index
that is based on price levels of the Underlying Futures Contracts as well as the discount or premium obtained by “rolling” hypothetical
positions in the Underlying Futures Contracts as they approach delivery. The SPX Futures Index does not reflect interest earned on
hypothetical, fully collateralized contract positions.
Index Rolling
As each Underlying Futures Contract approaches maturity, it is replaced by the next maturing Underlying Futures Contract in a process
referred to as “rolling.” The rolling of the SPX Futures Index occurs quarterly over a one-day rolling period (the “roll day”) every March,
June, September and December, effective after the close of trading five business days preceding the last trading date of the maturing
Underlying Futures Contract.
On any scheduled roll day, the occurrence of either of the following circumstances will result in an adjustment of the roll day according
to the procedure set forth in this section:
An exchange holiday occurs on that scheduled roll day.
The daily contract price of any Underlying Futures Contract within the index on that scheduled roll day is a limit price.
If either of the above events occur, the relevant roll day will take place on the next designated commodity index business day whereby
none of the circumstances identified take place.
If a disruption is approaching the last trading day of a contract expiration, the Index Committee (defined below) will convene to
determine the appropriate course of action, which may include guidance from the Exchange.
The Index Committee may change the date of a given rebalancing for reasons including market holidays occurring on or around the
scheduled rebalancing date. Any such change will be announced with proper advance notice where possible.
Index Calculations
The closing level of the SPX Futures Index on any trading day reflects the change in the daily contract price of the Underlying Futures
Contract since the immediately preceding trading day. On each quarterly roll day, the closing level of the SPX Futures Index reflects
the change from the daily contract price of the maturing Underlying Futures Contract on the immediately preceding trading day to the
daily contract price of the next maturing Underlying Futures Contract on that roll day.
The daily contract price of an Underlying Futures Contract will be the settlement price reported by the Exchange. If the Exchange fails
to open due to unforeseen circumstances, such as natural disasters, inclement weather, outages, or other events, the SPX Futures
Index uses the prior daily contract prices. In situations where the Exchange is forced to close early due to unforeseen events, such as
computer or electric power failures, weather conditions or other events, S&P Dow Jones calculates the closing level of the SPX Futures
Index based on (1) the daily contract price published by the Exchange, or (2) if no daily contract price is available, the Index Committee
determines the course of action and notifies clients accordingly.
Index Corrections and Recalculations
S&P Dow Jones reserves the right to recalculate an index at its discretion in the event that settlement prices are amended or upon the
occurrence of a missed index methodology event (deviation from what is stated in the methodology document).
PS-17 | Structured Investments
Buffered Digital Notes Linked to the Least Performing of the Consumer
Staples Select Sector SPDR® Fund, the Russell 2000® Index and the S&P
500® Futures Excess Return Index
Index Governance
An S&P Dow Jones index committee (the “Index Committee”) maintains the SPX Futures Index. All committee members are full-time
professional members of S&P Dow Jones’ staff. The Index Committee may revise index policy covering rules for including currencies,
the timing of rebalancing or other matters. The Index Committee considers information about changes to the SPX Futures Index and
related matters to be potentially market moving and material. Therefore, all Index Committee discussions are confidential.
The Index Committees reserve the right to make exceptions when applying the methodology of the SPX Futures Index if the need
arises. In any scenario where the treatment differs from the general rules stated in this document or supplemental documents, notice
will be provided, whenever possible.
In addition to the daily governance of the SPX Futures Index and maintenance of its index methodology, at least once within any 12-
month period, the Index Committee reviews the methodology to ensure the SPX Futures Index continues to achieve the stated
objectives, and that the data and methodology remain effective. In certain instances, S&P Dow Jones may publish a consultation
inviting comments from external parties.
License Agreement
JPMorgan Chase & Co. or its affiliate has entered into an agreement with S&P Dow Jones that provides it and certain of its affiliates or
subsidiaries, including JPMorgan Financial, with a non-exclusive license and, for a fee, with the right to use the SPX Futures Index,
which is owned and published by S&P Dow Jones, in connection with certain securities, including the notes.
The notes are not sponsored, endorsed, sold or promoted by S&P Dow Jones or its third-party licensors. Neither S&P Dow Jones nor
its third-party licensors make any representation or warranty, express or implied, to the owners of the notes or any member of the public
regarding the advisability of investing in securities generally or in the notes particularly or the ability of the SPX Futures Index to track
general stock market performance. S&P Dow Jones’ and its third-party licensors’ only relationship to JPMorgan Financial or JPMorgan
Chase & Co. is the licensing of certain trademarks and trade names of S&P Dow Jones and the third-party licensors and of the SPX
Futures Index which is determined, composed and calculated by S&P Dow Jones or its third-party licensors without regard to JPMorgan
Financial or JPMorgan Chase & Co. or the notes. S&P Dow Jones and its third-party licensors have no obligation to take the needs of
JPMorgan Financial or JPMorgan Chase & Co. or the owners of the notes into consideration in determining, composing or calculating
the SPX Futures Index. Neither S&P Dow Jones nor its third-party licensors are responsible for and has not participated in the
determination of the prices and amount of the notes or the timing of the issuance or sale of the notes or in the determination or
calculation of the equation by which the notes are to be converted into cash. S&P Dow Jones has no obligation or liability in connection
with the administration, marketing or trading of the notes.
NEITHER S&P DOW JONES, ITS AFFILIATES NOR THEIR THIRD-PARTY LICENSORS GUARANTEE THE ADEQUACY,
ACCURACY, TIMELINESS OR COMPLETENESS OF THE SPX FUTURES INDEX OR ANY DATA INCLUDED THEREIN OR ANY
COMMUNICATIONS, INCLUDING BUT NOT LIMITED TO, ORAL OR WRITTEN COMMUNICATIONS (INCLUDING ELECTRONIC
COMMUNICATIONS) WITH RESPECT THERETO. S&P DOW JONES, ITS AFFILIATES AND THEIR THIRD-PARTY LICENSORS
SHALL NOT BE SUBJECT TO ANY DAMAGES OR LIABILITY FOR ANY ERRORS, OMISSIONS OR DELAYS THEREIN. S&P
DOW JONES MAKES NO EXPRESS OR IMPLIED WARRANTIES, AND EXPRESSLY DISCLAIMS ALL WARRANTIES OF
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE WITH RESPECT TO THE MARKS, THE SPX
FUTURES INDEX OR ANY DATA INCLUDED THEREIN. WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT
WHATSOEVER SHALL S&P DOW JONES, ITS AFFILIATES OR THEIR THIRD-PARTY LICENSORS BE LIABLE FOR ANY
INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO, LOSS OF
PROFITS, TRADING LOSSES, LOST TIME OR GOODWILL, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF
SUCH DAMAGES, WHETHER IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE.
“S&P®” and “S&P 500® are trademarks of S&P Global, Inc. or its affiliates and have been licensed for use by JPMorgan Chase & Co.
and its affiliates, including JPMorgan Financial.
Background on Futures Contracts
Overview of Futures Markets
Futures contracts are contracts that legally obligate the holder to buy or sell an asset at a predetermined delivery price during a
specified future time period. Futures contracts are traded on regulated futures exchanges, in the over-the-counter market and on
various types of physical and electronic trading facilities and markets. An exchange-traded futures contract provides for the purchase
and sale of a specified type and quantity of an underlying asset or financial instrument during a stated delivery month for a fixed price.
A futures contract provides for a specified settlement month in which the cash settlement is made or in which the underlying asset or
financial instrument is to be delivered by the seller (whose position is therefore described as “short”) and acquired by the purchaser
(whose position is therefore described as “long”).
PS-18 | Structured Investments
Buffered Digital Notes Linked to the Least Performing of the Consumer
Staples Select Sector SPDR® Fund, the Russell 2000® Index and the S&P
500® Futures Excess Return Index
No purchase price is paid or received on the purchase or sale of a futures contract. Instead, an amount of cash or cash equivalents
must be deposited with the broker as “initial margin.” This amount varies based on the requirements imposed by the exchange clearing
houses, but it may be lower than 5% of the notional value of the contract. This margin deposit provides collateral for the obligations of
the parties to the futures contract.
By depositing margin, which may vary in form depending on the exchange, with the clearing house or broker involved, a market
participant may be able to earn interest on its margin funds, thereby increasing the total return that it may realize from an investment in
futures contracts.
In the United States, futures contracts are traded on designated contract markets. At any time prior to the expiration of a futures
contract, a trader may elect to close out its position by taking an opposite position on the exchange on which the trader obtained the
position, subject to the availability of a liquid secondary market. This operates to terminate the position and fix the trader’s profit or loss.
Futures contracts are cleared through the facilities of a centralized clearing house and a brokerage firm, referred to as a “futures
commission merchant,” which is a member of the clearing house.
Unlike common equity securities, futures contracts, by their terms, have stated expirations. At a specific point in time prior to expiration,
trading in a futures contract for the current delivery month will cease. As a result, a market participant wishing to maintain its exposure
to a futures contract on a particular asset or financial instrument with the nearest expiration must close out its position in the expiring
contract and establish a new position in the contract for the next delivery month, a process referred to as “rolling.” For example, a
market participant with a long position in a futures contract expiring in November who wishes to maintain a position in the nearest
delivery month will, as the November contract nears expiration, sell the November contract, which serves to close out the existing long
position, and buy a futures contract expiring in December. This will “roll” the November position into a December position, and, when
the November contract expires, the market participant will still have a long position in the nearest delivery month.
Futures exchanges and clearing houses in the United States are subject to regulation by the Commodity Futures Trading Commission
(the “CFTC”). Exchanges may adopt rules and take other actions that affect trading, including imposing speculative position limits,
maximum price fluctuations and trading halts and suspensions and requiring liquidation of contracts in certain circumstances. Futures
markets outside the United States are generally subject to regulation by foreign regulatory authorities comparable to the CFTC. The
structure and nature of trading on non-U.S. exchanges, however, may differ from the above description.
Underlying Futures Contracts
E-mini® S&P 500® futures contracts are U.S. dollar-denominated futures contracts, based on the S&P 500® Index, traded on the
Exchange, representing a contract unit of $50 multiplied by the S&P 500® Index, measured in cents per index point.
E-mini® S&P 500® futures contracts listed for the nearest nine quarters, for each March, June, September and December, and the
nearest three Decembers are available for trading. Trading of the E-mini® S&P 500® futures contracts will terminate at 9:30 A.M.
Eastern time on the third Friday of the contract month.
The daily settlement prices of the E-mini® S&P 500® futures contracts are based on trading activity in the relevant contract (and in the
case of a lead month also being the expiry month, together with trading activity on lead month-second month spread contracts) on the
Exchange during a specified settlement period. The final settlement price of E-mini® S&P 500® futures contracts is based on the
opening prices of the component stocks in the S&P 500® Index, determined on the third Friday of the contract month.

FAQ

What is AMJB’s new 424B2 Buffered Digital Note linked to?

It is linked to the least performing of the Consumer Staples Select Sector SPDR Fund (XLP), the Russell 2000 Index (RTY) and the S&P 500 Futures Excess Return Index (SPXFP).

What return can the AMJB notes provide at maturity?

A fixed Contingent Digital Return of at least 10.30% if each Underlying is at or above its Strike Value or down by up to 25.00%.

How does downside work on the AMJB notes?

If any Underlying is below its Strike Value by more than 25.00%, payment is reduced using the 1.33333 Downside Leverage Factor, which can lead to loss of principal.

What are the key dates for the AMJB notes?

Strike Date October 17, 2025; expected pricing on or about October 21, 2025; settlement on or about October 24, 2025; Observation Date January 15, 2027; Maturity Date January 21, 2027.

What are the per-note pricing and fees for AMJB’s notes?

Price to public is $1,000 per note; selling commissions will not exceed $2.00 per $1,000 principal amount.

What is the estimated value of the AMJB notes?

If priced today, approximately $992.90 per $1,000; when set, it will not be less than $960.00 per $1,000.

Do the AMJB notes pay interest or dividends?

No. The notes pay no periodic interest or dividends and are unsecured obligations subject to issuer and guarantor credit risk.
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