PS-1| Structured Investments
Auto Callable Contingent Interest Notes Linked to the MerQube US
Small-Cap Vol Advantage Index
Key Terms
Issuer: JPMorgan Chase Financial Company LLC, a direct,
wholly owned finance subsidiary of JPMorgan Chase & Co.
Guarantor: JPMorgan Chase & Co.
Index: The MerQube US Small-Cap Vol Advantage Index
(Bloomberg ticker: MQUSSVA). The level of the Index reflects a
deduction of 6.0% per annum that accrues daily.
Contingent Interest Payments:
If the notes have not been automatically called and the closing
level of the Index on any Review Date is greater than or
equal to the Interest Barrier, you will receive on the applicable
Interest Payment Date for each $1,000 principal amount
note a Contingent Interest Payment equal to at least $27.50
(equivalent to a Contingent Interest Rate of at least 11.00% per
annum, payable at a rate of at least 2.75% per quarter) (to be
provided in the pricing supplement).
If the closing level of the Index on any Review Date is less than
the Interest Barrier, no Contingent Interest Payment will be
made with respect to that Review Date.
Contingent Interest Rate: At least 11.00% per annum, payable
at a rate of at least 2.75% per quarter (to be provided in the
pricing supplement)
Interest Barrier/Trigger Value: 60.00% of the Initial Value
Pricing Date: On or about December 18, 2025
Original Issue Date (Settlement Date): On or about December
23, 2025
Review Dates*: March 18, 2026, June 18, 2026, September
18, 2026, December 18, 2026, March 18, 2027, June 21,
2027, September 20, 2027, December 20, 2027, March
20, 2028, June 20, 2028, September 18, 2028, December
18, 2028, March 19, 2029, June 18, 2029, September 18,
2029, December 18, 2029, March 18, 2030, June 18, 2030,
September 18, 2030 and December 18, 2030 (final Review
Date)
Interest Payment Dates*: March 23, 2026, June 24,
2026, September 23, 2026, December 23, 2026, March
23, 2027, June 24, 2027, September 23, 2027, December
23, 2027, March 23, 2028, June 23, 2028, September 21,
2028, December 21, 2028, March 22, 2029, June 22, 2029,
September 21, 2029, December 21, 2029, March 21, 2030,
June 24, 2030, September 23, 2030 and the Maturity Date
Maturity Date*: December 23, 2030
Call Settlement Date*: If the notes are automatically called on
any Review Date (other than the first and final Review Dates),
the first Interest Payment Date immediately following that
Review Date
* Subject to postponement in the event of a market disruption event and
as described under “Supplemental Terms of the Notes — Postponement
of a Determination Date — Notes Linked Solely to an Index” in the
accompanying underlying supplement and “General Terms of Notes
— Postponement of a Payment Date” in the accompanying product
supplement
Automatic Call:
If the closing level of the Index on any Review Date (other than
the first and final Review Dates) is greater than or equal to the
Initial Value, the notes will be automatically called for a cash
payment, for each $1,000 principal amount note, equal to (a)
$1,000 plus (b) the Contingent Interest Payment applicable to
that Review Date, payable on the applicable Call Settlement
Date. No further payments will be made on the notes.
Payment at Maturity:
If the notes have not been automatically called and the Final
Value is greater than or equal to the Trigger Value, you will
receive a cash payment at maturity, for each $1,000 principal
amount note, equal to (a) $1,000 plus (b) the Contingent
Interest Payment applicable to the final Review Date.
If the notes have not been automatically called and the Final
Value is less than the Trigger Value, your payment at maturity
per $1,000 principal amount note will be calculated as follows:
$1,000 + ($1,000 × Index Return)
If the notes have not been automatically called and the Final
Value is less than the Trigger Value, you will lose more than
40.00% of your principal amount at maturity and could lose all of
your principal amount at maturity.
Index Return:
(Final Value – Initial Value)
Initial Value
Initial Value: The closing level of the Index on the Pricing Date
Final Value: The closing level of the Index on the final Review
Date