JPMorgan (AMJB) 5yr MQUSLVA Review Notes link to MerQube vol index

Rhea-AI Filing Summary

JPMorgan Chase Financial Company LLC, guaranteed by JPMorgan Chase & Co., is offering 5-year callable notes linked to the MerQube US Large-Cap Vol Advantage Index. The index provides rules-based exposure to E-Mini S&P 500 futures with a maximum futures exposure of 500% and includes a 6.0% per annum daily deduction.

The notes have a 50.00% barrier of the initial index value and are reviewed annually through a final review date of December 18, 2030, with maturity on December 23, 2030. If on any review date the index is at or above its initial level, the notes are automatically called and pay back principal plus a call premium of at least 24.00% per annum, increasing by at least 24.00% on each subsequent review date.

If the notes are not called and the final index value is at or above the barrier, investors receive principal back at maturity. If the final value is below the barrier, repayment is reduced one-for-one with the index decline, and investors can lose more than 50% and up to all of their principal. Payments depend on the credit of JPMorgan Chase Financial Company LLC and JPMorgan Chase & Co., and the notes pay no interest, dividends or voting rights.

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Accepted by SEC EDGAR 12/02/2025 - 07:52 PM Learn about SEC filing dates

FAQ

What are the JPMorgan AMJB 5yr MQUSLVA Review Notes?

These notes are 5-year structured securities issued by JPMorgan Chase Financial Company LLC, linked to the MerQube US Large-Cap Vol Advantage Index and guaranteed by JPMorgan Chase & Co.

How do investors earn returns on the AMJB 5yr MQUSLVA Review Notes?

If on a review date the index is at or above its initial value, the notes are automatically called and pay back principal plus a call premium of at least 24.00% per annum, increasing with each year they remain outstanding.

What happens at maturity if the AMJB notes are not automatically called?

If not called and the final index value is at or above 50.00% of the initial value, investors receive their principal. If the final value is below that barrier, the payoff is $1,000 plus $1,000 times the index return, so investors can lose more than half or all of their principal.

What are the main risks of the JPMorgan AMJB MQUSLVA notes?

Key risks include loss of principal, no guaranteed return, exposure to the issuer and guarantor’s credit risk, limited upside to the call premiums, lack of liquidity, complex tax treatment and risks tied to a leveraged futures-based index with a 6.0% annual fee deduction.

How does the MerQube US Large-Cap Vol Advantage Index affect the AMJB notes?

The index uses a rules-based approach to allocate between E-Mini S&P 500 futures and cash, with exposure between 0% and 500%, and its level is reduced by a 6.0% per annum daily deduction, which directly influences the notes’ potential payments.

Do the AMJB 5yr MQUSLVA Review Notes pay interest or dividends?

No. The notes make no periodic interest or dividend payments and offer no voting rights. Potential returns come only from automatic call payments or the final maturity payment.

What is the minimum denomination for investing in the JPMorgan AMJB structured notes?

The notes have a minimum denomination of $1,000 per principal amount note.

Terms supplement to the prospectus dated April 13, 2023, the prospectus supplement dated April 13, 2023, the product supplement no. 4-I dated April 13, 2023, the underlying supplement no. 5-III dated March 5, 2025 and the prospectus addendum dated June 3, 2024 Registration Statement Nos. 333-270004 and 333-270004-01 Dated December 2, 2025 Rule 424(b)(3) North America Structured Investments 5yr MQUSLVA Review Notes J.P. Morgan Structured Investments | 1 800 576 3529 | jpm_structured_investments@jpmorgan.com The following is a summary of the terms of the notes offered by the preliminary pricing supplement hyperlinked below. Index Overview The MerQube US Large-Cap Vol Advantage Index (the “Underlying”) attempts to provide a dynamic rules-based exposure to an unfunded rolling position in E-Mini® S&P 500® futures (the “Futures Contracts”), which reference the S&P 500® Index (the “Constituent”), while targeting a level of implied volatility, with a maximum exposure to the Futures Contracts of 500% and a minimum exposure to the Futures Contracts of 0%. The Index is subject to a 6.0% per annum daily deduction. The Constituent consists of stocks of 500 companies selected to provide a performance benchmark for the U.S. equity markets. Summary of Terms Issuer: JPMorgan Chase Financial Company LLC Guarantor: JPMorgan Chase & Co. Minimum Denomination: $1,000 Underlying: The MerQube US Large-Cap Vol Advantage Index (Bloomberg ticker: MQUSLVA). The level of the Underlying reflects a deduction of 6.0% per annum that accrues daily. Barrier Amount: 50.00% of the Initial Value Pricing Date: December 18, 2025 Review Dates: Annually Final Review Date: December 18, 2030 Maturity Date: December 23, 2030 CUSIP: 48136L7E3 Preliminary Pricing Supplement: http://sp.jpmorgan.com/document/cusip/48136L7E3/doctype/Product_Termsheet/document.pdf Estimated Value: The estimated value of the notes, when the terms of the notes are set, will not be less than $900.00 per $1,000 principal amount note. For more information about the estimated value of the notes, which likely will be lower than the price you paid for the notes, please see the hyperlink above. You may lose some or all of your principal at maturity. Any payment on the notes is subject to the credit risk of JPMorgan Chase Financial Company LLC, as issuer of the notes, and the credit risk of JPMorgan Chase & Co., as guarantor of the notes. Automatic Call If the closing value of the Underlying on any Review Date is greater than or equal to the Call 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 Call Premium Amount applicable to that Review Date, payable on the applicable Call Settlement Date. No further payments will be made on the notes. Review Date Call Value Call Premium* First 100.00% of the Initial Value At least 24.00% Second 100.00% of the Initial Value At least 48.00% Third 100.00% of the Initial Value At least 72.00% Fourth 100.00% of the Initial Value At least 96.00% Final 100.00% of the Initial Value At least 120.00% Payment At Maturity If the notes have not been automatically called and the Final Value is greater than or equal to the Barrier Amount, you will receive the principal amount of your notes at maturity. If the notes have not been automatically called and the Final Value is less than the Barrier Amount, your payment at maturity per $1,000 principal amount note will be calculated as follows: $1,000 + ($1,000 × Underlying Return) If the notes have not been automatically called and the Final Value is less than the Barrier Amount, you will lose more than 50.00% of your principal amount at maturity and could lose all of your principal amount at maturity. Investing in the notes linked to the Underlying involves a number of risks. See “Selected Risks” on page 2 of this document, “Risk Factors” in the prospectus supplement and the relevant product supplement and underlying supplement, Annex A to the prospectus addendum and “Selected Risk Considerations” in the relevant pricing supplement. Hypothetical Examples of Amounts Payable Upon Automatic Call or at Maturity** Underlying Return at Review Date Total Return at First Review Date* Total Return at Second Review Date* Total Return at Third Review Date* Total Return at Final Review Date* 100.00% 24.00% 48.00% 72.00% 120.00% 80.00% 24.00% 48.00% 72.00% 120.00% 40.00% 24.00% 48.00% 72.00% 120.00% 20.00% 24.00% 48.00% 72.00% 120.00% 10.00% 24.00% 48.00% 72.00% 120.00% 0.00% 24.00% 48.00% 72.00% 120.00% -0.01% N/A N/A N/A 0.00% -5.00% N/A N/A N/A 0.00% -10.00% N/A N/A N/A 0.00% -20.00% N/A N/A N/A 0.00% -40.00% N/A N/A N/A 0.00% -50.00% N/A N/A N/A 0.00% -50.01% N/A N/A N/A -50.01% -60.00% N/A N/A N/A -60.00% -80.00% N/A N/A N/A -80.00% -100.00% N/A N/A N/A -100.00% Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of the notes or passed upon the accuracy or the adequacy of this document or the relevant product supplement, underlying supplement, prospectus supplement, prospectus and prospectus addendum. Any representation to the contrary is a criminal offense. * In each case, to be determined on the Pricing Date, but not less than the minimum Call Premium, as applicable. ** Not all Review Dates reflected. Reflects a Call Premium of 24.00% per annum. The Call Premium will be determined on the Pricing Date and will not be less than 24.00% per annum. The “total return” as used above is the number expressed, as a percentage, that results from comparing the payment on the applicable payment date per $1,000 principal amount note to $1,000. The hypothetical returns on the notes shown above apply only if you hold the notes for their entire term or until automatically called. These hypotheticals do not reflect fees or expenses that would be associated with any sale in the secondary market. If these fees and expenses were included, the hypothetical returns shown above would likely be lower. Capitalized terms used but not defined herein shall have the meaning set forth in the preliminary pricing supplement.

North America Structured Investments 5yr MQUSLVA Review Notes J.P. Morgan Structured Investments | 1 800 576 3529 | jpm_structured_investments@jpmorgan.com Selected Risks 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. ● The level of the Underlying will include a 6.0% per annum daily deduction. ● Any payment on the notes is subject to the credit risks of JPMorgan Chase Financial Company LLC and JPMorgan Chase & Co. Therefore the value of the notes prior to maturity will be subject to changes in the market’s view of the creditworthiness of JPMorgan Chase Financial Company LLC or JPMorgan Chase & Co. ● As a finance subsidiary, JPMorgan Chase Financial Company LLC has no independent operations and has limited assets. ● The appreciation potential of the notes is limited to any Call Premium Amount paid on the notes. ● The benefit provided by the Barrier Amount may terminate on the final Review Date. ● The automatic call feature may force a potential early exit. ● No interest payments, dividend payments or voting rights. ● Lack of liquidity: J.P. Morgan Securities LLC (who we refer to as "JPMS"), intends to offer to purchase the notes in the secondary market but is not required to do so. The price, if any, at which JPMS will be willing to purchase notes from you in the secondary market, if at all, may result in a significant loss of your principal. ● The tax consequences of the notes may be uncertain. You should consult your tax adviser regarding the U.S. federal income tax consequences of an investment in the notes. Risks Relating to Conflicts of Interest ● Potential conflicts: We and our affiliates play a variety of roles in connection with the issuance of notes, including acting as calculation agent and hedging our obligations under the notes, and making the assumptions used to determine the pricing of the notes and the estimated value of the notes when the terms of the notes are set. It is possible that such hedging or other trading activities of J.P. Morgan or its affiliates could result in substantial returns for J.P. Morgan and its affiliates while the value of the notes declines. ● Our affiliate, JPMS, worked with MerQube in developing the guidelines and policies governing the composition and calculation of the Underlying. Selected Risks (continued) 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 determined by reference to an internal funding rate. ● The estimated value of the notes does not represent future values and may differ from others’ estimates. ● The value of the notes, which may be reflected in customer account statements, may be higher than the then-current estimated value of the notes for a limited time period. Risks Relating to the Underlying ● The Underlying may not be successful or outperform any alternative strategy. ● The Underlying may not approximate its target volatility. ● The Underlying is subject to risks associated with the use of significant leverage. ● The Underlying may be significantly uninvested. ● The Underlying may be adversely affected if later futures contracts have higher prices than an expiring futures contract included in the Underlying. ● The Underlying is an excess return index that does not reflect “total returns.” ● JPMorgan Chase & Co. is currently one of the companies that make up the S&P 500® Index. ● Concentration risks associated with the Underlying may adversely affect the value of your notes. ● The Underlying is subject to significant risks associated with futures contracts, including volatility. ● Suspension or disruptions of market trading in futures contracts may adversely affect the value of your notes. ● The official settlement price and intraday trading prices of the relevant futures contracts may not be readily available. ● Changes in the margin requirements for the futures contracts included in the Underlying may adversely affect the value of the notes. ● The Underlying was established on February 11, 2022 and may perform in unanticipated ways. The risks identified above are not exhaustive. Please see “Risk Factors” in the prospectus supplement and the applicable product supplement and underlying supplement, Annex A to the prospectus addendum and “Selected Risk Considerations” in the applicable preliminary pricing supplement for additional information. Additional Information Any information relating to performance contained in these materials is illustrative and no assurance is given that any indicative returns, performance or results, whether historical or hypothetical, will be achieved. These terms are subject to change, and J.P. Morgan undertakes no duty to update this information. This document shall be amended, superseded and replaced in its entirety by a subsequent preliminary pricing supplement and/or pricing supplement, and the documents referred to therein. In the event any inconsistency between the information presented herein and any such preliminary pricing supplement and/or pricing supplement, such preliminary pricing supplement and/or pricing supplement shall govern. Past performance, and especially hypothetical back-tested performance, is not indicative of future results. Actual performance may vary significantly from past performance or any hypothetical back-tested performance. This type of information has inherent limitations and you should carefully consider these limitations before placing reliance on such information. IRS Circular 230 Disclosure: JPMorgan Chase & Co. and its affiliates do not provide tax advice. Accordingly, any discussion of U.S. tax matters contained herein (including any attachments) is not intended or written to be used, and cannot be used, in connection with the promotion, marketing or recommendation by anyone unaffiliated with JPMorgan Chase & Co. of any of the matters addressed herein or for the purpose of avoiding U.S. tax-related penalties. Investment suitability must be determined individually for each investor, and the financial instruments described herein may not be suitable for all investors. This information is not intended to provide and should not be relied upon as providing accounting, legal, regulatory or tax advice. Investors should consult with their own advisers as to these matters. This material is not a product of J.P. Morgan Research Departments.