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JPMorgan Chase & Co. is offering $6,000,000,000 of senior notes across three tranches: $400,000,000 floating rate notes due 2032, $2,600,000,000 fixed-to-floating rate notes due 2032, and $3,000,000,000 fixed-to-floating rate notes due 2037. The 2032 fixed-to-floating notes pay a fixed 4.347% annual rate until January 22, 2031, then switch to a floating rate of Compounded SOFR plus 0.840% until maturity. The 2037 fixed-to-floating notes pay 4.898% annually until January 22, 2036, then float at Compounded SOFR plus 1.070%.
The separate 2032 floating rate notes pay Compounded SOFR plus 0.840%, with interest paid quarterly. All notes are unsecured, unsubordinated obligations, sold at 100% of principal with underwriting discounts, generating approximately $5,976,000,000 in proceeds. JPMorgan Chase will contribute the net proceeds to JPMorgan Chase Holdings LLC for general corporate purposes, including funding subsidiaries, paying dividends, redeeming securities and potential acquisitions. The notes will not be listed on a securities exchange and may be redeemed early on specified dates at defined prices.
JPMorgan Chase & Co. is offering callable fixed rate notes due April 23, 2029. The notes pay fixed interest at an annual rate of 4.00%, with interest paid in arrears each January 23 starting in 2027 and on the maturity date, using a 30/360 day count convention.
The issuer may redeem the notes early, in whole but not in part, on the 23rd day of January, April, July and October from January 23, 2028 through January 23, 2029, at par plus accrued interest. The notes are unsecured obligations of JPMorgan Chase & Co., are not bank deposits and are not insured by the FDIC or any government agency.
The disclosure highlights that under JPMorgan Chase & Co.’s preferred “single point of entry” resolution strategy, losses in a failure scenario would be borne first by equity and then by unsecured creditors, including holders of these notes, who would rank behind creditors of its subsidiaries.
JPMorgan Chase Financial Company LLC is offering Auto Callable Buffered Return Enhanced Notes linked to the S&P 500® Index, fully and unconditionally guaranteed by JPMorgan Chase & Co. The notes are issued at $1,000 each, for a total offering of $1,090,000, with selling fees of $15.83 per note and proceeds to the issuer of $984.17 per note. If the Index on the March 15, 2027 Review Date is at or above the strike level of 6,963.74, the notes are automatically called for $1,000 plus an 11.15% call premium. If not called, at March 16, 2028 maturity investors get 1.50 times any positive Index return, principal back if the Index is down by up to 20%, and a 1-for-1 loss beyond that, which can mean losing most or all principal. The notes pay no interest or dividends, are unsecured, and had an estimated value of $978.40 per $1,000 at pricing.
JPMorgan Chase Financial Company LLC, fully guaranteed by JPMorgan Chase & Co., is offering Medium-Term Notes, Series A called Capped Buffered Enhanced Participation Basket-Linked Notes due April 23, 2027. Each note has a $1,000 principal amount and pays no interest. The return depends on an unequally weighted equity index basket: EURO STOXX 50® (38%), TOPIX® (26%), FTSE® 100 (17%), Swiss Market Index (11%) and S&P/ASX 200 (8%).
The initial basket level is set at 100. At maturity, if the final basket level is above 100, investors receive 1.5x any positive basket return, capped at a maximum settlement amount expected between $1,183.60 and $1,215.40 per $1,000 note. If the basket falls up to 10%, investors receive full principal back. If it falls more than 10%, losses are magnified by a buffer rate of about 1.1111, and investors can lose their entire investment.
The notes will not be listed on any exchange and are subject to the credit risk of both JPMorgan Chase Financial Company LLC and JPMorgan Chase & Co. The original issue price is 100% of principal, with selling commissions up to 0.92%. The estimated value at pricing is expected between $978.10 and $988.10 per $1,000 note, reflecting embedded selling, structuring and hedging costs.
JPMorgan Chase Financial Company LLC, fully guaranteed by JPMorgan Chase & Co., is offering auto callable accelerated barrier notes linked to the iShares Ethereum Trust ETF. Each note has a $1,000 denomination and may be automatically called on February 3, 2027 if the ETF’s price is at or above the Call Value, paying $1,000 plus a call premium of at least $280.
If not called, at maturity in February 2029 investors receive 1.50 times any positive Fund return, full principal back if the ETF stays at or above 60% of its initial level, and suffer 1:1 losses below that barrier, with the possibility of losing all principal. The preliminary estimated value is about $899.20 per $1,000 note and will not be less than $880.00, and the notes pay no interest, are unsecured, and carry significant risks tied to ether’s high volatility and evolving regulation.
JPMorgan Chase Financial Company LLC is offering $1,500,000 of auto callable contingent interest notes linked to the S&P 500® Index. The notes pay a Contingent Interest Payment of $20.00 per $1,000 principal amount on each Interest Payment Date if, on the related Review Date, the Index is at or above an Interest Barrier of 5,570.992, equal to 80.00% of the Index Strike Level of 6,963.74. Any missed interest can be paid later if the barrier is met on a subsequent Review Date.
The notes may be automatically called on any non‑final Review Date from May 13, 2026 onward if the Index is at or above the Index Strike Level, returning $1,000 per note plus the applicable Contingent Interest Payment and any unpaid Contingent Interest Payments. If the notes are not called and the Ending Index Level on February 16, 2027 is below the Trigger Level of 5,570.992, principal is reduced 1% for every 1% the Index is below the strike, so investors can lose more than 20.00% and up to all of their principal.
The notes are unsecured, unsubordinated obligations of JPMorgan Chase Financial Company LLC, fully and unconditionally guaranteed by JPMorgan Chase & Co., and will not be listed on an exchange. The price to public is $1,000.00 per note, with underwriting fees of $10.42 and proceeds to the issuer of $989.58 per note; the estimated value at pricing was $980.50 per $1,000 note.
JPMorgan Chase Financial Company LLC is offering $693,000 of structured "Review Notes" linked to the least performing of the Dow Jones Industrial Average®, the Russell 2000® Index and the S&P 500® Index, maturing on January 17, 2031 and fully guaranteed by JPMorgan Chase & Co.
The notes can be automatically called on scheduled Review Dates starting January 19, 2027 if all three indices are at or above 100% of their Initial Values, paying back $1,000 plus a call premium that steps up from 7.55% to 37.75%. If not called, and each Final Index Value is at least 70% of its Initial Value, investors receive their principal plus the absolute value of the loss on the worst index, capped at a 30.00% gain (maximum payment $1,300 per $1,000 note).
If any index finishes below its 70% Barrier Amount and the notes have not been called, repayment is reduced one-for-one with the decline of the worst index, and investors can lose most or all principal. The notes pay no interest or dividends, are unsecured, are not FDIC insured, and may be hard to sell before maturity. The price to public is $1,000 per note, with estimated value of $928.90 at pricing.
JPMorgan Chase Financial Company LLC, fully guaranteed by JPMorgan Chase & Co., is offering $17,809,500 of Trigger Callable Yield Notes linked to the lesser performing of the Russell 2000 Index and the EURO STOXX 50 Index. The Notes pay a fixed Coupon at a 9.50% per annum rate (about $0.0792 per $10 Note monthly) regardless of index performance, unless the Notes are called early.
The Notes have a 15‑month term from the January 20, 2026 original issue date to the April 20, 2027 maturity date and are callable monthly after an initial three‑month non‑call period. If called, investors receive the $10 principal per Note plus the applicable Coupon. If not called and on the Final Valuation Date both indices are at or above 70% of their Initial Values (Downside Thresholds of 1,856.146 for the Russell 2000 and 4,203.54 for the EURO STOXX 50), investors receive full principal plus the final Coupon.
If either index finishes below its Downside Threshold, repayment of principal is reduced based on the loss of the lesser performing index, and investors can lose a significant portion or all of their investment. The Notes are unsecured obligations subject to the credit risk of JPMorgan Financial and JPMorgan Chase & Co. The estimated value is $9.896 per $10 principal amount Note.
JPMorgan Chase Financial Company LLC, fully guaranteed by JPMorgan Chase & Co., is issuing $1,473,000 of Auto Callable Accelerated Barrier Notes linked to the S&P 500® Futures Excess Return Index, maturing on January 20, 2033. Each $1,000 note may be automatically called on January 20, 2027 if the Index is at or above its Initial Value, paying $1,000 plus a fixed call premium of $185.
If not called, at maturity investors receive 2.00 times any positive Index return, full principal back if the Index is at or above 70% of its Initial Value, and a one-for-one loss below that barrier, which can lead to losing all principal. The notes pay no interest, are unsecured, not insured by the FDIC, and priced at $1,000 with $7.50 in selling commissions per note and an estimated value of $974.
JPMorgan Chase Financial Company LLC is offering auto callable contingent interest notes due January 31, 2031 linked to the MerQube US Large-Cap Vol Advantage Index, fully and unconditionally guaranteed by JPMorgan Chase & Co.
Investors may receive contingent quarterly interest only if the Index is at or above 60% of its initial level on a Review Date, with any missed coupons paid later once the barrier is met. Beginning with the fourth Review Date, the notes are automatically called if the Index is at or above its initial level, returning principal plus the applicable coupon and any unpaid coupons.
If the notes are not called and the Index is at or above 60% of its initial level at maturity, investors receive full principal plus the final and any unpaid coupons; if it is below 60%, repayment is reduced one-for-one with the Index loss, down to zero. The Index uses leveraged S&P 500 futures and is subject to a 6.0% per annum daily deduction. The notes are unsecured, not FDIC insured, and carry credit risk of both JPMorgan Financial and JPMorgan Chase & Co. A preliminary estimated value is about $891.80 per $1,000 note, and will not be less than $880.00.