JPMORGAN CHASE & CO SEC Filings

JPMorgan Chase Financial Company LLC is offering capped notes linked to the SPDR® Gold Trust (GLD). The notes are designed to give exposure to any increase in the fund’s share price over the term, with a maximum total return of 9.00% and minimum repayment of 97.00% of principal at maturity, subject to the credit risk of JPMorgan Financial and JPMorgan Chase & Co.

Each note has a $1,000 principal amount, with no interest or dividends paid during the term. If the final GLD price is above the strike price of $422.23, investors receive $1,000 plus an additional amount based on 100% participation in the fund’s positive return, capped at a $90 maximum amount. If the final price is at or below the strike, the payoff is $1,000 plus the fund return, but not less than $970 per $1,000.

The notes price at $1,000, including $10 in selling commissions, with net proceeds of $742,500 on a $750,000 offering. The estimated value at pricing is $984.70 per $1,000, reflecting internal funding and hedging costs. The notes are unsecured, will not be listed on an exchange, and may have limited or illiquid secondary trading.

JPMorgan Chase Financial Company LLC is offering $500,000 of capped contingent buffered return enhanced notes linked to the common stock of PayPal Holdings, Inc. The notes provide 4.74 times any positive stock return, but gains are capped at a 47.40% maximum return, giving a maximum payment of $1,474 per $1,000 note at maturity.

If PayPal’s final averaged stock price is at or above the $57.66 strike, investors receive leveraged upside subject to the cap. If the final price is below the strike but not by more than the 35.00% contingent buffer, principal is returned. If the stock falls by more than 35.00%, investors lose 1% of principal for each 1% decline and can lose their entire investment.

The notes pay no interest or dividends, are unsecured and unsubordinated obligations of JPMorgan Chase Financial Company LLC, fully and unconditionally guaranteed by JPMorgan Chase & Co., and mature on January 13, 2028. The estimated value is $974.70 per $1,000 note versus a $1,000 issue price, reflecting selling, structuring and hedging costs.

JPMorgan Chase Financial Company LLC, guaranteed by JPMorgan Chase & Co., is offering Callable Range Accrual Notes linked to the 10‑Year CMT Rate. The notes pay fixed interest at 8.00% per annum during the initial period from the original issue date to January 22, 2027.

After that, interest for each period ranges from 0.00% to 8.00% per annum, based on how many days the 10‑Year CMT Rate is at or below 5.00%. If the accrual condition is not met on any day in a period, interest for that period can be zero.

The issuer may redeem the notes in whole at par plus accrued interest on the 22nd of January, April, July and October, starting January 22, 2027; otherwise the notes mature on January 22, 2036 with repayment of principal plus any accrued interest. If priced on the indicated date, the estimated value would be about $953.50 per $1,000 principal, and will not be less than $930.00 per $1,000 when set, reflecting selling commissions, structuring fees and hedging costs. The document highlights significant risks, including callable structure, potential for zero interest, market value volatility and reliance on an internal funding rate and calculation‑agent discretion.

JPMorgan Chase Financial Company LLC is offering Trigger Performance Leveraged Upside Securities (“Trigger PLUS”) linked to the TOPIX® Index, maturing on February 5, 2029. Each note has a stated principal amount and issue price of $1,000 and pays no interest. If, on the valuation date of January 31, 2029, the index is above its initial level, holders receive $1,000 plus a leveraged return equal to at least 140.00% of the index percent increase.

If the index is flat or down but still at or above 90% of its initial level (the trigger level), investors receive only the $1,000 principal. If the index finishes below the trigger level, the payout is $1,000 multiplied by the index performance factor, producing a loss that matches the index decline and can reach a total loss of principal. The notes are unsecured obligations of JPMorgan Chase Financial Company LLC, fully and unconditionally guaranteed by JPMorgan Chase & Co., and are not bank deposits or FDIC insured. An illustrative estimated value is $952.70 per $1,000 today, and will not be less than $930.00 per $1,000 on the pricing date.

JPMorgan Chase Financial Company LLC is offering $1,602,000 of callable contingent interest notes due January 19, 2029, linked to the lesser performing of the State Street Consumer Discretionary Select Sector SPDR ETF (XLY) and the VanEck Semiconductor ETF (SMH), fully guaranteed by JPMorgan Chase & Co.

The notes pay a monthly contingent coupon of $10.9167 per $1,000 (a 13.10% annual rate) only if on each Review Date both ETFs close at or above 60% of their initial values, set at $124.21 for XLY and $391.53 for SMH. JPMorgan may redeem the notes early, in whole, on specified interest payment dates starting April 16, 2026, at $1,000 plus any due coupon.

At maturity, if not called, investors receive $1,000 plus any final coupon if each ETF is at or above 50% of its initial value. If either ETF is below this Trigger Value, the payoff is reduced in proportion to the loss of the lesser performing fund, and investors can lose more than 50% and up to all principal. The notes are unsecured, not FDIC insured, and carry issuer and guarantor credit risk; their estimated value at issuance is $978.30 per $1,000.

JPMorgan Chase Financial Company LLC is offering $1,400,000 of auto callable contingent interest notes linked to the Class A common stock of Palantir Technologies Inc., fully and unconditionally guaranteed by JPMorgan Chase & Co. The notes pay a monthly Contingent Interest Payment of $16.3333 per $1,000 note (a 19.60% per annum rate) for any Review Date on which Palantir’s closing share price is at or above the Interest Barrier of 60.00% of the Initial Value, which is $178.96. If the share price is below the Interest Barrier on a Review Date, no interest is paid for that period.

The notes can be automatically called on specified Review Dates, starting April 13, 2026, if Palantir’s share price is at or above the Initial Value, returning $1,000 plus the applicable Contingent Interest Payment per note, with no further payments. At maturity in July 2027, if the notes have not been called and Palantir’s final share price is at or above the Trigger Value of 50.00% of the Initial Value, holders receive $1,000 per note plus any final Contingent Interest Payment. If the final price is below the Trigger Value, repayment is reduced one-for-one with Palantir’s decline, and investors can lose more than 50.00% or even all of their principal. The estimated value on the pricing date is $965.60 per $1,000 note, below the $1,000 issue price, reflecting selling commissions and hedging costs.

JPMorgan Chase Financial Company LLC, fully guaranteed by JPMorgan Chase & Co., is offering $5,289,000 of S&P 500®-linked Buffered Digital Notes due July 16, 2027. These structured notes promise a fixed 13.20% return at maturity per $1,000 note if the S&P 500® Final Value is at or above the Initial Value of 6,963.74, or down to 10% below it.

If the index falls by more than 10%, repayment is reduced by 1.11111% of principal for each additional 1% decline, so investors can lose some or all of their principal. The notes pay no periodic interest, provide no dividends from index constituents, and are unsecured, unsubordinated obligations subject to the credit risk of both JPMorgan Financial and JPMorgan Chase & Co.

The notes are issued in $1,000 minimum denominations, with a price to public of $1,000, selling commissions of $1.50, and issuer proceeds of $998.50 per note. The estimated value at pricing was $992.90 per $1,000 note, reflecting embedded fees and hedging costs. The notes will not be listed on an exchange, and secondary market prices are expected to be below the original issue price.

JPMorgan Chase Financial Company LLC, fully guaranteed by JPMorgan Chase & Co., is offering 7-year, auto-callable accelerated barrier notes linked to the MerQube US Tech+ Vol Advantage Index, which references an unfunded total return position in the Invesco QQQ Trust, Series 1, reduced by a daily financing cost. The Index itself is reduced by a 6.0% per annum daily deduction and can adjust its exposure to the underlying QQQ position between 0% and 500% to target volatility.

The notes have an Upside Leverage Factor of 3.00 at maturity if not called and if the Index ends above its initial level. They are automatically called if, on any Review Date from February 2027 through February 2029, the Index is at or above the Call Value, paying $1,000 plus a Call Premium Amount based on a Call Premium Rate of at least 23.50% per year. A barrier at 50% of the Initial Value offers conditional principal protection: if held to maturity and the Final Value is at or above the barrier, principal is repaid, but if the Final Value is below the barrier, losses match the Index decline and investors can lose more than 50% or even all of their principal.

JPMorgan Chase Financial Company LLC, fully guaranteed by JPMorgan Chase & Co., plans to issue auto callable accelerated barrier notes linked to the MerQube US Tech+ Vol Advantage Index, maturing in February 2033, in minimum denominations of $1,000. The notes may be automatically called as early as February 2027 if the index closes at or above the call value, paying back principal plus a call premium based on a rate of at least 23.50% scaled by time outstanding.

If not called, investors receive 3x any positive index return at maturity, full principal back if the final index level is at or above a 50% barrier, and one-for-one losses below that barrier, up to total loss of principal. The index embeds a 6.0% per annum daily deduction and a notional financing cost on the QQQ Fund, creating a persistent drag on performance. The notes pay no interest or dividends, are unsecured obligations subject to the credit risk of the issuer and guarantor, and their estimated value is expected to be below the $1,000 price to the public.