JPMORGAN CHASE & CO SEC Filings

JPMorgan Chase Financial Company LLC is offering $1,000,000 of Auto Callable Contingent Interest Notes linked to Alcoa Corporation common stock, fully guaranteed by JPMorgan Chase & Co.

Each $1,000 note can pay a contingent interest of $52.90 on each Interest Payment Date if Alcoa’s share price on the related Review Date is at or above the Interest Barrier/Trigger Level of $29.991 (65% of the $46.14 Stock Strike Price). Missed coupons may be paid later if the barrier is met on a subsequent Review Date. The notes are automatically called if Alcoa’s stock is at or above $46.14 on any non-final Review Date, returning $1,000 plus the current and any unpaid contingent interest.

If the notes are not called and the Final Stock Price is at or above $29.991, investors receive $1,000 plus the final contingent interest and any unpaid amounts. If the Final Stock Price is below $29.991, principal is reduced 1% for each 1% the stock has fallen below the Stock Strike Price, and investors can lose more than 35% or even all of their principal. The price to public is $1,000 per note, with $10 in fees and commissions and issuer proceeds of $990, while the estimated value is $972.80 per $1,000 note. The notes are not bank deposits, not FDIC insured and carry credit risk of JPMorgan Chase Financial Company LLC and JPMorgan Chase & Co.

JPMorgan Chase Financial Company LLC is offering $683,000 of Uncapped Buffered Return Enhanced Notes linked to the least performing of the Dow Jones Industrial Average, the Nasdaq-100 Index and the S&P 500 Index, due December 20, 2028 and fully guaranteed by JPMorgan Chase & Co.

The notes provide 1.42 times any positive return of the worst-performing index at maturity, with a 15% downside buffer: if all three indices are flat or down by up to 15%, investors receive their $1,000 principal back per note. If any index falls by more than 15%, principal is reduced 1-for-1 beyond that level, up to an 85% loss. The notes pay no interest or dividends, are unsecured and unsubordinated obligations subject to the credit risk of both JPMorgan entities, and will not be listed, so secondary liquidity may be limited.

The price to public is $1,000 per note, including $7.50 in selling commissions, for issuer proceeds of $992.50 per note, and the estimated value at pricing was $976.50 per $1,000 note, reflecting structuring and hedging costs.

JPMorgan Chase Financial Company LLC is offering $3,500,000 of Trigger Autocallable Contingent Yield Notes linked to the lesser performer of the Russell 2000 Index and the State Street Energy Select Sector SPDR ETF, fully and unconditionally guaranteed by JPMorgan Chase & Co. The notes pay a contingent coupon at a rate of 9.15% per annum (about $0.2288 per $10 note quarterly) only if, on a quarterly observation date, both underlyings close at or above their coupon barriers, set at 70% of their initial values (1,786.020 for the index and $31.86 for the ETF as of December 12, 2025).

The notes can be called automatically starting June 12, 2026 if, on an observation date, both underlyings are at or above their initial values; in that case, investors receive principal plus the applicable contingent coupon and the product terminates early. If the notes are not called and, at maturity on December 15, 2028, both underlyings are at or above their downside thresholds (the same levels as the coupon barriers), investors receive full principal plus the final contingent coupon. If at maturity either underlying finishes below its downside threshold, repayment is reduced in proportion to the loss of the lesser performing underlying, and investors can lose a significant portion or all of their principal. Payments also depend on the credit of JPMorgan Financial and JPMorgan Chase & Co.

JPMorgan Chase Financial Company LLC, fully guaranteed by JPMorgan Chase & Co., is issuing $457,000 of Capped Dual Directional Buffered Equity Notes linked to the lesser performer of the Russell 2000 Index and the S&P 500 Index, maturing on January 14, 2027. The notes offer up to a 17.20% maximum upside return and a 10.00% downside buffer, with payments at maturity based on the weaker index’s performance. If either index falls more than 10% from its initial level, investors lose 1% of principal for each additional 1% decline, up to a 90% loss. The notes pay no interest or dividends, are unsecured, and carry the credit risk of both the issuer and guarantor. The estimated value at pricing was $972.10 per $1,000 note, below the $1,000 issue price due to selling commissions, hedging costs and issuer profits.

JPMorgan Chase Financial Company LLC, fully guaranteed by JPMorgan Chase & Co., is offering capped buffered return enhanced notes linked to the State Street SPDR S&P Metals & Mining ETF. The notes target 1.10x any positive ETF performance, up to a maximum return of at least 50.50%, corresponding to a maximum payment of at least $1,505 per $1,000 note at maturity. The notes provide a 15% downside buffer; beyond that, principal losses are magnified by a downside leverage factor of 1.17647, so a large ETF decline can result in substantial or total loss of principal.

The Strike Value was set at $100.91 on December 16, 2025, with performance measured on an observation date in December 2027 and maturity on December 21, 2027. The notes pay no interest, do not pass through ETF dividends, and are unsecured, unsubordinated obligations subject to the credit risk of both the issuer and guarantor. If priced today, the estimated value would be about $983.80 per $1,000, and will not be less than $960.00 at pricing, reflecting structuring and hedging costs. The notes will not be listed, so liquidity will likely depend on J.P. Morgan Securities LLC making a market.

JPMorgan Chase Financial Company LLC is offering $4,000,000 of Buffered Digital Notes linked to the S&P 500 Index, fully and unconditionally guaranteed by JPMorgan Chase & Co. The notes mature on December 20, 2027 and pay a fixed 17.25% return at maturity if the final S&P 500 level is at or above the initial level, or down by no more than 10%. If the index falls by more than 10%, investors lose 1% of principal for each 1% further decline, up to a 90% loss of principal.

The notes pay no interest or dividends, are unsecured and unsubordinated obligations of JPMorgan Financial, and are subject to the credit risk of both the issuer and JPMorgan Chase & Co. They are issued in $1,000 minimum denominations at a price to public of $1,000 per note, including $2.50 in selling commissions, with issuer proceeds of $997.50 per note. The estimated value is $990.50 per $1,000 at pricing, and the notes are not listed, not bank deposits and not FDIC insured.

JPMorgan Chase Financial Company LLC is offering contingent income callable securities due December 23, 2027, linked to the worst-performing of the EURO STOXX 50®, S&P 500® and Russell 2000® indices. The notes can pay a quarterly contingent coupon of at least 2.75% of the $1,000 principal (at least $27.50 per security) for each quarter in which the closing level of each index on every day stays at or above 75% of its initial value. If any index falls below this downside threshold on any day in a quarter, no coupon is paid for that period.

The issuer may, at its discretion, redeem the notes in whole on any quarterly payment date (except the final one) for $1,000 per security plus any due coupon. If the notes are not redeemed and, at maturity, every index is at or above its threshold, investors receive $1,000 per security, plus the final coupon if the daily condition is met. If any index finishes below its threshold, repayment is reduced in proportion to the worst-performing index and can be as low as zero, meaning full loss of principal. The notes are unsecured obligations of JPMorgan Financial, fully and unconditionally guaranteed by JPMorgan Chase & Co., are not listed on an exchange, and have an estimated value of about $960.70 per $1,000 security, no less than $940.00 on the pricing date.

JPMorgan Chase Financial Company LLC is issuing $730,000 of capped digital notes linked to the Russell 2000, S&P 500 and Nasdaq‑100, fully and unconditionally guaranteed by JPMorgan Chase & Co. The notes mature on June 21, 2027 and are issued in $1,000 denominations.

If the final level of each index on the observation date is at or above its initial level, holders receive $1,091.50 per $1,000 note, reflecting a fixed contingent digital return of 9.15%. If any index finishes below its initial level, investors receive only the $1,000 principal per note at maturity, with no additional return, and there are no periodic interest or dividend payments.

The notes are unsecured obligations subject to the credit risk of both the issuer and guarantor, will not be listed on an exchange, and may trade below the $1,000 issue price. The estimated value was $984.30 per $1,000 note at pricing, and they are intended to be treated as contingent payment debt instruments for U.S. federal income tax purposes, requiring accrual of original issue discount based on a 4.24% comparable yield and a projected $1,065.35 payment at maturity for tax calculations.

JPMorgan Chase Financial Company LLC is issuing $815,000 of unsecured Auto Callable Contingent Interest Notes linked to the MerQube US Tech+ Vol Advantage Index, fully and unconditionally guaranteed by JPMorgan Chase & Co. Each $1,000 note pays a contingent interest rate of 10.55% per annum (2.6375% per quarter) only if, on a Review Date, the Index is at or above 60% of its Initial Value (the Interest Barrier).

The notes can be automatically called starting on December 15, 2026 if, on an applicable Review Date (other than the first three and final), the Index is at or above its Initial Value, in which case investors receive $1,000 plus the contingent interest for that period and no further payments. If not called, principal is protected only down to the Trigger Value, set at 50% of the Initial Value: at maturity, if the Index is at or above the Trigger Value, holders receive $1,000 plus any final contingent interest; if it is below, repayment is reduced 1% for each 1% Index decline, potentially down to zero.

The underlying Index dynamically adjusts exposure (0%–500%) to the Invesco QQQ Trust based on a 35% target volatility and is reduced daily by a 6.0% per annum index deduction plus a notional financing cost, which together drag performance versus a similar index without these charges. The notes are subject to the credit risk of both JPMorgan Financial and JPMorgan Chase & Co. The price to public is $1,000 per note, including $50 in fees and commissions, while the estimated value at pricing is $895.90 per $1,000 note.