JPMORGAN CHASE & CO SEC Filings

JPMorgan Chase Financial Company LLC, fully guaranteed by JPMorgan Chase & Co., is offering Uncapped Accelerated Barrier Notes due December 27, 2030 linked to an unequally weighted basket of four equity underlyings. The basket allocates 40% to the S&P 500® Index, 30% to the Russell 2000® Index, 20% to the iShares® MSCI EAFE ETF and 10% to the iShares® MSCI Emerging Markets ETF.

At maturity, if the basket has risen, investors receive their $1,000 principal plus at least 1.05 times the basket’s gain. If the basket is flat or down but not below 65% of its initial value, investors receive only principal back. If the basket finishes below this 65% barrier, repayment is reduced one-for-one with the basket loss, and all principal can be lost.

The notes pay no interest, do not provide dividends from the underlyings, are unsecured obligations subject to JPMorgan Financial and JPMorgan Chase & Co. credit risk, and will not be listed on an exchange. The indicative estimated value is about $980.60 per $1,000, and will not be less than $950.00 per $1,000 when finalized.

JPMorgan Chase Financial Company LLC, fully and unconditionally guaranteed by JPMorgan Chase & Co., is offering Auto Callable Contingent Interest and Contingent Leveraged Notes linked to the EURO STOXX® Banks Index, scheduled to mature on December 21, 2029. The notes target a Base Rate of at least 18.25% per annum, paid monthly as contingent interest for each review date where a Trigger Event 3 has not occurred.

Contingent interest can be reduced to two-thirds or one-third of the original amount if the index closes between 95.00% and 85.00% of its initial level during the monitoring period, and will stop entirely if it falls below 85.00%. If the notes are not automatically called and trigger thresholds are breached, investors may lose some or all of their principal at maturity based on the index return. The notes may be automatically called at the end of the first year of the term if no Trigger Event has occurred, limiting upside to interest received. Each $1,000 note is sold at par but has an estimated value of about $965.50 today, and not less than $940.00 when priced, reflecting structuring and hedging costs and the credit risk of both the issuer and the guarantor.

JPMorgan Chase Financial Company LLC is offering 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 target investors seeking high, stock-linked coupons rather than direct equity upside.

The notes may pay a Contingent Interest Payment of at least 1.50% per month (at least 18.00% per annum) per $1,000 note for any Review Date when Palantir’s closing price is at least 60% of the Initial Value, with unpaid coupons catching up on later qualifying dates. They are automatically called, with return of principal plus applicable interest, if on certain Review Dates Palantir closes at or above the Initial Value. If held to maturity in June 2027 and Palantir’s final price is below 50% of the Initial Value, investors lose 1% of principal for each 1% decline, and could lose their entire investment. The estimated value is about $958.80 per $1,000 today and will not be less than $900.00 per $1,000 when finalized, and the notes are unsecured, unlisted obligations subject to JPMorgan credit and liquidity risk.

JPMorgan Chase Financial Company LLC is offering Uncapped Accelerated Barrier Notes linked separately to the Russell 2000 Index and the S&P 500 Index, fully and unconditionally guaranteed by JPMorgan Chase & Co.

The notes provide at least 1.445 times any gain of the lesser performing index if both finish above their initial levels on the December 23, 2030 observation date. If either index ends between 65% and 100% of its initial level, investors receive only their $1,000 principal back. If either index closes below 65% of its initial level, repayment is reduced one-for-one with the loss on the weaker index, up to a total loss of principal.

The notes pay no interest, do not provide index dividends, are unsecured obligations subject to the credit risk of JPMorgan Financial and JPMorgan Chase & Co., and will not be listed on an exchange. If the notes were priced on the date indicated, the estimated value would be approximately $970 per $1,000 note, and at pricing will not be less than $950, reflecting selling commissions, hedging costs and issuer profits included in the $1,000 price to the public.

JPMorgan Chase Financial Company LLC is offering $42,500,000 of floating rate notes due December 17, 2065, fully and unconditionally guaranteed by JPMorgan Chase & Co.

The notes pay quarterly interest on March, June, September and December 17 of each year at a rate equal to Compounded SOFR for the applicable observation period plus a 0.15% spread, with a minimum interest rate of 0.00% per annum. If the current benchmark is discontinued, a benchmark replacement can be selected under preset procedures, which may change future interest amounts.

Investors may request early repurchase each December 17 from 2028 through 2064, but receive only $970–$990 per $1,000 note through December 17, 2043 and $1,000 from December 17, 2044 to 2064, so early repurchase before 2044 can return less than principal. The public offering price is $1,000 per note; after $10 per note in selling commissions, expected net proceeds to the issuer are $42,075,000. The notes involve SOFR, benchmark transition, liquidity, interest rate and procedural risks highlighted in the risk discussions.

JPMorgan Chase Financial Company LLC, guaranteed by JPMorgan Chase & Co., is offering Callable Range Accrual Notes linked to the 10-Year CMT Rate. Each note has a $1,000 denomination, with total offering size of $35,000, and pays back principal at maturity plus any accrued interest.

The notes pay a fixed 7.00% per annum from the original issue date on or about December 18, 2025 until December 18, 2030, with monthly interest payments on the 18th. After that, interest becomes variable between 0.00% and 7.00% per annum, depending on how many days in each period the 10-Year CMT Rate is at or below 5.00%. JPMorgan may redeem the notes in whole at 100% of principal plus accrued interest on the 18th of each month from December 18, 2030 through the December 18, 2045 maturity date. The price to the public is $1,000 per note, while the estimated value is $921.10 per $1,000 principal amount.

JPMorgan Chase Financial Company LLC, guaranteed by JPMorgan Chase & Co., is offering Callable Range Accrual Notes linked to the 10-Year CMT Rate and maturing on December 18, 2045. Each note is issued at $1,000, with total offering proceeds of $1,126,000, selling commissions of $46.03 per note and net proceeds of $953.97 per note. The estimated value at pricing is $935.80 per $1,000 note.

The notes pay a fixed 8.00% per annum during the initial interest periods through December 18, 2028. After that, monthly interest ranges between 0.00% and 8.00% per annum, depending on how many days in each period the 10-Year CMT Rate is at or below 5.00%. JPMorgan may redeem the notes monthly at par plus accrued interest starting December 18, 2028. Investors receive principal at maturity plus any accrued interest but face risks including variable interest, call risk, secondary market price uncertainty and tax considerations for non‑U.S. holders.

JPMorgan Chase Financial Company LLC, fully guaranteed by JPMorgan Chase & Co., is offering auto callable contingent interest notes linked to the MerQube US Large-Cap Vol Advantage Index, maturing on December 28, 2028. The notes pay a monthly Contingent Interest Payment only if the Index is at or above 60% of its Initial Value on the relevant Review Date, with a sample Contingent Interest Rate of 11.35% per annum used in the hypotheticals.

Starting June 22, 2026, the notes are automatically called if the Index is at or above the Initial Value on specified Review Dates, returning $1,000 per note plus due interest. If the notes are not called and the Index finishes below the 60% Trigger Value at maturity, repayment is reduced in line with the Index loss, and investors can lose a significant portion or all of their principal.

The Index is a leveraged, volatility-targeting strategy on E-mini S&P 500 futures with exposure between 0% and 500% and is subject to a 6.0% per annum daily deduction, which drags on performance. The preliminary estimated value is about $947.20 per $1,000 note (and will not be less than $900.00 per $1,000 at pricing), reflecting selling costs and internal funding and hedging assumptions. The notes are unsecured obligations, not bank deposits, and carry issuer, guarantor, market, liquidity, tax and structural risks.

JPMorgan Chase Financial Company LLC is offering $2,217,000 of Capped Buffered Return Enhanced Notes linked to the Dow Jones Industrial Average, maturing December 16, 2027. The notes aim to pay 1.25 times any positive index return up to a maximum return of 20.50%, which caps the payment at $1,205 per $1,000 note. Investors receive full principal back at maturity if the index is flat or down by up to 15%.

If the index falls more than 15%, principal is reduced 1% for each additional 1% decline, up to a maximum loss of 85%, leaving as little as $150 per $1,000 note. The notes pay no interest and do not pass through dividends from the index’s stocks. They are unsecured obligations of JPMorgan Chase Financial, fully and unconditionally guaranteed by JPMorgan Chase & Co., so payments depend on both entities’ credit.

The price to the public is $1,000 per note, including $5 in selling commissions, with estimated issuer proceeds of $995 per note and an estimated fair value of $989 at pricing. The product is intended for buy-and-hold investors comfortable with equity market risk, limited upside and potential substantial loss of principal.