JPMORGAN CHASE & CO SEC Filings

JPMorgan Chase Financial Company LLC, fully guaranteed by JPMorgan Chase & Co., is offering structured “Review Notes” linked to the MerQube US Tech+ Vol Advantage Index, a leveraged Nasdaq-100–linked index that charges a 6.0% per annum daily deduction and a separate notional financing cost. These features cause the Index to lag an equivalent strategy without such charges.

The notes may be automatically called as early as June 29, 2026 if the Index closes at or above 100% of its initial level, paying back principal plus a call premium that starts at 9.050% of $1,000 and can reach at least 54.300% by the final review date. If not called, investors receive full principal at maturity in January 2029 only if the Index’s final level is at or above 60% of its initial value; otherwise, repayment is reduced one-for-one with the Index loss, and investors can lose some or all of their principal. The estimated value at pricing is expected to be below the $1,000 issue price.

JPMorgan Chase Financial Company LLC, fully guaranteed by JPMorgan Chase & Co., is offering callable contingent interest notes linked to the Dow Jones Industrial Average, the Russell 2000 Index and the S&P 500 Index, maturing December 28, 2028. The notes pay a monthly Contingent Interest Payment only if, on each Review Date, the closing level of each index is at least 80% of its Initial Value; otherwise no interest is paid for that month. The Contingent Interest Rate will be at least 8.25% per annum, paid monthly.

JPMorgan may redeem the notes early on specified Interest Payment Dates, beginning June 25, 2026, returning $1,000 per note plus any due contingent interest, after which no further payments are made. If the notes are not called and, at maturity, any index has fallen below its 80% Buffer Threshold, principal is reduced 1% for each 1% decline beyond the 20% buffer, up to an 80% loss of principal. An illustrative estimated value is about $975.50 per $1,000 note, and will not be less than $900.00 when finalized.

The notes are unsecured, unsubordinated obligations subject to the credit risk of both issuers, pay no dividends, will not be listed on an exchange and may have limited or no secondary market. U.S. tax disclosure indicates an intended treatment as prepaid forward contracts with contingent coupons, and Non-U.S. Holders may face 30% withholding on Contingent Interest Payments unless treaty relief applies.

JPMorgan Chase Financial Company LLC, fully guaranteed by JPMorgan Chase & Co., is offering $2,804,000 of structured "Review Notes" linked to the lesser performing of the Dow Jones Industrial Average® and the Nasdaq-100 Index®, maturing on December 17, 2029. The notes may be automatically called as early as December 15, 2026 if both indices close at or above 100% of their initial levels, paying back $1,000 plus a call premium of 12%, 24%, 36% or 48% depending on which review date is triggered. If the notes are not called and, at final maturity, both indices are at or above 70% of their initial levels, investors receive full principal. If either index finishes below 70% of its initial level, repayment is reduced one-for-one with the loss on the weaker index, and all principal can be lost. The notes pay no interest, do not provide dividends, are unsecured, not FDIC insured, and have an estimated value of $975.60 per $1,000 at pricing, below the issue price.

JPMorgan Chase Financial Company LLC is offering $1,501,000 of auto callable contingent interest notes linked to the common stock of Advanced Micro Devices, Inc., fully and unconditionally guaranteed by JPMorgan Chase & Co. The notes pay a 15.00% per annum contingent interest rate, or 3.75% per quarter, but only for Review Dates when AMD’s closing price is at or above 50% of the initial share value, called the Interest Barrier. If on any non-final Review Date AMD closes at or above the initial value, the notes are automatically called, and investors receive $1,000 per note plus that quarter’s interest, with no further payments.

If the notes are not called and, on the final Review Date, AMD is at or above the Trigger Value (also 50% of the initial value), investors receive back $1,000 per note plus the final interest payment. If AMD finishes below the Trigger Value, repayment is reduced in line with AMD’s decline, and investors can lose more than 50% and up to all of their principal. The price to the public is $1,000 per note, including $22.25 in selling commissions, while the estimated value at pricing is $961.80, reflecting embedded costs, issuer funding rates and hedging.

JPMorgan Chase Financial Company LLC is offering $1,801,000 of Trigger Autocallable Contingent Yield Notes linked to the Class B common stock of United Parcel Service, Inc., fully and unconditionally guaranteed by JPMorgan Chase & Co. Each Note has a $10 principal amount and pays a 9.80% per annum contingent coupon (0.245 per $10 quarterly) only if UPS’s closing price on an Observation Date is at or above the Coupon Barrier of $65.60, equal to 65.00% of the Initial Value of $100.92.

The Notes may be called early on any quarterly Observation Date through December 14, 2026 if UPS closes at or above the Initial Value, in which case investors receive principal plus the applicable coupon and no further payments. If the Notes are not called, and at maturity on December 17, 2026 UPS is at or above the same $65.60 Downside Threshold, investors receive principal plus the final coupon. If UPS closes below the Downside Threshold at maturity, repayment is reduced in line with the negative underlying return, and investors can lose a significant portion or all of their principal. Any payment depends on the credit of JPMorgan Financial and JPMorgan Chase & Co., and the Notes are not listed on any exchange.

JPMorgan Chase Financial Company LLC is offering $1,336,000 of Uncapped Accelerated Barrier Notes due December 15, 2028, linked to the worst performer among the Dow Jones Industrial Average, Nasdaq-100 Index and S&P 500 Index. The notes provide 1.45x leveraged upside on any gain of the least performing index if all three finish above their initial levels at maturity.

Principal is protected only down to a 70% barrier of each index’s initial level. If any index closes below its barrier on the observation date, repayment is reduced one-for-one with the decline of the least performing index, and investors can lose up to their entire investment. The notes pay no interest or dividends and are unsecured obligations of JPMorgan Chase Financial, fully and unconditionally guaranteed by JPMorgan Chase & Co., exposing holders to both entities’ credit risk.

The price to the public is $1,000 per note, with selling commissions of $29.50 and proceeds to the issuer of $970.50 per note. The estimated value at pricing was $961.20, reflecting embedded costs and hedging assumptions, and secondary market prices are expected to be below the issue price.

JPMorgan Chase Financial Company LLC is offering $665,000 of market-linked, auto-callable securities linked to Microsoft common stock, fully guaranteed by JPMorgan Chase & Co. Each $1,000 security pays a 7.55% per annum contingent coupon, but only when Microsoft’s closing price on the monthly calculation day is at or above a threshold.

The notes are auto-callable from March 2026 through November 2028 if Microsoft’s price is at or above the starting price of $478.53, returning principal plus a final coupon. If the notes are not called and Microsoft’s final price is below the 75% threshold of $358.8975, investors lose more than 25% of principal, up to a total loss. The estimated value is $960.80 per $1,000 security, below the issue price, and the notes are unsecured, not FDIC insured, and subject to issuer and guarantor credit risk.

JPMorgan Chase Financial Company LLC is offering $8,580,000 of Auto Callable Contingent Interest Notes linked to the common stock of Marvell Technology, Inc. The notes pay a contingent coupon of $54.625 per $1,000 on each quarterly Interest Payment Date if Marvell’s share price on the related Review Date is at or above the Interest Barrier of $59.0975, which is 70.00% of the Initial Stock Price of $84.425. Missed coupons can be made up later if the barrier is met, but investors may receive no interest over the life of the notes.

The notes can be automatically called on any non-final Review Date starting April 10, 2026 if the stock closes at or above the Initial Stock Price, returning $1,000 plus the due coupon and any unpaid coupons. If not called and the Final Stock Price on December 28, 2026 is below the 70.00% Trigger Level, principal is reduced by 1.42857% for each 1% decline beyond 30.00%, potentially leading to a substantial loss at the December 31, 2026 maturity. The notes are unsecured, unsubordinated obligations of JPMorgan Financial, fully and unconditionally guaranteed by JPMorgan Chase & Co., with an estimated value of $985.50 per $1,000 at pricing.

JPMorgan Chase Financial Company LLC, fully guaranteed by JPMorgan Chase & Co., is offering auto callable contingent interest notes linked to the common stock of Amazon.com, Inc. The notes are issued at $1,000 per note for a total offering of $6,311,000, with proceeds to the issuer of $990 per note after fees.

Holders may receive contingent interest of $40.75 per $1,000 note on each quarterly Interest Payment Date if Amazon’s share price on the related Review Date is at or above the Interest Barrier of $192.2615, which is 85.00% of the Initial Stock Price of $226.19. Missed coupons can be paid later if the barrier is met, but some or all interest may never be paid.

The notes are automatically called if Amazon’s share price on any non-final Review Date is at or above the Initial Stock Price, returning principal plus the applicable coupon and any unpaid coupons. If the notes are not called and the Final Stock Price is below the Trigger Level (also $192.2615), principal is reduced using a Downside Leverage Factor of 1.17647, so investors can lose some or all of their investment. The estimated value is $981.30 per $1,000 note, reflecting structuring and hedging costs.