JPMORGAN CHASE & CO SEC Filings

JPMorgan Chase Financial Company LLC, fully guaranteed by JPMorgan Chase & Co., is offering auto callable yield notes linked to the least performing of Baker Hughes, SLB and Halliburton common stock, maturing on December 16, 2027. The notes pay at least 9.25% per annum, credited at a rate of at least 2.3125% per quarter, on $1,000 minimum denominations.

The notes are automatically called, with return of principal plus the applicable interest, if on any review date before maturity the closing price of one share of each reference stock is at or above its strike value, starting June 12, 2026. If not called, and on the final review date each stock stays at or above its trigger value (60% of strike), investors receive $1,000 plus final interest; if any stock falls below its trigger, repayment is reduced in proportion to the worst performer and investors can lose more than 40% or even all principal. The notes are unsecured, not listed, pay no dividends, and the estimated value is about $946.70 per $1,000 note and will not be less than $920.00, reflecting embedded costs and hedging.

JPMorgan Chase Financial Company LLC is offering structured capped notes linked to the lesser performer of the Russell 2000 Index and the Dow Jones Industrial Average, fully and unconditionally guaranteed by JPMorgan Chase & Co. The notes are expected to price around December 15, 2025, settle around December 18, 2025, and mature on December 19, 2030, in minimum denominations of $1,000, with repayment of principal at maturity subject to the credit risks of the issuer and guarantor.

Investors forgo interest and dividends but participate 100% in any positive return of the weaker index through an additional amount equal to the lesser performing index return times $1,000, capped at a maximum amount of at least $480 (a 48% gain) per note. The document states that if priced today the estimated value would be about $950 per $1,000 note and will not be less than $920 when set, and it highlights risks such as limited liquidity, capped upside, credit risk, small-cap exposure and potential conflicts of interest.

JPMorgan Chase Financial Company LLC is issuing auto callable contingent interest notes linked separately to the MSCI EAFE, Russell 2000 and S&P 500 indexes, fully and unconditionally guaranteed by JPMorgan Chase & Co. The notes pay a contingent coupon of at least 9.15% per year (2.2875% per quarter) only when each index closes at or above 70% of its initial level on a review date, and they can be automatically called as early as June 22, 2026.

If not called, the notes mature on December 24, 2030. Principal is protected only while every index stays at or above 70% of its initial level; if any index ends below that trigger, repayment is reduced in line with that index’s loss, so investors can lose a large portion or all of the $1,000 principal. The estimated initial value is about $960 per $1,000 note and will not be less than $940.

JPMorgan Chase Financial Company LLC, fully and unconditionally guaranteed by JPMorgan Chase & Co., is offering capped notes linked to the least performing of the S&P 500, Russell 2000 and Nasdaq‑100 through December 22, 2028. For each $1,000 note, investors receive 100% participation in any positive return of the worst-performing index, up to a maximum return of at least 23.00%, or at least $230.00 per $1,000, plus repayment of principal at maturity.

If any index ends at or below its initial level, the additional return is zero and investors receive only their $1,000 principal, with no protection against inflation. The notes pay no interest, pass through no dividends, are unsecured and unsubordinated obligations subject to the credit risk of the issuer and guarantor, and will not be listed, so liquidity may be limited and secondary prices are expected to be below the issue price. If priced on the example date, the estimated value would be about $964.30 per $1,000, and the final estimated value will be at least $900.00. U.S. tax disclosure indicates the notes are expected to be treated as contingent payment debt instruments, requiring annual original issue discount accruals.

JPMorgan Chase Financial Company LLC is issuing $500,000 of Auto Callable Contingent Interest Notes linked to the Class A common stock of Pinterest, Inc., maturing December 14, 2028 and fully and unconditionally guaranteed by JPMorgan Chase & Co.

The notes pay a monthly Contingent Interest Payment of $13.1667 per $1,000 principal amount (a 15.80% per annum rate) for any Interest Review Date when Pinterest’s closing price is at or above the Interest Barrier, set at 60.00% of the Strike Value of $27.79, or $16.674. Beginning June 10, 2026, on quarterly Autocall Review Dates, the notes are automatically called at $1,000 plus the applicable interest if the stock closes at or above the Strike Value.

If not called, at maturity investors receive $1,000 plus any final interest if the Final Value is at least the Trigger Value, which is 50.00% of the Strike Value, or $13.895. If the Final Value is below the Trigger Value, repayment is reduced in proportion to Pinterest’s decline, so investors can lose more than 50.00% and up to all principal, and may receive no interest if the stock stays below the barrier. The notes are unsecured, unsubordinated obligations of JPMorgan Financial, subject to the credit risk of both JPMorgan Financial and JPMorgan Chase & Co. The price to public is $1,000 per note, including $3.50 in selling commissions, while the issuer’s estimated value is $957.10 per $1,000, and the notes will not be listed on an exchange.

JPMorgan Chase & Co. is offering $9,000,000 of Callable Fixed Rate Notes due December 15, 2055. The notes pay fixed interest of 5.70% per year on $1,000 principal amounts, with interest paid annually on December 15 starting in 2026, and principal plus accrued interest due at maturity if the notes have not been called.

The issuer may redeem the notes in whole, but not in part, on June 15 and December 15 of each year from December 15, 2027 through June 15, 2055 at par plus accrued interest. The public offering price is $1,000 per note, including selling commissions of $10.361 per $1,000, resulting in proceeds to JPMorgan Chase & Co. of $8,906,750 before hedging costs.

The notes are unsecured obligations of JPMorgan Chase & Co., are not bank deposits or insured by the FDIC or any government agency, and in a resolution of JPMorgan Chase & Co. losses could be imposed on holders as unsecured creditors after equity holders and behind creditors of key subsidiaries and priority and secured creditors.

JPMorgan Chase Financial Company LLC is offering Autocallable Leveraged Index Return Notes linked to Broadcom Inc. common stock at $10 per unit. The notes run for about two years and may be automatically called after roughly one year if the stock is at or above its starting value, paying a call amount of $12.50–$12.70 per unit (a 25.00%–27.00% return). If not called, maturity payments are based on stock performance: gains are multiplied by a 150.00% participation rate when the stock finishes above its starting value.

If the ending stock price is below the starting value but at or above 65.00% of it, holders earn a positive absolute return equal to the percentage decline, up to 35.00%. Below that 65.00% threshold, investors are exposed 1-for-1 to further losses and can lose their entire principal. The notes pay no interest, provide no dividends, and have limited secondary market liquidity. The initial estimated value is expected to be $9.40–$9.644 per unit, less than the $10.00 public offering price, and all payments depend on the credit of JPMorgan Chase Financial Company LLC and guarantor JPMorgan Chase & Co.

JPMorgan Chase Financial Company LLC is offering structured yield notes linked to the iShares Bitcoin Trust ETF that pay at least 15.35% per annum, or at least 3.8375% per quarter, on $1,000 denominations. The notes are fully and unconditionally guaranteed by JPMorgan Chase & Co. and are scheduled to mature on December 18, 2026.

The Strike Value is $51.20, the ETF’s closing price on December 12, 2025, and the Trigger Value is 70.00% of that amount, or $35.84. If on the December 15, 2026 Observation Date the ETF’s closing price is at or above the Trigger Value, investors receive their $1,000 principal back plus the final interest payment. If it is below the Trigger Value, the maturity payment equals $1,000 plus $1,000 times the Fund Return, so losses mirror the ETF’s decline from the Strike Value and can exceed 30% of principal and reach a total loss.

The notes are unsecured, unsubordinated obligations of JPMorgan Chase Financial Company LLC, not bank deposits and not FDIC insured. The ETF seeks to track the price of bitcoin, so investors are exposed to bitcoin’s extreme volatility, regulatory and operational risks, and the relatively short trading history of the ETF. An estimated value of about $970 per $1,000 note is indicated if priced on December 12, 2025, and the final estimated value will not be less than $950, reflecting selling commissions, structuring and hedging costs that make the estimated value lower than the price to public. Liquidity may be limited because the notes will not be listed, and secondary market prices are expected to be below the original issue price.

JPMorgan Chase Financial Company LLC is offering $1,677,000 of auto callable contingent interest notes linked to the lesser performing of Broadcom Inc. common stock and CoreWeave, Inc. Class A common stock, maturing in December 2026 and fully guaranteed by JPMorgan Chase & Co.

The notes pay a monthly contingent coupon at a 38.00% per annum rate ($31.6667 per $1,000) only if on a review date the price of one share of each stock is at or above 60.00% of its initial value; missed coupons can be paid later if the condition is met.

The notes can be automatically called starting March 11, 2026 if both stocks are at or above their initial values, returning $1,000 plus due coupons. If held to maturity and either stock finishes below 50.00% of its initial value, repayment is reduced in line with the lesser performing stock and investors may lose most or all principal.

The notes are unsecured, not FDIC insured, may have limited liquidity, and have an estimated value of $957.20 per $1,000, reflecting selling commissions, hedging costs and issuer funding assumptions, with complex U.S. tax and potential withholding treatment.