JPMorgan Chase Financial Company LLC is offering unsecured, unsubordinated Digital Buffered Notes linked to the S&P 500 Index, fully and unconditionally guaranteed by JPMorgan Chase & Co. The notes pay a fixed return equal to a Contingent Digital Return of at least 8.27% at maturity if the Ending Index Level is at or above the Initial Index Level, or down by up to 10.00%. The maximum payment is $1,082.70 per $1,000 note. If the Index falls by more than 10%, principal is reduced at a 1.11111% rate for each additional 1% decline.
The notes are expected to price on or about October 17, 2025, settle on or about October 22, 2025, have a Valuation Date of October 30, 2026 and mature on November 4, 2026. Denominations are $10,000 and integral multiples of $1,000. The price to public is $1,000 per note; selling commissions will not exceed $10 per $1,000. If priced today, the estimated value would be approximately $986.40 per $1,000 note, and will not be less than $970.00 when set. The notes pay no interest or dividends and are not exchange-listed.
JPMorgan Chase Financial Company LLC priced Contingent Income Callable Securities fully and unconditionally guaranteed by JPMorgan Chase & Co., tied to the worst of the Nikkei 225, S&P 500 and Russell 2000. The aggregate principal amount is $3,909,000.
The notes pay a contingent quarterly coupon of 2.0625% ($20.625 per $1,000) only if each index closes at or above 65% of its initial level on every day of the monitoring period; otherwise no coupon is paid. They are callable at the issuer’s discretion on any contingent payment date (except the final one). If not called, at maturity on October 15, 2027 investors receive par only if each index is at or above its downside threshold; if any index is below, repayment is reduced 1‑to‑1 with the worst performer and can be zero.
Initial index levels: NKY 48,088.80, SPX 6,552.51, RTY 2,394.595; downside thresholds are 65% of these. The estimated value is $958 per $1,000. Price to public is $1,000 per note; proceeds to issuer are $980 per note ($3,830,820 total) after fees.
JPMorgan Chase & Co. plans a primary offering of senior unsecured notes, comprising fixed‑to‑floating rate notes and floating rate notes issued under its senior indenture. The notes will be issued in book‑entry form through DTC, in $2,000 denominations and larger $1,000 multiples, and will not be listed on any exchange.
During floating periods, interest will reference a benchmark expected to be Compounded SOFR plus a spread, with detailed benchmark transition provisions if a Benchmark Transition Event occurs. The notes include optional redemption features and have no sinking fund. Affiliates may make a secondary market but are not obligated to do so.
Use of proceeds: net proceeds will be contributed to JPMorgan Chase Holdings LLC for general corporate purposes, including investments in subsidiaries, dividends, extensions of credit, redemptions or repurchases, and potential acquisitions or business expansion. The notes rank equally with other unsecured and unsubordinated obligations and are not FDIC insured.
JPMorgan Chase & Co. furnished an investor presentation via an Item 7.01 Form 8‑K. The materials cover the Firm’s third‑quarter 2025 earnings and were provided as slides posted on its website and attached as Exhibit 99.
The information was furnished, not filed, under the Exchange Act, meaning it is not subject to Section 18 liabilities and is not incorporated by reference into Securities Act filings. The submission includes the customary forward‑looking statements disclaimer and points to the Firm’s 2024 Form 10‑K and 2025 Q1/Q2 Form 10‑Qs for risk factors and additional information.
Exhibits listed were: 99 (Earnings Presentation Slides – Financial Results – 3Q25), 101 (Inline XBRL cover page), and 104 (Cover Page Interactive Data File).
JPMorgan Chase & Co. reported third-quarter 2025 results, posting net income of $14.4 billion, or $5.07 per share. This compares with net income of $12.9 billion, or $4.37 per share, in the third quarter of 2024.
The company furnished its detailed earnings release as Exhibit 99.1 and an accompanying financial supplement as Exhibit 99.2. The materials are designated as filed under the Securities Exchange Act of 1934. The disclosure includes customary cautionary language regarding forward-looking statements.
Overall, the filing highlights stronger year-over-year profitability, with higher net income and earnings per share versus the prior-year quarter.
JPMorgan Chase Financial Company LLC filed a preliminary 424(b)(2) pricing supplement for Capped Buffered Return Enhanced Notes linked to the S&P 500 Index, fully and unconditionally guaranteed by JPMorgan Chase & Co.
The notes offer 1.50x upside to index gains, capped at a maximum return of at least 19.00%, with a 15.00% downside buffer at maturity. They pay no interest or dividends, are unsecured and unsubordinated, and expose holders to the credit risk of both the issuer and guarantor. Minimum denomination is $1,000. The notes are expected to price on or about October 31, 2025, settle on or about November 5, 2025, and mature on November 4, 2027.
If priced today, the estimated value would be approximately $986.10 per $1,000 note; upon finalization it will not be less than $950.00 per $1,000. Investors may lose up to 85.00% of principal if the index falls more than the buffer at maturity. The notes will not be listed, and secondary market prices may be lower than the issue price.
JPMorgan Chase Financial Company LLC priced a 424(b)(2) tranche of Capped Dual Directional Contingent Buffered Equity Notes linked to the S&P 500 Index, totaling $7,773,000 at $1,000 per note. Selling commissions are $10 per $1,000, for issuer proceeds of $990 per $1,000 (total $7,695,270).
The notes offer an unleveraged upside equal to the Index return, capped at a Maximum Upside Return of 10.00%. If the Index declines, investors receive the Absolute Index Return when losses are within the 18.30% Contingent Buffer; the maximum negative‑side payment is $1,183.00 per $1,000. If the Index falls by more than 18.30%, principal is reduced 1% for each 1% decline.
Key terms include Initial Index Level 6,552.51 (pricing date October 10, 2025), Valuation Date October 23, 2026, and Maturity Date October 28, 2026. The notes pay no interest or dividends, are unsecured and unsubordinated obligations of JPMorgan Chase Financial Company LLC, and are fully and unconditionally guaranteed by JPMorgan Chase & Co. Estimated value is $982.60 per $1,000. Minimum denomination is $10,000.
JPMorgan Chase Financial Company LLC priced an SEC-registered offering of Auto Callable Buffered Equity Notes linked to the S&P 500 Index. The notes are offered at $1,000 per note, totaling $2,704,000, with selling fees of $15 per note and expected proceeds to the issuer of $2,663,440. The notes are unsecured and unsubordinated obligations of JPMorgan Chase Financial Company LLC, fully and unconditionally guaranteed by JPMorgan Chase & Co.
The notes may be automatically called on October 23, 2026 if the Index closes at or above its initial level (6,552.51), paying $1,000 plus an 8.15% call premium. If not called, maturity payments (October 14, 2027) provide uncapped upside with a contingent minimum return of 16.30% if the Ending Index Level is at or above the Initial Index Level. A 15.00% buffer applies; beyond that, losses accrue at a 1.17647x downside leverage. No interest or dividends are paid, and liquidity may be limited. The estimated value was $977.40 per $1,000 on pricing.
JPMorgan Chase Financial Company LLC filed a 424(b)(2) preliminary pricing supplement for Auto Callable Contingent Interest Notes linked to the MerQube US Large-Cap Vol Advantage Index, fully and unconditionally guaranteed by JPMorgan Chase & Co.
The notes may pay a monthly Contingent Interest of at least 0.88333% (at least 10.60% per annum) when the Index closes at or above the Interest Barrier of 60% of the Initial Value; missed coupons can be paid later if the barrier is met. The notes auto-call quarterly if the Index is at or above the Initial Value, with the earliest call on October 22, 2026. If not called, they mature on October 26, 2028. Principal is protected only if the Final Value is at least the Trigger Value of 50% of the Initial Value; below that, losses track the Index decline.
The Index includes a 6.0% per annum daily deduction, which drags performance. Minimum denomination is $1,000; price to public is $1,000 per note; selling commissions will not exceed $9 per $1,000. The estimated value would be approximately $977 per $1,000 if priced today and will not be less than $900 per $1,000 when set. Payments are subject to the credit risk of JPMorgan Financial and JPMorgan Chase & Co.
JPMorgan Chase Financial Company LLC priced $1,369,000 of Auto Callable Contingent Interest Notes linked to the MerQube US Tech+ Vol Advantage Index, fully and unconditionally guaranteed by JPMorgan Chase & Co., due October 16, 2030.
The notes pay a Contingent Interest Rate of 8.75% per annum (0.72917% monthly) on any Review Date when the Index closes at or above the 70% Interest Barrier. Any unpaid coupons accrue and are paid on the next qualifying Review Date. The notes are auto‑callable on Review Dates beginning October 12, 2026 if the Index is at or above the 94% Call Value. At maturity, if not called, principal is protected only to the 85% Buffer Threshold; below that, losses increase 1:1, up to 85% of principal.
Pricing terms: $1,000 price to public per note; $39 fees and commissions; $961 proceeds to issuer; estimated value $917.80 per $1,000 at pricing. The unsecured notes carry the credit risk of JPMorgan Financial and JPMorgan Chase & Co., are offered in $1,000 minimum denominations, and will not be listed. The underlying Index includes a 6.0% per annum daily deduction and a daily notional financing cost, which may materially drag performance, with exposure dynamically set to target 35% volatility (0%–500% cap).