[FWP] Canadian Imperial Bank of Commerce Free Writing Prospectus

Rhea-AI Filing Summary

J.P. Morgan Chase Financial Company LLC is offering 2.5-year, non-call 6-month, Auto-Callable Contingent Interest Notes linked equally to the Nasdaq-100 (NDX), Russell 2000 (RTY) and S&P 500 (SPX) indices. The notes are issued in $1,000 denominations (CUSIP 48136EU94) and pay a contingent monthly coupon of 8.00%-10.00% p.a. (0.66667%-0.83333% per month) only if the closing level of every underlying is at or above its Interest Barrier (80 % of initial) on the relevant review date.

An automatic call feature is assessed monthly beginning month 7; if all three indices are at or above initial levels on any call-eligible date, investors receive par plus the current coupon and the note terminates early. If the note is not called, final redemption depends on a Trigger Barrier set at 70 % of initial. Provided each index closes at or above its trigger on the final review date, investors receive par plus the final coupon. If any index finishes below its trigger, principal is reduced one-for-one with the decline of the worst performer, exposing investors to up to 100 % capital loss.

The preliminary estimated value will be <$900 per $1,000 note, reflecting J.P. Morgan’s internal funding rate, and secondary market liquidity is uncertain as JPMS is not obliged to make a market. Key risks outlined include credit exposure to JPMorgan Chase Financial Company LLC and JPMorgan Chase &Co., contingent and limited coupon, early call risk, barrier event risk, potential conflicts in pricing/hedging, tax uncertainty, and market risks associated with large-cap (NDX/SPX) and small-cap (RTY) equity indices.

Positive

• Attractive headline coupon of 8-10 % per annum payable monthly, higher than current investment-grade yields.
• 30 % downside protection via the 70 % trigger barrier if held to maturity and barriers are respected.
• Monthly automatic call feature allows early principal return, reducing duration in rising markets.
• Diversified underlying basket of large-cap (NDX, SPX) and small-cap (RTY) U.S. equity indices.

Negative

• Principal at risk: any index below 70 % at maturity drives a proportional loss up to 100 %.
• Contingent coupons are not guaranteed; a single barrier breach on any observation date cancels that month’s interest.
• Early call truncates income, capping total return to distributed coupons only.
• Estimated value <$900 per $1,000 note highlights high embedded fees and negative secondary pricing.
• Limited liquidity; JPMS may but is not obligated to make a market, potentially forcing sales at deep discounts.
• Exposure to JPM credit risk despite being an equity-linked note.
• Tax treatment uncertain; investors must seek individual advice.

Insights

Structured-Products Analyst

TL;DR: High coupon but conditional; 30 % protection; callable; typical JPM retail note, risk largely borne by investor.

The note targets yield-seeking investors willing to trade equity downside risk for an 8-10 % headline coupon. The 70 % trigger offers moderate protection; however, principal loss escalates quickly if any index breaches its barrier. Because coupons require all three indices to stay above 80 % on each observation, effective realized yield could be materially lower than the headline rate, especially in volatile periods. Early auto-call is likely if markets trend higher, truncating income while capping upside to distributed coupons. The sub-$900 estimated value (≈90 % of issue price) embeds distributor fees and JPM’s funding spread, creating negative carry for secondary sellers. Credit exposure to JPM remains investment-grade but is a non-trivial overlay. Overall, risk-adjusted appeal is neutral; suitable only for investors who understand barrier mechanics and are comfortable with limited liquidity.

Equity-Index Risk Specialist

TL;DR: Triple-index structure raises correlation risk; worst-of design heightens downside probability.

Linking NDX, RTY and SPX diversifies underlying drivers yet, under the worst-of payout, it increases barrier-breach likelihood. Historical drawdowns show RTY underperforms large-cap indices in stress events, meaning the 70 % trigger could be reached even if NDX and SPX remain safer. The 6-month non-call window adds some coupon visibility but leaves little time for path dependency relief. From a risk standpoint, investors are effectively short an out-of-the-money put on the worst index while being long JPM credit. Given current equity volatility and small-cap underperformance, probability-weighted outcomes skew to mid-single-digit returns with tail risk of 30-100 % loss. Hence I classify the instrument as not materially impactful to JPM’s balance sheet, but potentially hazardous to retail capital allocators.

Filed Pursuant to Rule 433

Registration Statement No. 333-272447

AUTOCALLABLE STRATEGIC ACCELERATED REDEMPTION SECURITIES^® (STARS^®)

Autocallable Strategic Accelerated Redemption Securities® Linked to the S&P 500® Index
Issuer	Canadian Imperial Bank of Commerce (“CIBC”)
Principal Amount	$10.00 per unit
Term	Approximately six years, if not called on the first five Observation Dates
Market Measure	The S&P 500® Index (Bloomberg symbol: "SPX")
Automatic Call	Automatic call if the Observation Level of the Market Measure on any of the Observation Dates is equal to or greater than the Call Level
Observation Level	The closing level of the Market Measure on any Observation Date
Observation Dates	Approximately one, two, three, four, five and six years after the pricing date
Call Level	100% of the Starting Value
Call Amounts (per Unit)	[$10.60 to $10.70] if called on the first Observation Date, [$11.20 to $11.40] if called on the second Observation Date, [$11.80 to $12.10] if called on the third Observation Date, [$12.40 to $12.80] if called on the fourth Observation Date, [$13.00 to $13.50] if called on the fifth Observation Date, and [$13.60 to $14.20] if called on the final Observation Date, each to be determined on the pricing date
Payout Profile at Maturity	· If not called but the Market Measure does not decline by more than 15%, a return of principal · If not called, 1-to-1 downside exposure to decreases in the Market Measure beyond a 15% decline, with up to 85% of the principal amount at risk
Threshold Value	85% of the Starting Value
Investment Considerations	This investment is designed for investors who anticipate that the Observation Level on at least one of the Observation Dates will be equal to or greater than the Call Level and, in that case, accept an early exit from the investment, and are willing to accept that their return on their investment will be capped at the applicable Call Premium, take downside risk below a threshold and forgo interim interest payments.
Preliminary Offering Documents	https://www.sec.gov/Archives/edgar/data/1045520/000110465925063977/tm2516701d49_fwp.htm
Exchange Listing	No

You should read the relevant Preliminary Offering Documents before you invest. Click on the Preliminary Offering Documents hyperlink above or call your Financial Advisor for a hard copy.

Risk Factors

Please see the Preliminary Offering Documents for a description of certain risks related to this investment, including, but not limited to, the following:

· If the notes are not called, depending on the performance of the Market Measure as measured shortly before the maturity date, you may lose up to 85% of the principal amount.

· Your investment return is limited to the return represented by the applicable Call Premium.

· Payments on the notes, including any repayment of principal, are subject to the credit risk of CIBC, and actual or perceived changes in the creditworthiness of CIBC are expected to affect the value of the notes. If CIBC becomes insolvent or is unable to pay its obligations, you may lose your entire investment.

· The initial estimated value of the notes on the pricing date will be less than their public offering price.

· If you attempt to sell the notes prior to maturity, their market value may be lower than both the public offering price and the initial estimated value of the notes on the pricing date.

· As a noteholder, you will have no rights of a holder of the securities represented by the Market Measure, and you will not be entitled to receive securities, dividends or other distributions by the issuers of those securities.

Final terms will be set on the pricing date within the given range for the specified Market-Linked Investment. Please see the Preliminary Offering Documents for complete product disclosure, including related risks and tax disclosure.

Canadian Imperial Bank of Commerce (CIBC) has filed a registration statement (including a product supplement, a prospectus supplement, and a prospectus) with the U.S. Securities and Exchange Commission (SEC) for the offering to which this document relates. Before you invest, you should carefully read these documents and other documents that CIBC has filed with the SEC for more complete information about CIBC and this offering. You may get these documents without cost by visiting EDGAR on the SEC Website at www.sec.gov. CIBC's Central Index Key, or ClK, on the SEC website is 1045520. Alternatively, MLPF&S or BofAS will arrange to send you these documents if you so request by calling toll-free at 1-800-294-1322.

FAQ

What is the coupon rate on JPM's 2.5-year auto-callable notes (symbol VYLD)?

The notes pay a contingent coupon of 8.00 %–10.00 % per annum, credited monthly if all three indices are above the 80 % interest barrier.

How does the 70 % trigger barrier affect principal repayment for VYLD investors?

If, on the final review date, any index closes below 70 % of its initial level, investors lose principal in line with the worst performer, up to total loss.

When can the JPM structured note be automatically called?

Beginning after six months, the note is called on any monthly review date if all indices are at or above their initial levels.

What is the estimated value versus issue price of the VYLD-linked notes?

J.P. Morgan estimates the fair value at no less than $900 per $1,000 note, below the $1,000 issue price due to fees and funding spread.

Are the coupons on these notes guaranteed like traditional bonds?

No. Coupons are paid only if the barrier condition is met; several or all coupons may be skipped in adverse markets.

Is there secondary market liquidity for these JPM Auto-Callable Notes?

JPMS may offer to buy the notes but is not obliged; resale could incur a significant discount.