Issuer: JPMorgan Chase Financial Company LLC, a direct,
wholly owned finance subsidiary of JPMorgan Chase & Co.
Guarantor: JPMorgan Chase & Co.
Underlyings: The Russell 2000® Index (Bloomberg ticker:
RTY) (the “Index”) and the VanEck® Semiconductor ETF
(Bloomberg ticker: SMH) (the “Fund”) (each of the Index and
the Fund, an “Underlying” and collectively, the “Underlyings”)
Contingent Interest Payments: If the notes have not been
previously redeemed early and the closing value of each
Underlying on any Review Date is greater than or equal to its
Interest Barrier, you will receive on the applicable Interest
Payment Date for each $1,000 principal amount note a
Contingent Interest Payment equal to at least $16.25
(equivalent to a Contingent Interest Rate of at least 19.50% per
annum, payable at a rate of at least 1.625% per month) (to be
provided in the pricing supplement).
If the closing value of either Underlying on any Review Date is
less than its Interest Barrier, no Contingent Interest Payment
will be made with respect to that Review Date.
Contingent Interest Rate: At least 19.50% per annum, payable
at a rate of at least 1.625% per month (to be provided in the
pricing supplement)
Interest Barrier: With respect to each Underlying, 70.00% of its
Initial Value
Trigger Value: With respect to each Underlying, 60.00% of its
Initial Value
Pricing Date: On or about May 20, 2026
Original Issue Date (Settlement Date): On or about May 26,
2026
Review Dates*: June 22, 2026, July 20, 2026, August 20,
2026, September 21, 2026, October 20, 2026, November 20,
2026, December 21, 2026, January 20, 2027, February 22,
2027, March 22, 2027, April 20, 2027, May 20, 2027, June 21,
2027, July 20, 2027, August 20, 2027, September 20, 2027,
October 20, 2027, November 22, 2027, December 20, 2027,
January 20, 2028, February 22, 2028, March 20, 2028, April 20,
2028, May 22, 2028, June 20, 2028, July 20, 2028, August 21,
2028, September 20, 2028, October 20, 2028, November 20,
2028, December 20, 2028, January 22, 2029, February 20,
2029, March 20, 2029, April 20, 2029 and May 21, 2029 (final
Review Date)
Interest Payment Dates*: June 25, 2026, July 23, 2026,
August 25, 2026, September 24, 2026, October 23, 2026,
November 25, 2026, December 24, 2026, January 25, 2027,
February 25, 2027, March 25, 2027, April 23, 2027, May 25,
2027, June 24, 2027, July 23, 2027, August 25, 2027,
September 23, 2027, October 25, 2027, November 26, 2027,
December 23, 2027, January 25, 2028, February 25, 2028,
March 23, 2028, April 25, 2028, May 25, 2028, June 23, 2028,
July 25, 2028, August 24, 2028, September 25, 2028, October
25, 2028, November 24, 2028, December 26, 2028, January 25,
2029, February 23, 2029, March 23, 2029, April 25, 2029 and
the Maturity Date
Maturity Date*: May 24, 2029
* Subject to postponement in the event of a market disruption event
and as described under “General Terms of Notes — Postponement
of a Determination Date — Notes Linked to Multiple Underlyings”
and “General Terms of Notes — Postponement of a Payment Date”
in the accompanying product supplement or early acceleration in
the event of an acceleration event as described under “General
Terms of Notes — Consequences of an Acceleration Event” in the
accompanying product supplement and “Selected Risk
Considerations — Risks Relating to the Notes Generally — We May
Accelerate Your Notes If an Acceleration Event Occurs” in this
pricing supplement
Early Redemption:
We, at our election, may redeem the notes early, in whole but
not in part, on any of the Interest Payment Dates (other than the
first, second and final Interest Payment Dates) at a price, for
each $1,000 principal amount note, equal to (a) $1,000 plus (b)
the Contingent Interest Payment, if any, applicable to the
immediately preceding Review Date. If we intend to redeem
your notes early, we will deliver notice to The Depository Trust
Company, or DTC, at least three business days before the
applicable Interest Payment Date on which the notes are
redeemed early.
Payment at Maturity:
If the notes have not been redeemed early and the Final Value
of each Underlying is greater than or equal to its Trigger Value,
you will receive a cash payment at maturity, for each $1,000
principal amount note, equal to (a) $1,000 plus (b) the
Contingent Interest Payment, if any, applicable to the final
Review Date.
If the notes have not been redeemed early and the Final Value
of either Underlying is less than its Trigger Value, your payment
at maturity per $1,000 principal amount note will be calculated
as follows:
$1,000 + ($1,000 × Lesser Performing Underlying Return)
If the notes have not been redeemed early and the Final Value
of either Underlying is less than its Trigger Value, you will lose
more than 40.00% of your principal amount at maturity and
could lose all of your principal amount at maturity.
Lesser Performing Underlying: The Underlying with the
Lesser Performing Underlying Return
Lesser Performing Underlying Return: The lower of the
Underlying Returns of the Underlyings
Underlying Return:
With respect to each Underlying,
(Final Value – Initial Value)
Initial Value
Initial Value: With respect to each Underlying, the closing value
of that Underlying on the Pricing Date
Final Value: With respect to each Underlying, the closing value
of that Underlying on the final Review Date
Share Adjustment Factor: The Share Adjustment Factor is
referenced in determining the closing value of the Fund and is
set equal to 1.0 on the Pricing Date. The Share Adjustment
Factor is subject to adjustment upon the occurrence of certain
events affecting the Fund. See “The Underlyings — Funds —
Anti-Dilution Adjustments” in the accompanying product
supplement for further information.