Issuer: JPMorgan Chase Financial Company LLC, a direct,
wholly owned finance subsidiary of JPMorgan Chase & Co.
Guarantor: JPMorgan Chase & Co.
Underlyings: The common stock of Thermo Fisher Scientific
Inc., par value $1.00 per share (Bloomberg ticker: TMO) (the
“Reference Stock”) and the State Street® Health Care Select
Sector SPDR® ETF (Bloomberg ticker: XLV) (the “Fund”) (each
of the Reference Stock and the Fund, an “Underlying” and
collectively, the “Underlyings”)
Contingent Interest Payments: If the notes have not been
automatically called 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 $8.6667 (equivalent to a
Contingent Interest Rate of at least 10.40% per annum, payable
at a rate of at least 0.86667% 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 10.40% per annum, payable
at a rate of at least 0.86667% per month (to be provided in the
pricing supplement)
Interest Barrier / Trigger Value: With respect to each
Underlying, 60.00% of its Strike Value, which is $268.968 for
the Reference Stock and $89.934 for the Fund
Strike Date: May 22, 2026
Pricing Date: On or about May 26, 2026
Original Issue Date (Settlement Date): On or about May 29,
2026
Review Dates*: June 22, 2026, July 22, 2026, August 24,
2026, September 22, 2026, October 22, 2026, November 23,
2026, December 22, 2026, January 22, 2027, February 22,
2027, March 22, 2027, April 22, 2027, May 24, 2027, June 22,
2027, July 22, 2027, August 23, 2027, September 22, 2027,
October 22, 2027, November 22, 2027, December 22, 2027,
January 24, 2028, February 22, 2028, March 22, 2028, April 24,
2028 and May 22, 2028 (final Review Date)
Interest Payment Dates*: June 25, 2026, July 27, 2026,
August 27, 2026, September 25, 2026, October 27, 2026,
November 27, 2026, December 28, 2026, January 27, 2027,
February 25, 2027, March 25, 2027, April 27, 2027, May 27,
2027, June 25, 2027, July 27, 2027, August 26, 2027,
September 27, 2027, October 27, 2027, November 26, 2027,
December 28, 2027, January 27, 2028, February 25, 2028,
March 27, 2028, April 27, 2028 and the Maturity Date
Maturity Date*: May 25, 2028
Call Settlement Date*: If the notes are automatically called on
any Review Date (other than the first through eleventh and final
Review Dates), the first Interest Payment Date immediately
following that Review Date
* 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
Automatic Call:
If the closing value of each Underlying on any Review Date
(other than the first through eleventh and final Review Dates) is
greater than or equal to its Strike Value, the notes will be
automatically called for a cash payment, for each $1,000
principal amount note, equal to (a) $1,000 plus (b) the
Contingent Interest Payment applicable to that Review Date,
payable on the applicable Call Settlement Date. No further
payments will be made on the notes.
Payment at Maturity:
If the notes have not been automatically called 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 applicable to the final Review
Date.
If the notes have not been automatically called 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 automatically called 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 – Strike Value)
Strike Value
Strike Value: With respect to each Underlying, the closing
value of that Underlying on the Strike Date, which was $448.28
for the Reference Stock and $149.89 for the Fund. The Strike
Value of each Underlying is not 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
Stock Adjustment Factor: The Stock Adjustment Factor is
referenced in determining the closing value of the Reference
Stock and is set equal to 1.0 on the Strike Date. The Stock
Adjustment Factor is subject to adjustment upon the occurrence
of certain corporate events affecting the Reference Stock. See
“The Underlyings — Reference Stocks — Anti-Dilution
Adjustments” and “The Underlyings — Reference Stocks —
Reorganization Events” in the accompanying product
supplement for further information.
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 Strike 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.