JPMorgan Chase (JPM) offers callable notes with ≥12.25% contingent coupons (May 2029)

Q: What is the estimated value versus the price to public for these JPM (JPM) notes?

The estimated value at pricing is about $976.20 per $1,000 principal note and will not be less than $900.00 per $1,000 . The original issue price includes selling commissions and hedging costs, so secondary prices may be lower.

Filing Impact

(Low)

Filing Sentiment

(Neutral)

Form Type

424B2

Rhea-AI Filing Summary

JPMorgan Chase Financial Company LLC is offering Callable Contingent Interest Notes due May 2, 2029, fully guaranteed by JPMorgan Chase & Co. The notes pay monthly contingent interest (at least 12.25% per annum annualized; at least 1% per month) when each underlying (Nasdaq-100, Russell 2000 and the SPDR S&P Regional Banking ETF) is at or above an Interest Barrier of 70.00% of its Initial Value on Review Dates. If any Underlying falls below a Trigger Value of 60.00% at final valuation, principal at maturity is reduced by the Least Performing Underlying Return, subjecting investors to substantial principal loss (possible total loss). The notes may be redeemed early (first possible early call: October 30, 2026), price to public is $1,000 per note, and the estimated value at pricing would be approximately $976.20 per $1,000 (not less than $900.00).

Key Figures

Price to public: $1,000 per note Estimated value (pricing): $976.20 Minimum estimated value: $900.00 +5 more

8 metrics

Price to public $1,000 per note original issue price per $1,000 principal amount note

Estimated value (pricing) $976.20 estimated value per $1,000 principal amount note if notes priced today

Minimum estimated value $900.00 estimated value will not be less than per $1,000 principal amount note

Contingent Interest Rate At least 12.25% per annum annualized contingent interest (at least 1% per month)

Interest Barrier 70.00% Interest Barrier as percentage of Initial Value for each Underlying

Trigger Value 60.00% Trigger Value as percentage of Initial Value for each Underlying

Pricing Date On or about April 27, 2026 expected pricing date

Maturity Date May 2, 2029 final maturity date of the notes

Key Terms

Contingent Interest Payment, Least Performing Underlying Return, Share Adjustment Factor, internal funding rate

4 terms

Contingent Interest Payment financial

"you will receive on the applicable Interest Payment Date a Contingent Interest Payment"

Least Performing Underlying Return financial

"the lowest of the Underlying Returns of the Underlyings"

internal funding rate financial

"The estimated value of the notes is derived by reference to an internal funding rate"

Offering Details

primary

Offering

Offering Type primary

Use of Proceeds Proceeds reflect investor demand for products with this risk-return profile; original issue price = estimated value + selling commissions + hedging profits/costs

04/09/2026 - 04:33 PM

The information in this preliminary pricing supplement is not complete and may be changed.  This preliminary pricing supplement is not 

an offer to sell nor does it seek an offer to buy these securities in any jurisdiction where the offer or sale is not permitted. 

Subject to completion dated April 9, 2026 

April    , 2026  Registration Statement Nos. 333-270004 and 333-270004-01; Rule 424(b)(2) 

Pricing supplement to product supplement no. 4-I dated April 13, 2023, underlying supplement no. 1-I dated April 13, 2023, the prospectus and 

prospectus supplement, each dated April 13, 2023, and the prospectus addendum dated June 3, 2024 

JPMorgan Chase Financial Company LLC 

Structured Investments 

Callable Contingent Interest Notes Linked to the Least Performing of the 

Nasdaq-100 Index®, the Russell 2000® Index and the State Street® SPDR® 

S&P® Regional Banking ETF due May 2, 2029 

Fully and Unconditionally Guaranteed by JPMorgan Chase & Co. 

•  The notes are designed for investors who seek a Contingent Interest Payment with respect to each Review Date, for 

which the closing value of each of the Nasdaq-100 Index®, the Russell 2000® Index and the State Street® SPDR® S&P® 

Regional Banking ETF, which we refer to as the Underlyings, is greater than or equal to 70.00% of its Initial Value, which 

we refer to as an Interest Barrier.   

•  If the closing value of each Underlying is greater than or equal to its Interest Barrier on any Review Date, investors will 

receive, in addition to the Contingent Interest Payment with respect to that Review Date, any previously unpaid 

Contingent Interest Payments for prior Review Dates. 

•  The notes may be redeemed early, in whole but not in part, at our option on any of the Interest Payment Dates (other 

than the first through fifth and final Interest Payment Dates). 

•  The earliest date on which the notes may be redeemed early is October 30, 2026. 

•  Investors should be willing to accept the risk of losing a significant portion or all of their principal and the risk that no 

Contingent Interest Payment may be made with respect to some or all Review Dates. 

•  Investors should also be willing to forgo fixed interest and dividend payments, in exchange for the opportunity to receive 

Contingent Interest Payments. 

•  The notes are unsecured and unsubordinated obligations of JPMorgan Chase Financial Company LLC, which we refer to 

as JPMorgan Financial, the payment on which is fully and unconditionally guaranteed by JPMorgan Chase & Co.  Any 

payment on the notes is subject to the credit risk of JPMorgan Financial, as issuer of the notes, and the credit 

risk of JPMorgan Chase & Co., as guarantor of the notes. 

•  Payments on the notes are not linked to a basket composed of the Underlyings.  Payments on the notes are linked to the 

performance of each of the Underlyings individually, as described below. 

•  Minimum denominations of $1,000 and integral multiples thereof 

•  The notes are expected to price on or about April 27, 2026 and are expected to settle on or about April 30, 2026.   

•  CUSIP: 46660RZD9 

Investing in the notes involves a number of risks.  See “Risk Factors” beginning on page S-2 of the accompanying prospectus 

supplement, Annex A to the accompanying prospectus addendum, “Risk Factors” beginning on page PS-11 of the 

accompanying product supplement and “Selected Risk Considerations” beginning on page PS-6 of this pricing supplement. 

Neither the Securities and Exchange Commission (the “SEC”) nor any state securities commission has approved or disapproved of the 

notes or passed upon the accuracy or the adequacy of this pricing supplement or the accompanying product supplement, underlying 

supplement, prospectus supplement, prospectus and prospectus addendum.  Any representation to the contrary is a criminal offense. 

Price to Public (1) 

Fees and Commissions (2) 

Proceeds to Issuer 

Per note 

$1,000 

$

$

Total 

$

$

$

(1) See “Supplemental Use of Proceeds” in this pricing supplement for information about the components of the price to public of the 

notes. 

(2) J.P. Morgan Securities LLC, which we refer to as JPMS, acting as agent for JPMorgan Financial, will pay all of the selling 

commissions it receives from us to other affiliated or unaffiliated dealers.  In no event will these selling commissions exceed $5.00 per 

$1,000 principal amount note.  See “Plan of Distribution (Conflicts of Interest)” in the accompanying product supplement.   

If the notes priced today, the estimated value of the notes would be approximately $976.20 per $1,000 principal amount 

note.  The estimated value of the notes, when the terms of the notes are set, will be provided in the pricing supplement 

and will not be less than $900.00 per $1,000 principal amount note.  See “The Estimated Value of the Notes” in this 

pricing supplement for additional information.   

The notes are not bank deposits, are not insured by the Federal Deposit Insurance Corporation or any other governmental agency 

and are not obligations of, or guaranteed by, a bank. 

PS-1 | Structured Investments 

Callable Contingent Interest Notes Linked to the Least Performing of the 

Nasdaq-100 Index®, the Russell 2000® Index and the State Street® SPDR® 

S&P® Regional Banking ETF 

Key Terms 

Issuer: JPMorgan Chase Financial Company LLC, a direct, 

wholly owned finance subsidiary of JPMorgan Chase & Co. 

Guarantor: JPMorgan Chase & Co. 

Underlyings: The Nasdaq-100 Index® (Bloomberg ticker: NDX) 

and the Russell 2000® Index (Bloomberg ticker: RTY) (each of 

the Nasdaq-100 Index® and the Russell 2000® Index, an “Index” 

and collectively, the “Indices”) and the State Street® SPDR® 

S&P® Regional Banking ETF (Bloomberg ticker: KRE) (the 

“Fund”) (each of the Indices 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 $10.2083 

(equivalent to a Contingent Interest Rate of at least 12.25% per 

annum, payable at a rate of at least 1.02083% per month) (to 

be provided in the pricing supplement), plus any previously 

unpaid Contingent Interest Payments for any prior Review 

Dates. 

If the Contingent Interest Payment is not paid on any Interest 

Payment Date, that unpaid Contingent Interest Payment will be 

paid on a later Interest Payment Date if the closing value of 

each Underlying on the Review Date related to that later 

Interest Payment Date is greater than or equal to its Interest 

Barrier.  You will not receive any unpaid Contingent Interest 

Payments if the closing value of any Underlying on each 

subsequent Review Date is less than its Interest Barrier. 

Contingent Interest Rate: At least 12.25% per annum, payable 

at a rate of at least 1.02083% 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 April 27, 2026 

Original Issue Date (Settlement Date): On or about April 30, 

2026

Review Dates*: May 27, 2026, June 29, 2026, July 27, 2026, 

August 27, 2026, September 28, 2026, October 27, 2026, 

November 27, 2026, December 28, 2026, January 27, 2027, 

March 1, 2027, March 29, 2027, April 27, 2027, May 27, 2027, 

June 28, 2027, July 27, 2027, August 27, 2027, September 27, 

2027, October 27, 2027, November 29, 2027, December 27, 

2027, January 27, 2028, February 28, 2028, March 27, 2028, 

April 27, 2028, May 30, 2028, June 27, 2028, July 27, 2028, 

August 28, 2028, September 27, 2028, October 27, 2028, 

November 27, 2028, December 27, 2028, January 29, 2029, 

February 27, 2029, March 27, 2029 and April 27, 2029 (final 

Review Date) 

Interest Payment Dates*: June 1, 2026, July 2, 2026, July 30, 

2026, September 1, 2026, October 1, 2026, October 30, 2026, 

December 2, 2026, December 31, 2026, February 1, 2027, 

March 4, 2027, April 1, 2027, April 30, 2027, June 2, 2027, July 

1, 2027, July 30, 2027, September 1, 2027, September 30, 

2027, November 1, 2027, December 2, 2027, December 30, 

2027, February 1, 2028, March 2, 2028, March 30, 2028, May 

2, 2028, June 2, 2028, June 30, 2028, August 1, 2028, August 

31, 2028, October 2, 2028, November 1, 2028, November 30, 

2028, January 2, 2029, February 1, 2029, March 2, 2029, April 

2, 2029 and the Maturity Date 

Maturity Date*: May 2, 2029 

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 through fifth 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 plus (c) if the Contingent 

Interest Payment applicable to the immediately preceding 

Review Date is payable, any previously unpaid Contingent 

Interest Payments for any prior Review Dates.  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 plus (c) if the Contingent Interest Payment 

applicable to the final Review Date is payable, any previously 

unpaid Contingent Interest Payments for any prior Review 

Dates. 

If the notes have not been redeemed early and the Final Value 

of any 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 × Least Performing Underlying Return) 

If the notes have not been redeemed early and the Final Value 

of any 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. 

Least Performing Underlying: The Underlying with the Least 

Performing Underlying Return 

Least Performing Underlying Return: The lowest 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. 

* 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  

PS-2 | Structured Investments 

Callable Contingent Interest Notes Linked to the Least Performing of the 

Nasdaq-100 Index®, the Russell 2000® Index and the State Street® SPDR® 

S&P® Regional Banking ETF 

Supplemental Terms of the Notes 

Any values of the Underlyings, and any values derived therefrom, included in this pricing supplement may be corrected, in the event of 

manifest error or inconsistency, by amendment of this pricing supplement and the corresponding terms of the notes.  Notwithstanding 

anything to the contrary in the indenture governing the notes, that amendment will become effective without consent of the holders of 

the notes or any other party. 

How the Notes Work 

Payments in Connection with the First through Fifth Review Dates 

Payments in Connection with Review Dates (Other than the First through Fifth and Final Review Dates) 

The closing value of each Underlying is greater than 

or equal to its Interest Barrier.

The closing value of any Underlying is less than its 

Interest Barrier.

First through Fifth Review Dates

Compare the closing value of each Underlying to its Interest Barrier on each Review Date.

You will receive on the applicable Interest Payment Date (a) a Contingent 

Interest Payment plus (b) any previously unpaid Contingent Interest 

Payments for any prior Review Dates.

Proceed to the next Review Date.

No Contingent Interest Payment will be made with respect to

the applicable Review Date.

Proceed to the next Review Date.

You will receive, on the applicable Interest

Payment Date, (a) $1,000 plus (b) a 

Contingent Interest Payment plus (c) any 

previously unpaid Contingent Interest 

Payments for any prior Review Dates.

No further payments will be made on the 

notes.

Compare the closing value of each Underlying to its Interest Barrier on each Review Date until the final Review Date or any early redemption.

Review Dates (Other than the First through Fifth and Final Review Dates)

Early Redemption

The closing value of each 

Underlying is greater than or 

equal to its Interest Barrier.

The closing value of any 

Underlying is less than its Interest 

Barrier.

You will receive, on the applicable 

Interest Payment Date, (a) a 

Contingent Interest Payment plus (b) 

any previously unpaid Contingent 

Interest Payments for any prior 

Review Dates. 

Proceed to the next Review Date.

No Contingent Interest Payment will 

be made with respect to the 

applicable Review Date.

Proceed to the next Review Date.

No Early Redemption

You will receive $1,000 on the applicable 

Interest Payment Date.

No further payments will be made on the 

notes.

PS-3 | Structured Investments 

Callable Contingent Interest Notes Linked to the Least Performing of the 

Nasdaq-100 Index®, the Russell 2000® Index and the State Street® SPDR® 

S&P® Regional Banking ETF 

Payment at Maturity If the Notes Have Not Been Redeemed Early 

Total Contingent Interest Payments 

The table below illustrates the hypothetical total Contingent Interest Payments per $1,000 principal amount note over the term of the 

notes based on a hypothetical Contingent Interest Rate of 12.25% per annum, depending on how many Contingent Interest Payments 

are made prior to early redemption or maturity.  The actual Contingent Interest Rate will be provided in the pricing supplement and will 

be at least 12.25% per annum (payable at a rate of at least 1.02083% per month). 

Number of Contingent 

Interest Payments 

Total Contingent Interest 

Payments 

36

$367.5000 

35

$357.2917 

34

$347.0833 

33

$336.8750 

32

$326.6667 

31

$316.4583 

30

$306.2500 

29

$296.0417 

28

$285.8333 

27

$275.6250 

26

$265.4167 

25

$255.2083 

24

$245.0000 

23

$234.7917 

22

$224.5833 

21

$214.3750 

20

$204.1667 

19

$193.9583 

18

$183.7500 

17

$173.5417 

16

$163.3333 

15

$153.1250 

14

$142.9167 

Review Dates Preceding the 

Final Review Date

You will receive (a) $1,000 plus (b) the 

Contingent Interest Payment, if any, 

applicable to the final Review Date 

plus (c) if the Contingent Interest 

Payment applicable to the final Review 

Date is payable, any previously unpaid 

Contingent Interest Payments for any 

prior Review Dates

The notes have not been 

redeemed early prior to the 

final Review Date.

Proceed to maturity

Final Review Date Payment at Maturity

The Final Value of each Underlying is greater 

than or equal to its Trigger Value.

You will receive:

$1,000 + ($1,000 ×Least Performing 

Underlying Return)

Under these circumstances, you will 

lose a significant portion or all of your 

principal amount at maturity.

The Final Value of any Underlying is less than its 

Trigger Value.

PS-4 | Structured Investments 

Callable Contingent Interest Notes Linked to the Least Performing of the 

Nasdaq-100 Index®, the Russell 2000® Index and the State Street® SPDR® 

S&P® Regional Banking ETF 

13

$132.7083 

12

$122.5000 

11

$112.2917 

10

$102.0833 

9

$91.8750 

8

$81.6667 

7

$71.4583 

6

$61.2500 

5

$51.0417 

4

$40.8333 

3

$30.6250 

2

$20.4167 

1

$10.2083 

0

$0.0000 

PS-5 | Structured Investments 

Callable Contingent Interest Notes Linked to the Least Performing of the 

Nasdaq-100 Index®, the Russell 2000® Index and the State Street® SPDR® 

S&P® Regional Banking ETF 

Hypothetical Payout Examples  

The following examples illustrate payments on the notes linked to three hypothetical Underlyings, assuming a range of performances 

for the hypothetical Least Performing Underlying on the Review Dates.  Solely for purposes of this section, the Least Performing 

Underlying with respect to each Review Date is the least performing of the Underlyings determined based on the closing 

value of each Underlying on that Review Date compared with its Initial Value. 

The hypothetical payments set forth below assume the following:   

•  the notes have not been redeemed early;  

•  an Initial Value for each Underlying of 100.00;  

•  an Interest Barrier for each Underlying of 70.00 (equal to 70.00% of its hypothetical Initial Value);  

•  a Trigger Value for each Underlying of 60.00 (equal to 60.00% of its hypothetical Initial Value); and 

•  a Contingent Interest Rate of 12.25% per annum. 

The hypothetical Initial Value of each Underlying of 100.00 has been chosen for illustrative purposes only and may not represent a 

likely actual Initial Value of any Underlying.  The actual Initial Value of each Underlying will be the closing value of that Underlying on 

the Pricing Date and will be provided in the pricing supplement.  For historical data regarding the actual closing values of each 

Underlying, please see the historical information set forth under “The Underlyings” in this pricing supplement. 

Each hypothetical payment set forth below is for illustrative purposes only and may not be the actual payment applicable to a purchaser 

of the notes.  The numbers appearing in the following examples have been rounded for ease of analysis. 

Example 1 — Notes have NOT been redeemed early and the Final Value of the Least Performing Underlying is greater than or 

equal to its Trigger Value and its Interest Barrier. 

Date 

Closing Value of Least 

Performing Underlying 

Payment (per $1,000 principal amount note) 

First Review Date 

95.00 

$10.2083 

Second Review Date 

85.00

$10.2083 

Third through Thirty-Fifth 

Review Dates 

Less than Interest Barrier 

$0

Final Review Date 

90.00 

$1,347.0833 

Total Payment 

$1,367.50 (36.75% return) 

Because the notes have not been redeemed early and the Final Value of the Least Performing Underlying is greater than or equal to its 

Trigger Value and its Interest Barrier, the payment at maturity, for each $1,000 principal amount note, will be $1,347.0833 (or $1,000 

plus the Contingent Interest Payment applicable to the final Review Date plus the unpaid Contingent Interest Payments for any prior 

Review Dates).  When added to the Contingent Interest Payments received with respect to the prior Review Dates, the total amount 

paid, for each $1,000 principal amount note, is $1,367.50. 

Example 2 — Notes have NOT been redeemed early and the Final Value of the Least Performing Underlying is less than its 

Interest Barrier but is greater than or equal to its Trigger Value. 

Date 

Closing Value of Least 

Performing Underlying 

Payment (per $1,000 principal amount note) 

First Review Date 

95.00 

$10.2083 

Second Review Date 

80.00 

$10.2083 

Third through Thirty-Fifth 

Review Dates 

Less than Interest Barrier 

$0

Final Review Date 

65.00 

$1,000.00 

Total Payment 

$1,020.4167 (2.04167% return) 

Because the notes have not been redeemed early and the Final Value of the Least Performing Underlying is less than its Interest 

Barrier but is greater than or equal to its Trigger Value, the payment at maturity, for each $1,000 principal amount note, will be 

$1,000.00.  When added to the Contingent Interest Payments received with respect to the prior Review Dates, the total amount paid, for 

each $1,000 principal amount note, is $1,020.4167. 

PS-6 | Structured Investments 

Callable Contingent Interest Notes Linked to the Least Performing of the 

Nasdaq-100 Index®, the Russell 2000® Index and the State Street® SPDR® 

S&P® Regional Banking ETF 

Example 3 — Notes have NOT been redeemed early and the Final Value of the Least Performing Underlying is less than its 

Trigger Value. 

Date 

Closing Value of Least 

Performing Underlying 

Payment (per $1,000 principal amount note) 

First Review Date 

40.00 

$0

Second Review Date 

45.00 

$0

Third through Thirty-Fifth 

Review Dates 

Less than Interest Barrier 

$0

Final Review Date 

40.00 

$400.00 

Total Payment 

$400.00 (-60.00% return) 

Because the notes have not been redeemed early, the Final Value of the Least Performing Underlying is less than its Trigger Value and 

the Least Performing Underlying Return is -60.00%, the payment at maturity will be $400.00 per $1,000 principal amount note, 

calculated as follows: 

$1,000 + [$1,000 × (-60.00%)] = $400.00 

The hypothetical returns and hypothetical payments on the notes shown above apply only if you hold the notes for their entire term.  

These hypotheticals do not reflect the fees or expenses that would be associated with any sale in the secondary market.  If these fees 

and expenses were included, the hypothetical returns and hypothetical payments shown above would likely be lower. 

Selected Risk Considerations 

An investment in the notes involves significant risks.  These risks are explained in more detail in the “Risk Factors” sections of the 

accompanying prospectus supplement and product supplement and in Annex A to the accompanying prospectus addendum. 

Risks Relating to the Notes Generally 

• YOUR INVESTMENT IN THE NOTES MAY RESULT IN A LOSS —  

The notes do not guarantee any return of principal.  If the notes have not been redeemed early and the Final Value of any 

Underlying is less than its Trigger Value, you will lose 1% of the principal amount of your notes for every 1% that the Final Value of 

the Least Performing Underlying is less than its Initial Value.  Accordingly, under these circumstances, you will lose more than 

40.00% of your principal amount at maturity and could lose all of your principal amount at maturity.  

• THE NOTES DO NOT GUARANTEE THE PAYMENT OF INTEREST AND MAY NOT PAY ANY INTEREST AT ALL — 

If the notes have not been redeemed early, we will make a Contingent Interest Payment with respect to a Review Date (and we will 

pay you any previously unpaid Contingent Interest Payments for any prior Review Dates) only if the closing value of each 

Underlying on that Review Date is greater than or equal to its Interest Barrier.  If the closing value of any Underlying on that Review 

Date is less than its Interest Barrier, no Contingent Interest Payment will be made with respect to that Review Date.  You will not 

receive any unpaid Contingent Interest Payments if the closing value of any Underlying on each subsequent Review Date is less 

than its Interest Barrier.  Accordingly, if the closing value of any Underlying on each Review Date is less than its Interest Barrier, 

you will not receive any interest payments over the term of the notes. 

• CREDIT RISKS OF JPMORGAN FINANCIAL AND JPMORGAN CHASE & CO. —  

Investors are dependent on our and JPMorgan Chase & Co.’s ability to pay all amounts due on the notes.  Any actual or potential 

change in our or JPMorgan Chase & Co.’s creditworthiness or credit spreads, as determined by the market for taking that credit 

risk, is likely to adversely affect the value of the notes.  If we and JPMorgan Chase & Co. were to default on our payment 

obligations, you may not receive any amounts owed to you under the notes and you could lose your entire investment. 

• AS A FINANCE SUBSIDIARY, JPMORGAN FINANCIAL HAS NO INDEPENDENT OPERATIONS AND HAS LIMITED ASSETS 

—

As a finance subsidiary of JPMorgan Chase & Co., we have no independent operations beyond the issuance and administration of 

our securities and the collection of intercompany obligations.  Aside from the initial capital contribution from JPMorgan Chase & 

Co., substantially all of our assets relate to obligations of JPMorgan Chase & Co. to make payments under loans made by us to 

JPMorgan Chase & Co. or under other intercompany agreements.  As a result, we are dependent upon payments from JPMorgan 

Chase & Co. to meet our obligations under the notes.  We are not a key operating subsidiary of JPMorgan Chase & Co. and in a 

bankruptcy or resolution of JPMorgan Chase & Co. we are not expected to have sufficient resources to meet our obligations in 

respect of the notes as they come due.  If JPMorgan Chase & Co. does not make payments to us and we are unable to make 

PS-7 | Structured Investments 

Callable Contingent Interest Notes Linked to the Least Performing of the 

Nasdaq-100 Index®, the Russell 2000® Index and the State Street® SPDR® 

S&P® Regional Banking ETF 

payments on the notes, you may have to seek payment under the related guarantee by JPMorgan Chase & Co., and that 

guarantee will rank pari passu with all other unsecured and unsubordinated obligations of JPMorgan Chase & Co.  For more 

information, see the accompanying prospectus addendum. 

• THE APPRECIATION POTENTIAL OF THE NOTES IS LIMITED TO THE SUM OF ANY CONTINGENT INTEREST PAYMENTS 

THAT MAY BE PAID OVER THE TERM OF THE NOTES,  

regardless of any appreciation of any Underlying, which may be significant.  You will not participate in any appreciation of any 

Underlying. 

• YOU ARE EXPOSED TO THE RISK OF DECLINE IN THE VALUE OF EACH UNDERLYING —  

Payments on the notes are not linked to a basket composed of the Underlyings and are contingent upon the performance of each 

individual Underlying.  Poor performance by any of the Underlyings over the term of the notes may negatively affect whether you 

will receive a Contingent Interest Payment on any Interest Payment Date and your payment at maturity and will not be offset or 

mitigated by positive performance by any other Underlying. 

• YOUR PAYMENT AT MATURITY WILL BE DETERMINED BY THE LEAST PERFORMING UNDERLYING. 

• THE BENEFIT PROVIDED BY THE TRIGGER VALUE MAY TERMINATE ON THE FINAL REVIEW DATE —  

If the Final Value of any Underlying is less than its Trigger Value and the notes have not been redeemed early, the benefit provided 

by the Trigger Value will terminate and you will be fully exposed to any depreciation of the Least Performing Underlying.  

• THE OPTIONAL EARLY REDEMPTION FEATURE MAY FORCE A POTENTIAL EARLY EXIT — 

If we elect to redeem your notes early, the term of the notes may be reduced to as short as approximately six months and you will 

not receive any Contingent Interest Payments after the applicable Interest Payment Date.  There is no guarantee that you would be 

able to reinvest the proceeds from an investment in the notes at a comparable return and/or with a comparable interest rate for a 

similar level of risk.  Even in cases where we elect to redeem your notes before maturity, you are not entitled to any fees and 

commissions described on the front cover of this pricing supplement. 

• YOU WILL NOT RECEIVE DIVIDENDS ON THE FUND OR THE SECURITIES INCLUDED IN OR HELD BY ANY UNDERLYING 

OR HAVE ANY RIGHTS WITH RESPECT TO THE FUND OR THOSE SECURITIES.   

• THE RISK OF THE CLOSING VALUE OF AN UNDERLYING FALLING BELOW ITS INTEREST BARRIER OR TRIGGER 

VALUE IS GREATER IF THE VALUE OF THAT UNDERLYING IS VOLATILE. 

• LACK OF LIQUIDITY —  

The notes will not be listed on any securities exchange.  Accordingly, the price at which you may be able to trade your notes is 

likely to depend on the price, if any, at which JPMS is willing to buy the notes.  You may not be able to sell your notes.  The notes 

are not designed to be short-term trading instruments.  Accordingly, you should be able and willing to hold your notes to maturity. 

• THE FINAL TERMS AND VALUATION OF THE NOTES WILL BE PROVIDED IN THE PRICING SUPPLEMENT — 

You should consider your potential investment in the notes based on the minimums for the estimated value of the notes and the 

Contingent Interest Rate. 

Risks Relating to Conflicts of Interest 

• POTENTIAL CONFLICTS —  

We and our affiliates play a variety of roles in connection with the notes.  In performing these duties, our and JPMorgan Chase & 

Co.’s economic interests are potentially adverse to your interests as an investor in the notes.  It is possible that hedging or trading 

activities of ours or our affiliates in connection with the notes could result in substantial returns for us or our affiliates while the 

value of the notes declines.  Please refer to “Risk Factors — Risks Relating to Conflicts of Interest” in the accompanying product 

supplement. 

Risks Relating to the Estimated Value and Secondary Market Prices of the Notes 

• THE ESTIMATED VALUE OF THE NOTES WILL BE LOWER THAN THE ORIGINAL ISSUE PRICE (PRICE TO PUBLIC) OF 

THE NOTES —  

The estimated value of the notes is only an estimate determined by reference to several factors.  The original issue price of the 

notes will exceed the estimated value of the notes because costs associated with selling, structuring and hedging the notes are 

PS-8 | Structured Investments 

Callable Contingent Interest Notes Linked to the Least Performing of the 

Nasdaq-100 Index®, the Russell 2000® Index and the State Street® SPDR® 

S&P® Regional Banking ETF 

included in the original issue price of the notes.  These costs include the selling commissions, the projected profits, if any, that our 

affiliates expect to realize for assuming risks inherent in hedging our obligations under the notes and the estimated cost of hedging 

our obligations under the notes.  See “The Estimated Value of the Notes” in this pricing supplement. 

• THE ESTIMATED VALUE OF THE NOTES DOES NOT REPRESENT FUTURE VALUES OF THE NOTES AND MAY DIFFER 

FROM OTHERS’ ESTIMATES —  

See “The Estimated Value of the Notes” in this pricing supplement. 

• THE ESTIMATED VALUE OF THE NOTES IS DERIVED BY REFERENCE TO AN INTERNAL FUNDING RATE —  

The internal funding rate used in the determination of the estimated value of the notes may differ from the market-implied funding 

rate for vanilla fixed income instruments of a similar maturity issued by JPMorgan Chase & Co. or its affiliates.  Any difference may 

be based on, among other things, our and our affiliates’ view of the funding value of the notes as well as the higher issuance, 

operational and ongoing liability management costs of the notes in comparison to those costs for the conventional fixed income 

instruments of JPMorgan Chase & Co.  This internal funding rate is based on certain market inputs and assumptions, which may 

prove to be incorrect, and is intended to approximate the prevailing market replacement funding rate for the notes.  The use of an 

internal funding rate and any potential changes to that rate may have an adverse effect on the terms of the notes and any 

secondary market prices of the notes.  See “The Estimated Value of the Notes” in this pricing supplement. 

• THE VALUE OF THE NOTES AS PUBLISHED BY JPMS (AND WHICH MAY BE REFLECTED ON CUSTOMER ACCOUNT 

STATEMENTS) MAY BE HIGHER THAN THE THEN-CURRENT ESTIMATED VALUE OF THE NOTES FOR A LIMITED TIME 

PERIOD —  

We generally expect that some of the costs included in the original issue price of the notes will be partially paid back to you in 

connection with any repurchases of your notes by JPMS in an amount that will decline to zero over an initial predetermined period.  

See “Secondary Market Prices of the Notes” in this pricing supplement for additional information relating to this initial period.  

Accordingly, the estimated value of your notes during this initial period may be lower than the value of the notes as published by 

JPMS (and which may be shown on your customer account statements). 

• SECONDARY MARKET PRICES OF THE NOTES WILL LIKELY BE LOWER THAN THE ORIGINAL ISSUE PRICE OF THE 

NOTES —  

Any secondary market prices of the notes will likely be lower than the original issue price of the notes because, among other 

things, secondary market prices take into account our internal secondary market funding rates for structured debt issuances and, 

also, because secondary market prices may exclude selling commissions, projected hedging profits, if any, and estimated hedging 

costs that are included in the original issue price of the notes.  As a result, the price, if any, at which JPMS will be willing to buy the 

notes from you in secondary market transactions, if at all, is likely to be lower than the original issue price.  Any sale by you prior to 

the Maturity Date could result in a substantial loss to you. 

• SECONDARY MARKET PRICES OF THE NOTES WILL BE IMPACTED BY MANY ECONOMIC AND MARKET FACTORS —  

The secondary market price of the notes during their term will be impacted by a number of economic and market factors, which 

may either offset or magnify each other, aside from the selling commissions, projected hedging profits, if any, estimated hedging 

costs and the values of the Underlyings.  Additionally, independent pricing vendors and/or third party broker-dealers may publish a 

price for the notes, which may also be reflected on customer account statements.  This price may be different (higher or lower) 

than the price of the notes, if any, at which JPMS may be willing to purchase your notes in the secondary market.  See “Risk 

Factors — Risks Relating to the Estimated Value and Secondary Market Prices of the Notes — Secondary market prices of the 

notes will be impacted by many economic and market factors” in the accompanying product supplement. 

Risks Relating to the Underlyings 

• NON-U.S. SECURITIES RISK WITH RESPECT TO THE NASDAQ-100 INDEX® —  

Some of the equity securities included in the Nasdaq-100 Index® have been issued by non-U.S. companies.  Investments in 

securities linked to the value of such non-U.S. equity securities involve risks associated with the home countries of the issuers of 

those non-U.S. equity securities. 

• AN INVESTMENT IN THE NOTES IS SUBJECT TO RISKS ASSOCIATED WITH SMALL CAPITALIZATION STOCKS WITH 

RESPECT TO THE RUSSELL 2000® INDEX —  

Small capitalization companies may be less able to withstand adverse economic, market, trade and competitive conditions relative 

to larger companies.  Small capitalization companies are less likely to pay dividends on their stocks, and the presence of a 

dividend payment could be a factor that limits downward stock price pressure under adverse market conditions.  

PS-9 | Structured Investments 

Callable Contingent Interest Notes Linked to the Least Performing of the 

Nasdaq-100 Index®, the Russell 2000® Index and the State Street® SPDR® 

S&P® Regional Banking ETF 

• THERE ARE RISKS ASSOCIATED WITH THE FUND — 

The Fund is subject to management risk, which is the risk that the investment strategies of the Fund’s investment adviser, the 

implementation of which is subject to a number of constraints, may not produce the intended results.  These constraints could 

adversely affect the market price of the shares of the Fund and, consequently, the value of the notes. 

• THE PERFORMANCE AND MARKET VALUE OF THE FUND, PARTICULARLY DURING PERIODS OF MARKET VOLATILITY, 

MAY NOT CORRELATE WITH THE PERFORMANCE OF THE FUND’S UNDERLYING INDEX AS WELL AS THE NET ASSET 

VALUE PER SHARE — 

The Fund does not fully replicate its Underlying Index (as defined under “The Underlyings” below) and may hold securities different 

from those included in its Underlying Index.  In addition, the performance of the Fund will reflect additional transaction costs and 

fees that are not included in the calculation of its Underlying Index.  All of these factors may lead to a lack of correlation between 

the performance of the Fund and its Underlying Index.  In addition, corporate actions with respect to the equity securities 

underlying the Fund (such as mergers and spin-offs) may impact the variance between the performances of the Fund and its 

Underlying Index.  Finally, because the shares of the Fund are traded on a securities exchange and are subject to market supply 

and investor demand, the market value of one share of the Fund may differ from the net asset value per share of the Fund. 

During periods of market volatility, securities underlying the Fund may be unavailable in the secondary market, market participants 

may be unable to calculate accurately the net asset value per share of the Fund and the liquidity of the Fund may be adversely 

affected.  This kind of market volatility may also disrupt the ability of market participants to create and redeem shares of the Fund.  

Further, market volatility may adversely affect, sometimes materially, the prices at which market participants are willing to buy and 

sell shares of the Fund.  As a result, under these circumstances, the market value of shares of the Fund may vary substantially 

from the net asset value per share of the Fund.  For all of the foregoing reasons, the performance of the Fund may not correlate 

with the performance of its Underlying Index as well as the net asset value per share of the Fund, which could materially and 

adversely affect the value of the notes in the secondary market and/or reduce any payment on the notes. 

• RISKS ASSOCIATED WITH THE BANKING INDUSTRY WITH RESPECT TO THE FUND — 

All or substantially all of the equity securities held by the Fund are issued by companies whose primary line of business is directly 

associated with the banking industry. As a result, the value of the notes may be subject to greater volatility and be more adversely 

affected by a single economic, political or regulatory occurrence affecting this industry than a different investment linked to 

securities of a more broadly diversified group of issuers. The performance of bank stocks may be affected by extensive 

governmental regulation, which may limit both the amounts and types of loans and other financial commitments they can make, the 

interest rates and fees they can charge and the amount of capital they must maintain. Profitability is largely dependent on the 

availability and cost of capital funds and can fluctuate significantly when interest rates change. Credit losses resulting from financial 

difficulties of borrowers can negatively impact the banking companies. Banks may also be subject to severe price competition. 

Competition is high among banking companies and failure to maintain or increase market share may result in lost market share. 

These factors could affect the banking industry and could affect the value of the equity securities held by the Fund and the price of 

the Fund during the term of the notes, which may adversely affect the value of your notes. 

• THE ANTI-DILUTION PROTECTION FOR THE FUND IS LIMITED — 

The calculation agent will make adjustments to the Share Adjustment Factor for certain events affecting the shares of the Fund.  

However, the calculation agent will not make an adjustment in response to all events that could affect the shares of the Fund.  If an 

event occurs that does not require the calculation agent to make an adjustment, the value of the notes may be materially and 

adversely affected.   

PS-10 | Structured Investments 

Callable Contingent Interest Notes Linked to the Least Performing of the 

Nasdaq-100 Index®, the Russell 2000® Index and the State Street® SPDR® 

S&P® Regional Banking ETF 

The Underlyings 

The Nasdaq-100 Index® is a modified market capitalization-weighted index of 100 of the largest non-financial securities listed on The 

Nasdaq Stock Market based on market capitalization.  For additional information about the Nasdaq-100 Index®, see “Equity Index 

Descriptions — The Nasdaq-100 Index®” in the accompanying underlying supplement. 

The Russell 2000® Index consists of the middle 2,000 companies included in the Russell 3000E™ Index and, as a result of the index 

calculation methodology, consists of the smallest 2,000 companies included in the Russell 3000® Index.  The Russell 2000® Index is 

designed to track the performance of the small capitalization segment of the U.S. equity market.  For additional information about the 

Russell 2000® Index, see “Equity Index Descriptions — The Russell Indices” in the accompanying underlying supplement. 

The Fund (formerly known as the SPDR® S&P® Regional Banking ETF) is an exchange-traded fund of the SPDR® Series Trust, a 

registered investment company, that seeks to provide investment results that, before fees and expenses, correspond generally to the 

total return performance of an index derived from the regional banking segment of the U.S. banking industry, which we refer to as the 

Underlying Index with respect to the Fund.  The Underlying Index with respect to the Fund is currently the S&P® Regional Banks Select 

IndustryTM Index.  The S&P® Regional Banks Select IndustryTM Index is a modified equal-weighted index that is designed to measure 

the performance of the GICS® regional banks sub-industry of the S&P Total Market Index.  For additional information about the Fund, 

see “Fund Descriptions — The SPDR® S&P® Industry ETFs” in the accompanying underlying supplement. 

Historical Information 

The following graphs set forth the historical performance of each Underlying based on the weekly historical closing values from January 

8, 2021 through April 2, 2026.  The closing value of the Nasdaq-100 Index® on April 8, 2026 was 24,903.17.  The closing value of the 

Russell 2000® Index on April 8, 2026 was 2,620.459.  The closing value of the Fund on April 8, 2026 was $68.69.  We obtained the 

closing values above and below from the Bloomberg Professional® service (“Bloomberg”), without independent verification.  The closing 

values of the Fund above and below may have been adjusted by Bloomberg for actions taken by the Fund, such as stock splits. 

The historical closing values of each Underlying should not be taken as an indication of future performance, and no assurance can be 

given as to the closing value of any Underlying on the Pricing Date or any Review Date.  There can be no assurance that the 

performance of the Underlyings will result in the return of any of your principal amount or the payment of any interest.  

PS-11 | Structured Investments 

Callable Contingent Interest Notes Linked to the Least Performing of the 

Nasdaq-100 Index®, the Russell 2000® Index and the State Street® SPDR® 

S&P® Regional Banking ETF 

Tax Treatment  

You should review carefully the section entitled “Material U.S. Federal Income Tax Consequences” in the accompanying product 

supplement no. 4-I.  In determining our reporting responsibilities we intend to treat (i) the notes for U.S. federal income tax purposes as 

prepaid forward contracts with associated contingent coupons and (ii) any Contingent Interest Payments as ordinary income, as 

described in the section entitled “Material U.S. Federal Income Tax Consequences — Tax Consequences to U.S. Holders — Notes 

Treated as Prepaid Forward Contracts with Associated Contingent Coupons” in the accompanying product supplement.  Based on the 

advice of Davis Polk & Wardwell LLP, our special tax counsel, we believe that this is a reasonable treatment, but that there are other 

reasonable treatments that the IRS or a court may adopt, in which case the timing and character of any income or loss on the notes 

could be materially affected.  In addition, in 2007 Treasury and the IRS released a notice requesting comments on the U.S. federal 

income tax treatment of “prepaid forward contracts” and similar instruments.  The notice focuses in particular on whether to require 

investors in these instruments to accrue income over the term of their investment.  It also asks for comments on a number of related 

topics, including the character of income or loss with respect to these instruments and the relevance of factors such as the nature of the 

underlying property to which the instruments are linked.  While the notice requests comments on appropriate transition rules and 

effective dates, any Treasury regulations or other guidance promulgated after consideration of these issues could materially affect the 

tax consequences of an investment in the notes, possibly with retroactive effect.  The discussions above and in the accompanying 

product supplement do not address the consequences to taxpayers subject to special tax accounting rules under Section 451(b) of the 

Code.  You should consult your tax adviser regarding the U.S. federal income tax consequences of an investment in the notes, 

including possible alternative treatments and the issues presented by the notice described above. 

PS-12 | Structured Investments 

Callable Contingent Interest Notes Linked to the Least Performing of the 

Nasdaq-100 Index®, the Russell 2000® Index and the State Street® SPDR® 

S&P® Regional Banking ETF 

Non-U.S. Holders — Tax Considerations.  The U.S. federal income tax treatment of Contingent Interest Payments is uncertain, and 

although we believe it is reasonable to take a position that Contingent Interest Payments are not subject to U.S. withholding tax (at least 

if an applicable Form W-8 is provided), it is expected that withholding agents will (and we, if we are the withholding agent, intend to) 

withhold on any Contingent Interest Payment paid to a Non-U.S. Holder generally at a rate of 30% or at a reduced rate specified by an 

applicable income tax treaty under an “other income” or similar provision.  We will not be required to pay any additional amounts with 

respect to amounts withheld.  In order to claim an exemption from, or a reduction in, the 30% withholding tax, a Non-U.S. Holder of the 

notes must comply with certification requirements to establish that it is not a U.S. person and is eligible for such an exemption or 

reduction under an applicable tax treaty.  If you are a Non-U.S. Holder, you should consult your tax adviser regarding the tax treatment 

of the notes, including the possibility of obtaining a refund of any withholding tax and the certification requirement described above. 

Section 871(m) of the Code and Treasury regulations promulgated thereunder (“Section 871(m)”) generally impose a 30% withholding 

tax (unless an income tax treaty applies) on dividend equivalents paid or deemed paid to Non-U.S. Holders with respect to certain 

financial instruments linked to U.S. equities or indices that include U.S. equities.  Section 871(m) provides certain exceptions to this 

withholding regime, including for instruments linked to certain broad-based indices that meet requirements set forth in the applicable 

Treasury regulations.  Additionally, a recent IRS notice excludes from the scope of Section 871(m) instruments issued prior to January 

1, 2027 that do not have a delta of one with respect to underlying securities that could pay U.S.-source dividends for U.S. federal 

income tax purposes (each an “Underlying Security”).  Based on certain determinations made by us, we expect that Section 871(m) will 

not apply to the notes with regard to Non-U.S. Holders.  Our determination is not binding on the IRS, and the IRS may disagree with 

this determination.  Section 871(m) is complex and its application may depend on your particular circumstances, including whether you 

enter into other transactions with respect to an Underlying Security.  If necessary, further information regarding the potential application 

of Section 871(m) will be provided in the pricing supplement for the notes.  You should consult your tax adviser regarding the potential 

application of Section 871(m) to the notes.  

In the event of any withholding on the notes, we will not be required to pay any additional amounts with respect to amounts so withheld. 

The Estimated Value of the Notes 

The estimated value of the notes set forth on the cover of this pricing supplement is equal to the sum of the values of the following 

hypothetical components: (1) a fixed-income debt component with the same maturity as the notes, valued using the internal funding 

rate described below, and (2) the derivative or derivatives underlying the economic terms of the notes.  The estimated value of the 

notes does not represent a minimum price at which JPMS would be willing to buy your notes in any secondary market (if any exists) at 

any time.  The internal funding rate used in the determination of the estimated value of the notes may differ from the market-implied 

funding rate for vanilla fixed income instruments of a similar maturity issued by JPMorgan Chase & Co. or its affiliates.  Any difference 

may be based on, among other things, our and our affiliates’ view of the funding value of the notes as well as the higher issuance, 

operational and ongoing liability management costs of the notes in comparison to those costs for the conventional fixed income 

instruments of JPMorgan Chase & Co.  This internal funding rate is based on certain market inputs and assumptions, which may prove 

to be incorrect, and is intended to approximate the prevailing market replacement funding rate for the notes.  The use of an internal 

funding rate and any potential changes to that rate may have an adverse effect on the terms of the notes and any secondary market 

prices of the notes.  For additional information, see “Selected Risk Considerations — Risks Relating to the Estimated Value and 

Secondary Market Prices of the Notes — The Estimated Value of the Notes Is Derived by Reference to an Internal Funding Rate” in this 

pricing supplement. 

The value of the derivative or derivatives underlying the economic terms of the notes is derived from internal pricing models of our 

affiliates.  These models are dependent on inputs such as the traded market prices of comparable derivative instruments and on 

various other inputs, some of which are market-observable, and which can include volatility, dividend rates, interest rates and other 

factors, as well as assumptions about future market events and/or environments.  Accordingly, the estimated value of the notes is 

determined when the terms of the notes are set based on market conditions and other relevant factors and assumptions existing at that 

time. 

The estimated value of the notes does not represent future values of the notes and may differ from others’ estimates.  Different pricing 

models and assumptions could provide valuations for the notes that are greater than or less than the estimated value of the notes.  In 

addition, market conditions and other relevant factors in the future may change, and any assumptions may prove to be incorrect.  On 

future dates, the value of the notes could change significantly based on, among other things, changes in market conditions, our or 

JPMorgan Chase & Co.’s creditworthiness, interest rate movements and other relevant factors, which may impact the price, if any, at 

which JPMS would be willing to buy notes from you in secondary market transactions. 

The estimated value of the notes will be lower than the original issue price of the notes because costs associated with selling, 

structuring and hedging the notes are included in the original issue price of the notes.  These costs include the selling commissions 

paid to JPMS and other affiliated or unaffiliated dealers, the projected profits, if any, that our affiliates expect to realize for assuming 

PS-13 | Structured Investments 

Callable Contingent Interest Notes Linked to the Least Performing of the 

Nasdaq-100 Index®, the Russell 2000® Index and the State Street® SPDR® 

S&P® Regional Banking ETF 

risks inherent in hedging our obligations under the notes and the estimated cost of hedging our obligations under the notes.  Because 

hedging our obligations entails risk and may be influenced by market forces beyond our control, this hedging may result in a profit that 

is more or less than expected, or it may result in a loss.  A portion of the profits, if any, realized in hedging our obligations under the 

notes may be allowed to other affiliated or unaffiliated dealers, and we or one or more of our affiliates will retain any remaining hedging 

profits.  See “Selected Risk Considerations — Risks Relating to the Estimated Value and Secondary Market Prices of the Notes — The 

Estimated Value of the Notes Will Be Lower Than the Original Issue Price (Price to Public) of the Notes” in this pricing supplement. 

Secondary Market Prices of the Notes 

For information about factors that will impact any secondary market prices of the notes, see “Risk Factors — Risks Relating to the 

Estimated Value and Secondary Market Prices of the Notes — Secondary market prices of the notes will be impacted by many 

economic and market factors” in the accompanying product supplement.  In addition, we generally expect that some of the costs 

included in the original issue price of the notes will be partially paid back to you in connection with any repurchases of your notes by 

JPMS in an amount that will decline to zero over an initial predetermined period.  These costs can include selling commissions, 

projected hedging profits, if any, and, in some circumstances, estimated hedging costs and our internal secondary market funding rates 

for structured debt issuances.  This initial predetermined time period is intended to be the shorter of six months and one-half of the 

stated term of the notes.  The length of any such initial period reflects the structure of the notes, whether our affiliates expect to earn a 

profit in connection with our hedging activities, the estimated costs of hedging the notes and when these costs are incurred, as 

determined by our affiliates.  See “Selected Risk Considerations — Risks Relating to the Estimated Value and Secondary Market Prices 

of the Notes — The Value of the Notes as Published by JPMS (and Which May Be Reflected on Customer Account Statements) May 

Be Higher Than the Then-Current Estimated Value of the Notes for a Limited Time Period” in this pricing supplement. 

Supplemental Use of Proceeds 

The notes are offered to meet investor demand for products that reflect the risk-return profile and market exposure provided by the 

notes.  See “How the Notes Work” and “Hypothetical Payout Examples” in this pricing supplement for an illustration of the risk-return 

profile of the notes and “The Underlyings” in this pricing supplement for a description of the market exposure provided by the notes. 

The original issue price of the notes is equal to the estimated value of the notes plus the selling commissions paid to JPMS and other 

affiliated or unaffiliated dealers, plus (minus) the projected profits (losses) that our affiliates expect to realize for assuming risks inherent 

in hedging our obligations under the notes, plus the estimated cost of hedging our obligations under the notes. 

Additional Terms Specific to the Notes 

You may revoke your offer to purchase the notes at any time prior to the time at which we accept such offer by notifying the applicable 

agent.  We reserve the right to change the terms of, or reject any offer to purchase, the notes prior to their issuance.  In the event of any 

changes to the terms of the notes, we will notify you and you will be asked to accept such changes in connection with your purchase.  

You may also choose to reject such changes, in which case we may reject your offer to purchase. 

You should read this pricing supplement together with the accompanying prospectus, as supplemented by the accompanying 

prospectus supplement relating to our Series A medium-term notes of which these notes are a part, the accompanying prospectus 

addendum and the more detailed information contained in the accompanying product supplement and the accompanying underlying 

supplement.  This pricing supplement, together with the documents listed below, contains the terms of the notes and supersedes all 

other prior or contemporaneous oral statements as well as any other written materials including preliminary or indicative pricing terms, 

correspondence, trade ideas, structures for implementation, sample structures, fact sheets, brochures or other educational materials of 

ours.  You should carefully consider, among other things, the matters set forth in the “Risk Factors” sections of the accompanying 

prospectus supplement and the accompanying product supplement and in Annex A to the accompanying prospectus addendum, as the 

notes involve risks not associated with conventional debt securities.  We urge you to consult your investment, legal, tax, accounting and 

other advisers before you invest in the notes. 

You may access these documents on the SEC website at www.sec.gov as follows (or if such address has changed, by 

reviewing our filings for the relevant date on the SEC website): 

• Product supplement no. 4-I dated April 13, 2023: 

http://www.sec.gov/Archives/edgar/data/19617/000121390023029539/ea152803_424b2.pdf  

•  Underlying supplement no. 1-I dated April 13, 2023: 

http://www.sec.gov/Archives/edgar/data/19617/000121390023029543/ea151873_424b2.pdf 

•  Prospectus supplement and prospectus, each dated April 13, 2023:  

http://www.sec.gov/Archives/edgar/data/19617/000095010323005751/crt_dp192097-424b2.pdf 

•  Prospectus addendum dated June 3, 2024:  

http://www.sec.gov/Archives/edgar/data/1665650/000095010324007599/dp211753_424b3.htm  

PS-14 | Structured Investments 

Callable Contingent Interest Notes Linked to the Least Performing of the 

Nasdaq-100 Index®, the Russell 2000® Index and the State Street® SPDR® 

S&P® Regional Banking ETF 

Our Central Index Key, or CIK, on the SEC website is 1665650, and JPMorgan Chase & Co.’s CIK is 19617.  As used in this pricing 

supplement, “we,” “us” and “our” refer to JPMorgan Financial. 

Source: View Original Filing on SEC EDGAR

FAQ

What interest will JPM (JPM) notes pay and when?

They pay contingent interest when all three underlyings meet the Interest Barrier on a Review Date. If each Underlying is ≥70.00% of its Initial Value on a Review Date, a Contingent Interest Payment (at least 1% per month, annualized 12.25%) is paid on the related Interest Payment Date.

How is principal returned at maturity for JPM (JPM) callable contingent notes?

Maturity payment depends on the Least Performing Underlying. If every Underlying ≥ Trigger Value (60.00%), you receive principal plus any payable contingent interest. If any Underlying < Trigger Value, maturity payment = $1,000 × (1 + Least Performing Underlying Return), which can result in >40% principal loss.

When can JPM (JPM) redeem the notes early?

JPMorgan Financial may redeem the notes early on certain Interest Payment Dates (not the first through fifth or the final date). The earliest possible early redemption date is October 30, 2026; notice to DTC will be at least three business days before the redemption date.

What are the key credit and liquidity risks for JPM (JPM) structured notes?

The notes are unsecured obligations of JPMorgan Financial and fully guaranteed by JPMorgan Chase & Co.; payment depends on their creditworthiness. The notes are not exchange-listed and secondary market liquidity depends on JPMS; sales before maturity could incur substantial loss relative to original issue price.

What is the estimated value versus the price to public for these JPM (JPM) notes?

The estimated value at pricing is about $976.20 per $1,000 principal note and will not be less than $900.00 per $1,000. The original issue price includes selling commissions and hedging costs, so secondary prices may be lower.