JPMorgan 5-year auto-callable tech index notes

Rhea-AI Filing Summary

JPMorgan Chase Financial Company LLC is issuing 5-year auto callable contingent interest notes linked to the MerQube US Tech+ Vol Advantage Index, guaranteed by JPMorgan Chase & Co. The index references an unfunded total return position in the Invesco QQQ Trust, reduced by a 6.0% per annum daily deduction and a notional financing cost.

The notes pay a quarterly contingent interest rate of at least 11.50% per year (2.875% per quarter) only when the index is at or above 50% of its initial level on a review date. From the fourth review date onward, the notes are automatically called if the index is at or above its initial level, returning principal plus that period’s interest. If not called and the final index level is below the 50% trigger, repayment is reduced one-for-one with the index decline, with losses greater than 50% and up to full principal loss. The estimated value will be at least $900 per $1,000 note, and all payments depend on JPMorgan credit.

Filing Explained

The filing concerns notes, not common shares: a parent guarantee is disclosed, but the offering terms remain preliminary and provide no voting rights.

This filing presents a preliminary offering of structured notes, rather than a stated common-stock issuance. The notes would create payment claims against JPMorgan Chase Financial Company LLC, with a guarantee from JPMorgan Chase & Co.; the filing also states that they carry no dividend payments or voting rights.

The terms are not yet final: the stated pricing date is July 31, 2026, the final review date is July 31, 2031, and the document says it may be amended, superseded, and replaced by a later pricing supplement.

The notes' upside is limited to contingent interest payments even if the underlying appreciates, while JPMS says it intends—but is not required—to provide a secondary market. The filing therefore adds an explicit liquidity limitation to the previously disclosed payoff terms.

The later pricing supplement is the item to check for the final size, price, fees, and governing terms; the filing says that supplement controls if it conflicts with this document.

Key Figures

Contingent Interest Rate: At least 11.50% per annum Interest Barrier / Trigger Value: 50.00% of the Initial Value Estimated Value: Not less than $900.00 per $1,000 principal amount note +4 more

7 metrics

Contingent Interest Rate At least 11.50% per annum Paid quarterly at at least 2.875% if the index is at or above the Interest Barrier

Interest Barrier / Trigger Value 50.00% of the Initial Value Level of the underlying required for interest payments and principal protection at maturity

Estimated Value Not less than $900.00 per $1,000 principal amount note Estimated value when the terms of the notes are set

Index Deduction 6.0% per annum Daily deduction applied to the MerQube US Tech+ Vol Advantage Index level

Maturity Example at -50.01% Return $499.90 per $1,000 note Hypothetical payment at maturity when the underlying return is -50.01%

Maturity Date August 5, 2031 Scheduled maturity if the notes are not automatically called

Pricing Date July 31, 2026 Initial valuation date for setting the terms of the notes

Key Terms

Contingent Interest Rate, Trigger Value, automatic call feature, volatility drag, +1 more

5 terms

Contingent Interest Rate financial

"Contingent Interest Rate: At least 11.50% per annum, paid quarterly"

A contingent interest rate is an interest rate that only applies if specified conditions are met — for example, a company hitting certain financial targets or a particular event occurring. For investors, it matters because it changes the effective cost of borrowing or the yield on a security depending on outcomes, similar to a coupon that increases or decreases only if a trigger happens, which affects cash flows and risk assessment.

Trigger Value financial

"If the Final Value is less than the Trigger Value, you will lose more than 50.00% of your principal"

A trigger value is a pre-set threshold—usually a specific price, ratio, or metric—that, once reached, automatically prompts a defined action such as a trade, disclosure, margin call, or regulatory response. Think of it like a thermostat setting or tripwire: when the reading crosses the line, a predetermined step happens to manage risk or enforce rules. Investors care because trigger values can cause sudden buying or selling and change a stock’s short-term supply, demand, or obligations.

automatic call feature financial

"The automatic call feature may force a potential early exit."

volatility drag financial

"The Underlying may be adversely affected by a “volatility drag” effect."

hypothetical back-tested data financial

"Hypothetical back-tested data relating to the Index do not represent actual historical data and are subject to inherent limitations"

Offering Details

shelf

Offering

Offering Type shelf

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What are JPM (JPMorgan) 5-year auto callable contingent interest notes linked to MQUSTVA?

These notes are 5-year structured securities linked to the MerQube US Tech+ Vol Advantage Index, guaranteed by JPMorgan Chase & Co. Returns come from contingent interest payments and principal repayment, both dependent on index performance and JPMorgan’s credit.

How does the 11.50% contingent interest on JPM (JPM) MQUSTVA notes work?

The notes pay a contingent interest rate of at least 11.50% per year, or at least 2.875% per quarter, but only if on a review date the index is at or above 50% of its initial level. If that barrier is missed, no interest is paid for that quarter.

When can JPM (JPM) MQUSTVA notes be automatically called and what is paid?

From the fourth review date onward, if the index is at or above its initial level, the notes are automatically called. Investors then receive $1,000 per note plus the contingent interest payment for that review date, and no further payments are made.

What happens at maturity of JPM (JPM) notes if the index falls below the 50% trigger?

If not called and the final index level is below the 50% Trigger Value, the maturity payment equals $1,000 plus $1,000 times the index return. Investors then lose 1% of principal for every 1% index decline from the initial level, potentially up to total loss.

What is the estimated value of JPM (JPM) MQUSTVA structured notes?

JPMorgan states the estimated value will be not less than $900 per $1,000 principal amount when terms are set. This estimated value, based on an internal funding rate, is expected to be lower than the price paid by investors.

What key risks are highlighted for JPM (JPM) MQUSTVA auto callable notes?

Key risks include no principal protection, the possibility of no interest payments, exposure to a leveraged index with a 6.0% annual deduction, limited upside to interest only, issuer and guarantor credit risk, potential illiquidity, and complex, uncertain tax treatment.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 07/14/2026 - 04:39 PM Learn about SEC filing dates

Terms supplement to the prospectus dated April 17, 2026, the prospectus supplement dated April 17, 2026, the product supplement no. 3-I dated April 17, 2026, the underlying supplement no. 5-I dated April 17, 2026  Registration Statement Nos. 333-293684 and 333-293684-01 Dated July 2, 2026   Rule 424(b)(3)  North America Structured Investments  5yrNC1yr MQUSTVA Auto Callable Contingent Interest Notes  J.P. Morgan Structured Investments | 1 800 576 3529 | jpm_structured_investments@jpmorgan.com  The following is a summary of the terms of the notes offered by the preliminary pricing supplement hyperlinked below.  Index Overview  The MerQube US Tech+ Vol Advantage Index (the “Index" or "Underlying”) attempts to provide a dynamic rules-based exposure to the underlying asset to which the Index is linked (the "Underlying Asset"), while targeting a level of implied volatility, with a maximum exposure to the Underlying Asset of 500% and a minimum exposure to the Underlying Asset of 0%. Since February 9, 2024 (the "Amendment Effective Date"), the Underlying Asset has been an unfunded position in the Invesco QQQ Trust SM , Series 1 (the "QQQ Fund"), calculated as the excess of the total return of the QQQ Fund over a notional financing cost. Prior to the Amendment Effective Date, the Underlying Asset was an unfunded rolling position in E-Mini Nasdaq-100 futures. The Index is subject to a 6.0% per annum daily deduction, and the performance of the Underlying Asset is subject to a notional financing cost deducted daily. The investment objective of the QQQ Fund is to seek to track the investment results, before fees and expenses, of the Nasdaq-100 Index ® .  Summary of Terms  Issuer:   JPMorgan Chase Financial Company LLC  Guarantor:   JPMorgan Chase & Co.  Minimum Denomination:   $1,000  Underlying:   The MerQube US Tech+ Vol Advantage Index (Bloomberg ticker: MQUSTVA). The level of the Underlying reflects a deduction of 6.0% per annum that accrues daily, and the performance of the QQQ Fund is subject to a notional financing cost that accrues daily.  Pricing Date:   July 31, 2026  Final Review Date:   July 31, 2031  Maturity Date:   August 5, 2031  Review Dates:   Quarterly  Contingent Interest Rate:   At least 11.50%* per annum, paid quarterly at a rate of at least 2.875%*, if applicable  Interest Barrier/Trigger Value :   50.00% of the Initial Value  CUSIP:   46661C7E0  Preliminary Pricing Supplement:   http://sp.jpmorgan.com/document/cusip/46661C7E0/doctype/Product_Termsheet/document.pdf  Estimated Value : The estimated value of the notes, when the terms of the notes are set, will not be less than $900.00 per $1,000 principal amount note. For more information about the estimated value of the notes, which likely will be lower than the price you paid for the notes, please see the hyperlink above.  Automatic Call  If on any Review Date (other than the first, second, third and final Review Dates) the closing value of the Underlying is   greater than or equal to   the Initial Value, the notes will be automatically called and you will receive 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 is   greater than or equal to   the 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 is   less than   the Trigger Value, your payment at maturity per $1,000 principal amount note will be calculated as follows:  $1,000 + ($1,000 × Underlying Return)  If the notes have not been automatically called and   the Final Value is less than the Trigger Value, you will lose more than 50.00% of your principal amount at maturity and could lose all of your principal amount at maturity.  Investing in the notes linked to the Underlying involves a number of risks. See "Selected Risks" on page 2 of this document, "Risk Factors" in the prospectus supplement and the relevant product supplement and underlying supplement and "Selected Risk Considerations" in the relevant pricing supplement .  Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of the notes or passed upon the accuracy or the adequacy of this document or the relevant product supplement, underlying supplement, prospectus supplement and prospectus. Any representation to the contrary is a criminal offense.  Hypothetical Payment at Maturity**  Underlying Return   Payment at Maturity (assuming 11.50% per annum Contingent Interest Rate)  60.00%   $1,028.75  40.00%   $1,028.75  20.00%   $1,028.75  5.00%   $1,028.75  0.00%   $1,028.75  -5.00%   $1,028.75  -20.00%   $1,028.75  -30.00%   $1,028.75  -40.00%   $1,028.75  -50.00%   $1,028.75  -50.01%   $499.90  -60.00%   $400.00  -80.00%   $200.00  -100.00%   $0.00  This table does not demonstrate how your interest payments can vary over the term of your notes.  Contingent Interest  *If the notes have not been automatically called and the closing value of the Underlying on any Review Date is greater than or equal to the 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 $28.75 (equivalent to a Contingent Interest Rate of at least 11.50% per annum, payable at a rate of at least 2.875% per quarter). **The hypothetical payments on the notes shown above apply only if you hold the notes for their entire term or until automatically called. These hypotheticals do not reflect fees or expenses that would be associated with any sale in the secondary market. If these fees and expenses were included, the hypothetical payments shown above would likely be lower.  Capitalized terms used but not defined herein shall have the meanings set forth in the preliminary pricing supplement. Any payment on the notes is subject to the credit risk of JPMorgan Chase Financial Company LLC, as issuer of the notes and the credit risk of JPMorgan Chase & Co., as guarantor of the notes.

North America Structured Investments  5yrNC1yr MQUSTVA Auto Callable Contingent Interest Notes  J.P. Morgan Structured Investments | 1 800 576 3529 | jpm_structured_investments@jpmorgan.com  Selected Risks  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.  ●   The notes do not guarantee the payment of interest and may not pay interest at all.  ●   The level of the Underlying will include a 6.0% per annum daily deduction.  ●   The level of the Underlying will include the deduction of a notional financing cost.  ●   Any payment on the notes is subject to the credit risks of JPMorgan Chase Financial Company LLC and JPMorgan Chase & Co. Therefore the value of the notes prior to maturity will be subject to changes in the market’s view of the creditworthiness of JPMorgan Chase Financial Company LLC or JPMorgan Chase & Co.  ●   As a finance subsidiary, JPMorgan Chase Financial Company LLC has no independent activities and has limited assets.  ●   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 the Underlying, which may be significant.  ●   The benefit provided by the Trigger Value may terminate on the final Review Date.  ●   If the notes have not been automatically called and the Final Value is below the Trigger Value, you will lose 1% of your principal for every 1% the Final Value is less than the Initial Value.  ●   The automatic call feature may force a potential early exit. There is no guarantee you will be able to reinvest the proceeds at a comparable interest rate for a similar level of risk.  ●   No dividend payments or voting rights.  ●   Lack of liquidity: J.P. Morgan Securities LLC (who we refer to as "JPMS"), intends to offer to purchase the notes in the secondary market but is not required to do so. The price, if any, at which JPMS will be willing to purchase notes from you in the secondary market, if at all, may result in a significant loss of your principal.  ●   The tax consequences of the notes may be uncertain. You should consult your tax adviser regarding the U.S. federal income tax consequences of an investment in the notes.  Risks Relating to Conflicts of Interest  ●   Potential conflicts: We and our affiliates play a variety of roles in connection with the issuance of the notes, including acting as calculation agent and hedging our obligations under the notes, and making the assumptions used to determine the pricing of the notes and the estimated value of the notes when the terms of the notes are set. It is possible that such hedging or other trading activities of J.P. Morgan or its affiliates could result in substantial returns for J.P. Morgan and its affiliates while the value of the notes declines.  ●   Our affiliate, JPMS, worked with MerQube (the “Index Sponsor”) in developing the guidelines and policies governing the composition and calculation of the Underlying.  Selected Risks (continued)  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 determined by reference to an internal funding rate.  ●   The estimated value of the notes does not represent future values and may differ from others’ estimates.  ●   The value of the notes, which may be reflected in customer account statements, may be higher than the then-current estimated value of the notes for a limited time period.  Risks Relating to the Underlying  ●   The Index Sponsor may adjust the Index in a way that affects its level, and the Index Sponsor has no obligation to consider your interests.  ●   The Index Sponsor may adjust the Index in a way that affects its level, and the Index Sponsor has no obligation to consider your interests.  ●   The Underlying may not be successful or outperform any alternative strategy that might be employed in respect of the Underlying Asset.  ●   The Underlying may not approximate its target volatility.  ●   The Underlying is subject to risks associated with the use of significant leverage.  ●   The Underlying may be adversely affected by a “volatility drag” effect.  ●   The Underlying may be significantly uninvested.  ●   An investment in the notes will be subject to risks associated with non-U.S. securities.  ●   The QQQ Fund is subject to management risk.  ●   The performance and market value of the QQQ Fund, particularly during periods of market volatility, may not correlate with the performance of the QQQ Fund’s underlying index as well as the net asset value per share.  ●   Hypothetical back-tested data relating to the Index do not represent actual historical data and are subject to inherent limitations, and the historical and hypothetical back-tested performance of the Index are not indications of its future performance.  ●   The Underlying was established on June 22, 2021, and may perform in unanticipated ways.  The risks identified above are not exhaustive. Please see “Risk Factors” in the prospectus supplement and the applicable product supplement and underlying supplement and “Selected Risk Considerations” in the applicable preliminary pricing supplement for additional information.  Additional Information  Any information relating to performance contained in these materials is illustrative and no assurance is given that any indicative returns, performance or results, whether historical or hypothetical, will be achieved. These terms are subject to change, and J.P. Morgan undertakes no duty to update this information. This document shall be amended, superseded and replaced in its entirety by a subsequent preliminary pricing supplement and/or pricing supplement, and the documents referred to therein. In the event any inconsistency between the information presented herein and any such preliminary pricing supplement and/or pricing supplement, such preliminary pricing supplement and/or pricing supplement shall govern. Past performance, and especially hypothetical back-tested performance, is not indicative of future results. Actual performance may vary significantly from past performance or any hypothetical back-tested performance. This type of information has inherent limitations and you should carefully consider these limitations before placing reliance on such information. IRS Circular 230 Disclosure: JPMorgan Chase & Co. and its affiliates do not provide tax advice. Accordingly, any discussion of U.S. tax matters contained herein (including any attachments) is not intended or written to be used, and cannot be used, in connection with the promotion, marketing or recommendation by anyone unaffiliated with JPMorgan Chase & Co. of any of the matters addressed herein or for the purpose of avoiding U.S. tax-related penalties. Investment suitability must be determined individually for each investor, and the financial instruments described herein may not be suitable for all investors. This information is not intended to provide and should not be relied upon as providing accounting, legal, regulatory or tax advice. Investors should consult with their own advisers as to these matters. This material is not a product of J.P. Morgan Research Departments.