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  4. [424B3] JPMORGAN CHASE & CO Prospectus Filed Pursuant to Rule 424(b)(3)

JPMorgan (JPM) offers $1,000 notes with $3.50 fee, matures Apr 24, 2031

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
424B3

Rhea-AI Filing Summary

JPMorgan Chase Financial Company LLC is offering Callable Contingent Interest Notes linked to the least performing of the Russell 2000, the Dow Jones Industrial Average and the S&P 500, due April 24, 2031, fully and unconditionally guaranteed by JPMorgan Chase & Co. The pricing amendment shows a $1,000 per‑note public price, selling commissions of $3.50 per note and issuer proceeds of $996.50 per note, for a total offering size of $1,000,000.

JPMS acts as agent for selling commissions and will pay the selling dealers. The amendment refers investors to the pricing supplement, product supplement and prospectus supplement for risk factors and additional terms.

Positive

  • None.

Negative

  • None.

Insights

Pricing shows standard retail commission and near‑par issuer proceeds.

The amendment discloses a $3.50 selling commission per $1,000 note and issuer proceeds of $996.50 per note, which implies customary compensation for distributed structured notes. The notes are linked to three major indices with payoff tied to the least performing index and mature on April 24, 2031.

Investors should read the referenced pricing supplement and prospectus supplements for detailed payoff mechanics, risk factors, and any early‑call features described under “Additional Terms Specific to the Notes.”

Amendment clarifies price allocation and distribution fees; standard disclosure language applies.

The filing amends the pricing supplement to state the price to public, fees and issuer proceeds and reiterates that JPMS will allocate selling commissions to dealers. It preserves references to risk disclosures and distribution conflicts detailed in the supplements.

Regulatory disclaimers are restated; purchasers should consult the linked supplements for full legal and tax treatment and for the specific plan of distribution wording.

Price to public per note $1,000 per note
Fees and Commissions per note $3.50 selling commission per $1,000 principal amount note
Proceeds to issuer per note $996.50 issuer proceeds per note after fees
Total offering size $1,000,000 aggregate principal amount of notes offered
Total selling commissions $3,500 aggregate selling commissions for offering
Maturity date April 24, 2031 stated maturity of the notes
Callable Contingent Interest Notes financial
"Structured Investments Callable Contingent Interest Notes Linked to"
Pricing supplement regulatory
"pricing supplement dated April 20, 2026"
A pricing supplement is a short, final document that gives the exact terms of a new securities offering—such as the price, interest rate, size and settlement date—building on the broader prospectus. Think of it as the day’s receipt that turns a general menu into the specific order; investors use it to see the concrete deal terms that determine value, yield and whether to buy.
Plan of Distribution (Conflicts of Interest) regulatory
"See "Plan of Distribution (Conflicts of Interest)" in the accompanying product supplement"
Proceeds to Issuer financial
"Proceeds to Issuer Per note $996.50 Total $996,500"
Offering Type other

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

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FAQ

What is being offered in the JPMorgan (JPM) 424(b)(3) amendment?
The amendment offers Callable Contingent Interest Notes linked to three indices, due April 24, 2031. It states a per‑note public price of $1,000, selling commissions of $3.50, and issuer proceeds of $996.50.

How large is the aggregate offering size for these notes?
The pricing amendment lists a total offering amount of $1,000,000. The per‑note and aggregate fee totals are shown as $3.50 per note and $3,500 total, respectively.

Who guarantees these structured notes and what is the maturity date?
The notes are fully and unconditionally guaranteed by JPMorgan Chase & Co. and mature on April 24, 2031, per the amendment language.

Who receives the selling commissions for the offering?
J.P. Morgan Securities LLC (JPMS), acting as agent for JPMorgan Financial, will pay selling commissions of $3.50 per $1,000 note to affiliated or unaffiliated dealers, as described in the plan of distribution.

Where can I find the detailed risk factors and payoff terms?
The amendment directs investors to the pricing supplement, product supplement, underlying supplement and prospectus supplement dated April 17–20, 2026 for risk factors and detailed payoff mechanics and terms.
April 27, 2026 Registration Statement Nos. 333-293684 and 333-293684-01; Rule 424(b)(3)
Amendment no. 1 to pricing supplement dated April 20, 2026 to transition product supplement no. 4-I dated April 17, 2026, underlying supplement no. 1-I
dated April 17, 2026 and the prospectus and prospectus supplement, each dated April 17, 2026
JPMorgan Chase Financial Company LLC
Structured Investments
Callable Contingent Interest Notes Linked to the Least
Performing of the Russell 2000
®
Index, the Dow Jones
Industrial Average
®
and the S&P 500
®
Index due April 24, 2031
Fully and Unconditionally Guaranteed by JPMorgan Chase & Co.
Notwithstanding anything to the contrary set forth in the pricing supplement dated April 20, 2026, related to the notes referred to above
(the “pricing supplement”), the Fees and Commissions and the Proceeds to Issuer are as set forth below:
Price to Public (1) Fees and Commissions (2) Proceeds to Issuer
Per note $1,000 $3.50 $996.50
Total $1,000,000 $3,500 $996,500
(1) See “Supplemental Use of Proceeds” in the 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 of
$3.50 per $1,000 principal amount note it receives from us to other affiliated or unaffiliated dealers. See “Plan of Distribution (Conflicts of
Interest)” in the accompanying product supplement.
CUSIP: 46660TAS9
Investing in the notes involves a number of risks. See “Risk Factors” beginning on page S-2 of the accompanying
prospectus supplement, “Risk Factors” beginning on page PS-11 of the accompanying product supplement and “Selected
Risk Considerations” beginning on page PS-6 of the 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 amendment, the pricing supplement or the accompanying product
supplement, underlying supplement, prospectus supplement and prospectus. Any representation to the contrary is a criminal offense.
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.
You should read this amendment together with the pricing supplement and the related product supplement, underlying supplement,
prospectus supplement and prospectus, each of which can be accessed via the hyperlinks below. Please also see “Additional Terms
Specific to the Notes” in the pricing supplement.
• Pricing supplement dated April 20, 2026:
http://www.sec.gov/Archives/edgar/data/19617/000121390026046442/ea0287248-01_424b2.htm
• Transition product supplement no. 4-I dated April 17, 2026:
http://www.sec.gov/Archives/edgar/data/19617/000121390026045201/ea0285802-04_424b2.pdf
• Underlying supplement no. 1-I dated April 17, 2026:
http://www.sec.gov/Archives/edgar/data/19617/000121390026045209/ea0285802-11_424b2.pdf
• Prospectus supplement and prospectus, each dated April 17, 2026:
http://www.sec.gov/Archives/edgar/data/19617/000095010326005889/crt_dp245141-424b2.pdf

Source: View Original Filing on SEC EDGAR