STOCK TITAN

High-yield auto-callable tech index notes from JPMorgan (NYSE: JPM)

(Neutral)
(Neutral)
Form Type
424B3

Rhea-AI Filing Summary

JPMorgan Chase Financial Company LLC, fully guaranteed by JPMorgan Chase & Co., is offering 5-year, auto-callable contingent interest notes linked to the MerQube US Tech+ Vol Advantage Index, which itself reflects a 6.0% per annum daily deduction and a notional financing cost on the QQQ Fund exposure. The notes pay a contingent interest rate of at least 12.50% per annum, credited monthly, but only if on a review date the index level is at or above the 70% Interest Barrier. Starting after year one, the notes are automatically called on any monthly review date (other than the final one) when the index is at or above its initial level, returning principal plus that month’s interest. If not called, at maturity in August 2031 investors receive principal plus the final interest if the index is at or above the 85% Buffer Threshold; below that level, principal is reduced based on index losses beyond a 15% buffer, so investors can lose some or most of their investment. The estimated value at issuance will be at least $900 per $1,000 note, and all payments are subject to JPMorgan credit risk.

Positive

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Negative

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Filing Explained

As of August 3, this was a preliminary note offering with a potential payment obligation, not a completed common-share issuance.

The August 3, 2026 filing presents preliminary terms for a five-year auto-callable contingent-interest note offering, with pricing scheduled for August 26, 2026; until then, the terms remain subject to change.

If the notes are issued, the stated structure creates payment obligations for JPMorgan Chase Financial Company LLC, guaranteed by JPMorgan Chase & Co., rather than disclosing an increase in common shares or existing holders’ ownership dilution.

The filing states that a subsequent preliminary pricing supplement or pricing supplement will supersede this document, and that the pricing supplement will govern any inconsistency.

Contingent Interest Rate At least 12.50% per annum Paid monthly at a rate of at least 1.04167% if interest conditions are met
Interest Barrier 70.00% of the Initial Value Minimum index level on a review date to trigger monthly interest payment
Buffer Threshold 85.00% of the Initial Value Final index level at or above this level avoids principal loss at maturity
Buffer Amount 15.00% Extent of index decline absorbed before principal losses begin at maturity
Index Deduction 6.0% per annum Daily deduction embedded in the MerQube US Tech+ Vol Advantage Index level
Estimated Value Floor $900.00 per $1,000 note Minimum estimated value when terms are set, based on JPMorgan’s valuation
Tenor August 26, 2026 to August 29, 2031 Pricing Date to Maturity Date of the notes
Auto Callable Contingent Interest Notes financial
"North America Structured Investments 5yrNC1yr MQUSTVA Auto Callable Contingent Interest Notes"
A financial product that combines a loan-like note with two special features: the issuer can redeem it early if a preset market condition is met (auto-callable), and the periodic interest payments only happen when certain market triggers are satisfied (contingent interest). Investors should care because it offers higher potential income but carries extra risks—the note can be ended early, and interest or principal may be reduced or lost depending on how the linked stock or index performs, like a bond with a built-in early stop button and pay-as-you-go interest.
MerQube US Tech+ Vol Advantage Index financial
"The MerQube US Tech+ Vol Advantage Index (the “Index" or "Underlying”)"
Buffer Threshold financial
"Buffer Threshold 85.00% of the Initial Value"
notional financing cost financial
"the performance of the QQQ Fund is subject to a notional financing cost that accrues daily"
volatility drag technical
"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"
Offering Type shelf

FAQ

What are the key terms of JPM auto-callable notes linked to MQUSTVA?

The notes offer a minimum 12.50% per annum contingent interest, monthly review dates, potential automatic call after year one, and a 15% downside buffer with principal losses if the index finishes below 85% of its initial value.

How do investors in JPM (JPM) earn interest on these notes?

Investors receive a monthly contingent interest payment of at least 1.04167% only if the index closes on that review date at or above 70% of its initial value; otherwise, no interest is paid for that month.

When can the JPM (JPM) tech index notes be automatically called?

Beginning after the first year, if on any monthly review date (excluding the first eleven and final) the index is at or above its initial level, the notes are automatically called, paying $1,000 plus that month’s interest per note with no further payments.

How is principal protected on JPM (JPM) MerQube Vol Advantage notes?

Principal is protected only by a 15% buffer. If the final index value is at or above 85% of its initial level, full principal is repaid; below that threshold, repayment is reduced according to index losses beyond the buffer.

What is the role of the 6.0% annual deduction in the MQUSTVA index for JPM investors?

The MerQube US Tech+ Vol Advantage Index embeds a 6.0% per annum daily deduction and a notional financing cost on QQQ exposure, which reduces index performance over time and therefore affects both interest eligibility and principal repayment on the notes.

What is the estimated value of the JPM (JPM) auto-callable notes at pricing?

The estimated value will be at least $900 per $1,000 principal amount note. This internal valuation, based on JPMorgan’s funding rate and models, may be lower than the price paid and can differ from secondary market values.

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

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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 August 3, 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:   August 26, 2026  Final Review Date:   August 26, 2031  Maturity Date:   August 29, 2031  Review Dates:   Monthly  Contingent Interest Rate:   At least 12.50%* per annum, paid monthly at a rate of at least 1.04167%*, if applicable  Interest Barrier :   70.00% of the Initial Value  Buffer Threshold :   85.00% of the Initial Value  Buffer Amount:   15.00%  CUSIP:   46661K5V6  Preliminary Pricing Supplement:   http://sp.jpmorgan.com/document/cusip/46661K5V6/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 the closing value of the Underlying on any Review Date (other than the first through eleventh and final Review Dates) is   greater than or equal to   the Initial Value, the notes will be automatically called for a cash payment, for each $1,000 principal amount note, equal to (a) $1,000   plus   (b) the Contingent Interest Payment applicable to that Review Date, payable on the applicable Call Settlement Date. No further payments will be made on the notes.  Payment at Maturity  If the notes have not been automatically called and the Final Value is   greater than or equal to   the Buffer Threshold, 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 Buffer Threshold, your payment at maturity per $1,000 principal amount note, in addition to any Contingent Interest Payment, will be calculated as follows: $1,000 + [$1,000 × (Underlying Return + Buffer Amount)]  If the notes have not been automatically called and the Final Value is less than the Buffer Threshold, you will lose some or most of your principal amount at maturity.  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.  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 12.50% per annum Contingent Interest Rate)  60.00%   $1,010.4167  40.00%   $1,010.4167  20.00%   $1,010.4167  5.00%   $1,010.4167  0.00%   $1,010.4167  -5.00%   $1,010.4167  -15.00%   $1,010.4167  -15.01%   $1,010.3167  -20.00%   $960.4167  -30.00%   $860.4167  -30.01%   $849.9000  -40.00%   $750.0000  -60.00%   $550.0000  -80.00%   $350.0000  -100.00%   $150.0000  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 $10.4167 (equivalent to a Contingent Interest Rate of at least 12.50% per annum, payable at a rate of at least 1.04167% per month). **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.


 


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