JPMorgan offers 5-year buffered equity notes

JPMorgan Chase Financial Company LLC, guaranteed by JPMorgan Chase & Co., is offering 5-year buffered equity notes linked to the MerQube US Tech+ Vol Advantage Index.

Rhea-AI Filing Summary

JPMorgan Chase Financial Company LLC, guaranteed by JPMorgan Chase & Co., is offering 5-year buffered equity notes linked to the MerQube US Tech+ Vol Advantage Index. The Index targets implied volatility with exposure to the QQQ Fund via an unfunded total return position, subject to a 6.0% per annum daily deduction and a daily notional financing cost. The notes feature annual review dates and an automatic call if the Index is at or above 100% of its initial value, paying at least a 19.00% per annum call premium on the first review date, scaling up to at least 95.00% by the final review date.

The notes provide a 30.00% buffer amount at maturity: if the final index value is down by no more than 30%, investors receive full principal; below that level, losses are linear and can reach most or all principal. The minimum denomination is $1,000, and the estimated value at pricing will not be less than $900 per $1,000 note, which is expected to be lower than the issue price. Any payment is subject to the credit risks of both the issuer and guarantor, and investors face risks including leverage in the Index, potential lack of liquidity, complex tax treatment, and multiple conflicts of interest.

Filing Explained

This August 4 Form 424B3 presents preliminary terms for a proposed five-year note offering: pricing is scheduled for August 26, 2026, so the terms are not yet final and the filing does not state that notes have been issued; it does not disclose common-stock issuance or dilution.

Key Figures

Minimum denomination: $1,000 Estimated value floor: $900 per $1,000 note Index fee deduction: 6.0% per annum +5 more

8 metrics

Minimum denomination $1,000 Principal amount per note

Estimated value floor $900 per $1,000 note Estimated value at pricing will not be less than this amount

Index fee deduction 6.0% per annum Daily deduction embedded in the MerQube US Tech+ Vol Advantage Index

Buffer amount 30.00% Protection against initial declines up to 30% at maturity

Maximum Index exposure 500% Maximum leverage to the Underlying Asset in the Index rules

First-year minimum call premium 19.00% per annum Minimum total return upon automatic call on first review date

Final review minimum call premium 95.00% Minimum total return upon automatic call on final review date

Term to maturity 5 years From August 26, 2026 pricing date to August 29, 2031 maturity

Key Terms

Buffer Amount, notional financing cost, automatic call, volatility drag, +1 more

5 terms

Buffer Amount financial

"Buffer Amount: 30.00% Pricing Date: August 26, 2026"

notional financing cost financial

"performance of the QQQ Fund is subject to a notional financing cost"

automatic call financial

"If the closing value of the Underlying on any Review Date is greater than or equal to the Call Value, the notes will be automatically called"

An automatic call is a feature of certain bonds or structured notes that forces the issuer to repay the investment early if a preset condition—usually the price of a stock or index—meets or exceeds a set level on a review date. For investors it matters because it can end the investment sooner than expected, locking in a defined payout but also creating reinvestment risk and changing the timing of returns much like an appliance that turns itself off when it reaches a set temperature.

volatility drag financial

"The Index 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 Details

shelf

Offering

Offering Type shelf

Securities Offered 5-year buffered equity notes linked to the MerQube US Tech+ Vol Advantage Index

FAQ

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

What are the key terms of JPM (JPMorgan) 5yr MQUSTVA Buffered Equity Notes?

The notes are 5-year buffered equity notes linked to the MerQube US Tech+ Vol Advantage Index, with a 30.00% buffer, annual automatic call feature, minimum denomination of $1,000, and estimated value of at least $900 per $1,000 note.

How does the automatic call work on JPM’s MQUSTVA Buffered Equity Notes?

On each annual review date, if the Index is at or above 100% of its initial value, the notes are automatically called and pay back $1,000 plus a call premium of at least 19.00% per annum on the first review date, rising on later dates.

What protection does the 30% buffer provide on JPM structured notes (JPM)?

At maturity, if not previously called, investors receive full principal if the Index decline is up to 30.00%. If the decline exceeds 30.00%, the payout is reduced by (loss beyond 30%), so investors can lose some or most principal.

What are the main costs and drags on the MerQube US Tech+ Vol Advantage Index for JPM notes?

The Index level reflects a 6.0% per annum daily deduction, and the QQQ Fund exposure bears a daily notional financing cost. These ongoing deductions reduce Index performance relative to the underlying QQQ Fund total return.

What leverage and risk features does the MerQube US Tech+ Vol Advantage Index have for JPM (JPM)?

The Index can allocate between exposure to the QQQ-based Underlying Asset, introducing leverage risk, potential “volatility drag,” periods of being significantly uninvested, and performance that may not match its volatility target.

What credit risks do investors face in JPM’s 5yr buffered equity notes (JPM)?

All payments depend on the credit of JPMorgan Chase Financial Company LLC as issuer and JPMorgan Chase & Co. as guarantor. A deterioration in their perceived creditworthiness can lower secondary-market values and repayment depends on their ability to pay.

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

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Accepted by SEC EDGAR 08/05/2026 - 06:03 AM 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 August 4, 2026   Rule 424(b)(3)  North America Structured Investments  5yr MQUSTVA Buffered Equity 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 “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.  Buffer Amount:   30.00%  Pricing Date:   August 26, 2026  Review Dates :   Annually  Final Review Date :   August 26, 2031  Maturity Date:   August 29, 2031  CUSIP:   46661K4V7  Preliminary Pricing Supplement:   http://sp.jpmorgan.com/document/cusip/46661K4V7/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.  You may lose some or all of your principal at maturity. 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.  Automatic Call  If the closing value of the Underlying on any Review Date is greater than or equal to the Call 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 Call Premium Amount applicable to that Review Date, payable on the applicable Call Settlement Date. No further payments will be made on the notes.  Review Date   Call Value   Call Premium*  First   100.00% of the Initial Value   At least 19.00%  Second   100.00% of the Initial Value   At least 38.00%  Third   100.00% of the Initial Value   At least 57.00%  Fourth   100.00% of the Initial Value   At least 76.00%  Final   100.00% of the Initial Value   At least 95.00%  Payment At Maturity  If the notes have not been automatically called and the Final Value is less than the Initial Value by up to the Buffer Amount, you will receive the principal amount of your notes at maturity. If the notes have not been automatically called and the Final Value is less than the Initial Value by more than the Buffer Amount, your payment at maturity per $1,000 principal amount note 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 Initial Value by more than the Buffer Amount, you will lose some or most 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.  Hypothetical Examples of Amounts Payable Upon Automatic Call or at Maturity**  Underlying Return at Review Date  Total Return at First Review Date*  Total Return at Second Review Date*  Total Return at Third Review Date*  Total Return at Final Review Date*  65.00%   19.00%   38.00%   57.00%   95.00% 50.00%   19.00%   38.00%   57.00%   95.00% 40.00%   19.00%   38.00%   57.00%   95.00% 20.00%   19.00%   38.00%   57.00%   95.00% 10.00%   19.00%   38.00%   57.00%   95.00% 5.00%   19.00%   38.00%   57.00%   95.00% 0.00%   19.00%   38.00%   57.00%   95.00% -0.01%   N/A   N/A   N/A   0.00% -5.00%   N/A   N/A   N/A   0.00% -10.00%   N/A   N/A   N/A   0.00% -20.00%   N/A   N/A   N/A   0.00% -30.00%   N/A   N/A   N/A   0.00% -30.01%   N/A   N/A   N/A   -0.01% -40.00%   N/A   N/A   N/A   -10.00% -60.00%   N/A   N/A   N/A   -30.00% -80.00%   N/A   N/A   N/A   -50.00% -100.00%   N/A   N/A   N/A   -70.00% 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. * In each case, to be determined on the Pricing Date, but not less than the minimum Call Premium, as applicable. ** Not all Review Dates reflected. Reflects a Call Premium of 19.00% per annum. The Call Premium will be determined on the Pricing Date and will not be less than 19.00% per annum. The “total return” as used above is the number expressed, as a percentage, that results from comparing the payment on the applicable payment date per $1,000 principal amount note to $1,000. The hypothetical returns 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 returns shown above would likely be lower. Capitalized terms used but not defined herein shall have the meaning set forth in the preliminary pricing supplement.

North America Structured Investments  5yr MQUSTVA Buffered Equity 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 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 any Call Premium Amount paid on the notes.  ●   The automatic call feature may force a potential early exit.  ●   No interest payments, 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 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 Index 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 Index 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.