STOCK TITAN

JPMorgan (NYSE: JPM) Auto-Callable Notes Pay Contingent 9% Coupon

(Neutral)
(Neutral)
Form Type
424B3

Rhea-AI Filing Summary

JPMorgan Chase Financial Company LLC offers auto-callable contingent interest notes linked to the MerQube US Tech+ Vol Advantage Index (Bloomberg: MQUSTVA). The notes pay a 9.00% per annum contingent interest (at least $7.50 per month per $1,000 when payable), have a 15.00% buffer, an Interest Barrier equal to 85.00% of the Initial Value, and an automatic call feature at a Call Value of 95.00%. The Index level reflects a 6.0% per annum daily deduction and a notional financing cost tied to the QQQ Fund. Pricing Date was May 18, 2026 and Maturity Date is April 23, 2029. Minimum denomination is $1,000 and the preliminary estimated value at issuance is at least $900.00 per $1,000 note. Payments are subject to the credit risk of the issuer and guarantor.

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Insights

Notes combine periodic high contingent coupon potential with significant principal risk.

The instruments offer a contingent coupon floor of 9.00% per annum payable monthly if the Index meets the Interest Barrier on Review Dates. The structure can return monthly interest or be auto-called if the Index meets the Call Value on a Review Date.

Key dependencies are the Index level (which embeds a 6.0% annual deduction and a notional financing cost), the monthly Review Date outcomes, and the issuer's creditworthiness; timing of possible automatic calls is defined across monthly Review Dates through maturity on April 23, 2029.

Credit exposure to JPMorgan Chase Financial Company LLC and guarantor remains the primary non-market risk.

All payments, including contingent interest and principal at maturity or upon automatic call, are unsecured obligations subject to issuer and guarantor credit risk. As disclosed, the finance subsidiary has limited assets and no independent activities.

Investors should consider credit views of JPMorgan Chase Financial Company LLC and JPMorgan Chase & Co.; subsequent disclosures and prospectus supplements may change credit-related assumptions.

Contingent Interest Rate 9.00% per annum minimum payable if conditions met on Review Dates
Minimum Denomination $1,000 per principal amount note
Estimated Value at Issuance $900.00 per $1,000 preliminary estimated value when terms set
Index Daily Deduction 6.0% per annum accrues daily from Index level
Buffer Amount 15.00% reduces first 15% of Index decline for maturity payoff formula
Interest Barrier 85.00% of Initial Value threshold to receive contingent interest at maturity
Call Value 95.00% of Initial Value level that triggers automatic call on Review Dates
Maturity Date April 23, 2029 final settlement if not called earlier
Contingent Interest Payment financial
"Contingent Interest Rate: At least 9.00% per annum, payable monthly"
Auto Call / Automatic Call financial
"If the closing level of the Index on any Review Date is greater than or equal to the Call Value, the notes will be automatically called"
Buffer Threshold / Buffer Amount financial
"Buffer Amount: 15.00% and Interest Barrier: 85.00% of the Initial Value"
Notional financing cost financial
"performance of the QQQ Fund is subject to a notional financing cost that accrues daily"

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

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FAQ

What are the key terms of the JPM notes linked to MQUSTVA (JPM)?

The notes offer a contingent interest rate of at least 9.00% per annum, a minimum denomination of $1,000, and a maturity of April 23, 2029. They include a 15.00% buffer, a Call Value of 95.00%, and monthly Review Dates.

How does the automatic call feature work for these JPM notes?

If the Index closing level on a Review Date (excluding the first five and final Review Dates) is >= the Call Value (95.00%), the notes are automatically called and investors receive principal plus applicable contingent interest on that Call Settlement Date.

What principal protection do the notes provide at maturity (JPM)?

If Final Value is >= the Interest Barrier (85.00% of Initial Value), you receive $1,000 plus contingent interest. If Final Value is below the Interest Barrier, principal is reduced by the Index Return and you may lose some or most of principal.

What reduces the Index level and may affect payments on the notes?

The Index level reflects a 6.0% per annum daily deduction and a notional financing cost tied to the QQQ Fund. Both the deduction and financing cost reduce the Index level and therefore may lower interest or principal payments.

What is the estimated value at issuance and how should investors interpret it (JPM)?

The preliminary estimated value is at least $900.00 per $1,000 principal note. This estimate may be lower than the price paid and is based on internal funding and pricing assumptions disclosed in the pricing supplement.

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”) 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 th e Underlying Asset of 500% and a minimum exposure to the Underlying Asset of 0%. Since February 9, 2024 (the “Amendment Effective Date”), the Un der lying 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 pos it ion 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 i s 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 Index (Index Ticker): The MerQube US Tech+ Vol Advantage Index (Bloomberg ticker: MQUSTVA ). The level of the Index 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: May 18, 2026 Final Review Date: April 18, 2029 Maturity Date: April 23, 2029 Review Dates: Monthly Contingent Interest Rate: At least 9.00%* per annum, payable monthly at a rate of at least 0.75%*, if applicable Interest Barrier/ Buffer Threshold: An amount that represents 85.00% of the Initial Value Buffer Amount: 15.00% Call Value: An amount that represents 95.00% of the Initial Value CUSIP: 46661A4C1 Preliminary Pricing Supplement: http://sp.jpmorgan.com/document/cusip/46661A4C1/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 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 level of the Index on any Review Date (other than the first through fifth and final Review Dates) is greater t han 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 Contingent Interest Payment applicable to that Review Date plus (c) any previously unpaid Contingent Interest Payments for any prior Review Dates, 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 wil l r eceive 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 plus (c) any previously unpaid Contingent Interest Payments for any prior Review Dates. If the notes have not been automatically called and the Final Value is less than the Buffer Threshold, your payment at maturi ty per $1,000 principal amount note will be calculated as follows: $1,000 + [$1,000 î (Index 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 mos t 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 t he credit risk of JPMorgan Chase & Co., as guarantor of the notes. Investing in the notes linked to the Index involves a number of risks. See "Selected Risks" on page 2 of this document, "Risk Fa ctors" 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 o r p assed upon the accuracy or the adequacy of this document or the relevant product supplement, underlying supplement, prospectus supp lem ent and prospectus. Any representation to the contrary is a criminal offense. J.P. Morgan Structured Investments | 1 800 576 3529 | jpm_structured_investments@jpmorgan.com 35mNC6m Auto Callable Contingent Interest Notes linked to the MerQube US Tech+ Vol Advantage Index North America Structured Investments Registration Statement Nos. 333 - 293684 and 333 - 293684 - 01 Dated May 13, 2026 Rule 424(b)(3) Terms supplement to the prospectus dated April 17, 2026, the prospectus supplement dated April 17, 2026, the product suppleme nt no. 3 - I dated April 17, 2026 and the underlying supplement no. 5 - I dated April 17, 2026 Hypothetical Payment at Maturity** *If the notes have not been automatically called and the closing level of the Index 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 $7.50 (equivalent to a Contingent Interest Rate of at least 9.00% per annum, payable at a rate of at least 0.75% per month), plus any previously unpaid Contingent Interest Payments for any prior Review Dates. **This table assumes that no previously unpaid Contingent Interest Payment is payable at maturity. 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. This table does not demonstrate how your interest payments can vary over the term of your notes. Contingent Interest Payment at Maturity (assuming 9.00% per annum Contingent Interest Rate) Index Return $1,007.50 60.00% $1,007.50 40.00% $1,007.50 20.00% $1,007.50 5.00% $1,007.50 0.00% $1,007.50 - 10.00% $1,007.50 - 15.00% $950.00 - 20.00% $850.00 - 30.00% $750.00 - 40.00% $650.00 - 50.00% $550.00 - 60.00% $450.00 - 70.00% $350.00 - 80.00% $150.00 - 100.00%

 
 

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 Index will include a 6.0% per annum daily deduction. • The level of the Index 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 Index. 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 does not represent future values and may differ from others’ estimates. • The estimated value of the notes is determined by reference to an internal funding rate. • 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. Selected Risks (continued) Risks Relating to the Index • 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 may not be successful or outperform any alternative strategy that might be employed in respect of the Underlying Asset. • The Index may not approximate its target volatility. • The Index is subject to risks associated with the use of significant leverage. • The Index may be adversely affected by a “volatility drag” effect. • The Index 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. Additional Information Any information relating to performance contained in these materials is illustrative and no assurance is given that any indic ati ve 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, s upe rseded 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 pres ent ed 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 m ay 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 o f 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 Cha se & 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 the se matters. This material is not a product of J.P. Morgan Research Departments. North America Structured Investments 35mNC6m Auto Callable Contingent Interest Notes linked to the MerQube US Tech+ Vol Advantage Index The risks identified above are not exhaustive. Please see “Risk Factors” in the prospectus supplement and the applicable prod uct supplement and underlying supplement and “Selected Risk Considerations” in the applicable preliminary pricing supplement for additional information.