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JPMorgan Chase &Co. is marketing preliminary Callable Fixed-Rate Notes due June 23, 2032. The unsecured, unsubordinated notes pay a fixed coupon of 5.00% per annum, calculated on a 30/360 basis and paid annually on June 23, beginning 2026. Investors buy in minimum denominations of $1,000 and receive the full principal at maturity provided the notes have not been called and JPMorgan remains solvent.
Issuer call option: Starting June 23, 2027—and on every June 23 and December 23 thereafter through December 23, 2031—JPMorgan may redeem all outstanding notes at par plus accrued interest. Notice will be given at least five business days in advance. The call schedule shortens the effective duration and introduces reinvestment risk for investors seeking a long-dated 5% coupon.
Structural terms & settlement: Pricing date is June 20, 2025; original issue/settlement date is June 23, 2025. Business-day convention is Following; interest accrual convention is Unadjusted. CUSIP is 48130CT96. Notes qualify as “loss-absorbing capacity” under the Federal Reserve’s TLAC rules, meaning principal and interest could be written down or converted in a JPMorgan resolution.
Distribution economics: Maximum selling commission is $22.50 per $1,000 note; price to public will range between $982.60 and $1,000 for certain institutional or fee-based accounts. Hedging costs are embedded in the issue price. The securities are not FDIC-insured, bank deposits, or guaranteed by any governmental agency.
Key risks highlighted: (1) Credit exposure to JPMorgan; (2) issuer’s right to call may cap total return; (3) potential bail-in under TLAC; (4) coupon may trail yields on comparable non-callable bonds; and (5) liquidity may be limited after issuance. Investors should review the detailed Risk Factors in the prospectus suite referenced in this supplement.
JPMorgan Chase Financial Company LLC, guaranteed by JPMorgan Chase & Co., is offering 3-year Contingent Income Auto-Callable Securities linked to the common stock of Citigroup Inc. (ticker: C). Each $1,000 note may pay a contingent quarterly coupon of at least $25.00 (≥2.50%) if, on the relevant determination date, Citigroup’s closing price is at or above the 65% downside threshold of the initial stock price. If the stock closes at or above the initial price on any observation date (other than the final one), the notes will be automatically redeemed at par plus the applicable coupon, ending all future payments.
At maturity on 30 Jun 2028, investors receive: (i) par plus the final coupon if Citigroup stock is ≥65% of the initial level, or (ii) par multiplied by the stock performance factor if the stock is below 65%, exposing principal to a one-for-one loss that could reach 100%.
Key dates include 12 quarterly determination dates beginning 29 Sep 2025 and matching payment dates three business days later. The estimated value on the pricing date will be ≥$940 per $1,000 note, below the $1,000 issue price, reflecting fees and the issuer’s internal funding rate. Any payment is subject to the credit risk of JPMorgan Financial and JPMorgan Chase & Co.
Major risks highlighted in the FWP: no guaranteed return of principal, potential for missed coupons, early redemption at the issuer’s option, limited secondary liquidity, issuer/guarantor credit exposure, uncertain tax treatment, and lack of participation in any upside of Citigroup stock.
JPMorgan Chase Financial Company has filed a Free Writing Prospectus for 1-year Tesla Contingent Income Auto-Callable Securities due July 2, 2026. The securities offer:
- Quarterly contingent payments of at least $42.25 (4.225%) if Tesla's stock price stays at or above the 50% downside threshold level
- Early redemption feature if Tesla's stock closes at or above initial price on any determination date
- Principal protection until Tesla's stock falls below 50% of initial price
- Potential for complete loss of principal if stock falls more than 50%
Key features include $1,000 stated principal amount per security, JPMorgan Chase & Co. as guarantor, and estimated value no less than $940 per security. The securities carry significant risks including no participation in stock appreciation, credit risk of the issuer/guarantor, and potential loss of principal. Quarterly determination dates run from September 2025 through June 2026.
JPMorgan Chase Financial Company LLC is offering Auto-Callable Accelerated Barrier Notes linked to the STOXX® Europe 600 Index (SXXP). The preliminary terms outline a 5-year tenor (Settlement: 26-Jun-2025; Maturity: 25-Jun-2029) with a single Review Date on 3-Jul-2026. If on that date the Index closes at or above the Call Value (100 % of the Strike), the notes are automatically redeemed for $1,000 principal + a Call Premium of at least $170 (17 %), payable 8-Jul-2026.
If not called, investors participate in Index gains at maturity with a 2.0× upside leverage and no cap. Should the Final Index Value equal or exceed the Strike, payment equals $1,000 plus 2× the Index return. Principal is protected only down to the Barrier Amount set at 75 % of the Strike; a Final Value below the barrier results in 1-for-1 downside exposure, potentially up to 100 % loss.
Key economic inputs include: minimum denomination $1,000; indicative estimated value ≈ $988.10 (not less than $950 at pricing); selling commissions ≤ $6 per note; CUSIP 48136EZ57. The Strike Value will be the Index close on 20-Jun-2025, two trading days before pricing.
Material risks highlighted are (i) full downside below the 25 % buffer, (ii) lack of interim interest or dividends, (iii) credit exposure to JPMorgan Chase Financial Company LLC and guarantor JPMorgan Chase & Co., and (iv) secondary-market illiquidity. The prospectus supplement notes the right to amend Index levels for manifest error and the potential for early acceleration upon a change-in-law event.
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