JPMorgan Chase Files 8-K on Security Holder Rights

TL;DR

JPM filed an 8-K detailing changes to preferred stock series and common stock rights.

AI Summary

JPMorgan Chase & Co. filed an 8-K on February 4, 2025, reporting on material modifications to rights of security holders and other events. The filing includes information related to common stock and various series of preferred stock, specifically Depositary Shares representing interests in Series Dd, Ee, and Gg preferred stock, all with a reporting date of February 3, 2025.

Why It Matters

This filing provides updates on JPMorgan Chase's capital structure and security holder rights, which can impact investors' understanding of their holdings and the company's financial obligations.

Risk Assessment

Risk Level: low — The filing is a routine disclosure of information regarding security holder rights and does not indicate any immediate financial distress or significant operational changes.

Key Players & Entities

• JPMORGAN CHASE & CO (company) — Filer
• 0001193125-25-020070 (filing_id) — Accession Number
• 20250204 (date) — Filing Date
• 20250203 (date) — Period of Report
• 5.75% Non-Cumulative Preferred Stock Series Dd (security) — Preferred Stock Series
• 6.00% Non-Cumulative Preferred Stock Series Ee (security) — Preferred Stock Series
• 4.75% Non-Cumulative Preferred Stock Series Gg (security) — Preferred Stock Series

FAQ

Key Financial Figures

• $1.00 — referred Stock, Series OO, par value of $1.00 per share and with a liquidation prefer
• $10,000 — re and with a liquidation preference of $10,000 per share (the "Series OO Preferred Sto

Filing Documents

• d876756d8k.htm (8-K) — 48KB
• d876756dex31.htm (EX-3.1) — 53KB
• d876756dex41.htm (EX-4.1) — 8KB
• d876756dex42.htm (EX-4.2) — 200KB
• d876756dex51.htm (EX-5.1) — 12KB
• 0001193125-25-020070.txt ( ) — 609KB
• jpm-20250203.xsd (EX-101.SCH) — 7KB
• jpm-20250203_def.xml (EX-101.DEF) — 18KB
• jpm-20250203_lab.xml (EX-101.LAB) — 32KB
• jpm-20250203_pre.xml (EX-101.PRE) — 19KB
• d876756d8k_htm.xml (XML) — 17KB

From the Filing

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 3, 2025 JPMorgan Chase & Co. (Exact name of registrant as specified in its charter) Delaware 1-5805 13-2624428 (State or other jurisdiction of incorporation or organization) (Commission File Number) (I.R.S. employer identification no.) 383 Madison Avenue , New York , New York 10179 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (212) 270-6000 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common stock JPM The New York Stock Exchange Depositary Shares, each representing a one-four hundredth interest in a share of 5.75% Non-Cumulative Preferred Stock, Series DD JPM PR D The New York Stock Exchange Depositary Shares, each representing a one-four hundredth interest in a share of 6.00% Non-Cumulative Preferred Stock, Series EE JPM PR C The New York Stock Exchange Depositary Shares, each representing a one-four hundredth interest in a share of 4.75% Non-Cumulative Preferred Stock, Series GG JPM PR J The New York Stock Exchange Depositary Shares, each representing a one-four hundredth interest in a share of 4.55% Non-Cumulative Preferred Stock, Series JJ JPM PR K The New York Stock Exchange Depositary Shares, each representing a one-four hundredth interest in a share of 4.625% Non-Cumulative Preferred Stock, Series LL JPM PR L The New York Stock Exchange Depositary Shares, each representing a one-four hundredth interest in a share of 4.20% Non-Cumulative Preferred Stock, Series MM JPM PR M The New York Stock Exchange Guarantee of Callable Fixed Rate Notes due June 10, 2032 of JPMorgan Chase Financial Company LLC JPM/32 The New York Stock Exchange Guarantee of Alerian MLP Index ETNs due January 28, 2044 of JPMorgan Chase Financial Company LLC AMJB NYSE Arca, Inc. Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (240.12b-2 of this chapter). Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Item3.03.Material Modification to Rights of Security Holders. On February 4, 2025, JPMorgan Chase & Co. (the "Company") issued 300,000 shares (the "Shares") of the Company's 6.500% Fixed-Rate Reset Non-Cumulative Preferred Stock, Series OO, par value of $1.00 per share and with a liquidation preference of $10,000 per share (the "Series OO Preferred Stock"), which Shares were deposited against delivery of depositary receipts (the "Depositary Receipts") evidencing 3,000,000 depositary shares (the "Depositary Shares"), each representing a one-tenth interest in a Share, issued by Computershare Inc., as depositary. Under the terms of the Series OO Preferred Stock, the ability of the Company to pay dividends on, make distributions with respect to, or to redeem, purchase or acquire, or make a liquidation payment on its common stock or any preferred stock ranking on a parity with or junior to the Series OO Preferred Stock, will be subject to restrictions in the event that the Company does not declare dividends on the Series OO Preferred Stock for the most recently completed dividend period or, in the case of any such liquidation payment, does not pay to holders of the Series OO Preferred Stock liquidation distributions of $10,000 per Share, plus any declared and unpaid dividends. The terms of the Series OO Preferred Stock are more fully described in the Certificate of Designations (as defined below), which establishes the rights, preferences, privileges, qualifications, restrictions and limitations relating to the Series OO Preferred Stock. Copies of the Certificate of Designations and the form of certificate representing the Series OO Preferred Stock are included as Exhibit 3.1 and Exhibit 4.1, respectively, to this Current Report on Form 8

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