JPMorgan Chase Financial Co. LLC Files 424B2 Prospectus

TL;DR

**JPM Financial is prepping a new securities offering, likely debt, to raise capital.**

AI Summary

JPMorgan Chase Financial Co. LLC, a subsidiary of JPMorgan Chase & Co., filed a 424B2 prospectus on March 24, 2026, for an offering under its existing shelf registration (File No. 333-270004-01). This filing indicates that JPMorgan Chase Financial Co. LLC is preparing to issue new securities, likely debt, to raise capital. For investors, this means the company is actively managing its funding structure, which could impact its financial leverage and future earnings, making it important to understand the terms of the upcoming offering.

Why It Matters

This filing signals JPMorgan Chase Financial Co. LLC's intent to raise capital, which could affect its balance sheet, interest expenses, and overall financial health.

Risk Assessment

Risk Level: medium — The risk level is medium because while raising capital can be beneficial, the terms of the offering and the use of proceeds are not yet detailed, introducing some uncertainty.

Analyst Insight

Investors should monitor subsequent filings (like final pricing supplements) to understand the specific terms, interest rates, and maturity dates of the securities being offered, as these details will impact the company's financial obligations and potential returns.

Key Numbers

• 333-270004-01 — File Number (The registration statement under which JPMorgan Chase Financial Co. LLC is offering securities.)
• 424B2 — Form Type (Indicates a prospectus for an offering of securities.)
• 0001213900-26-033261 — SEC Accession No. (Unique identifier for this specific filing.)
• 2026-03-24 — Filing Date (The date the prospectus was filed with the SEC.)
• 871052 — Size in bytes (Size of the primary pricing supplement document (ea0283132-01_424b2.htm).)

Key Players & Entities

• JPMorgan Chase Financial Co. LLC (company) — Filer of the 424B2 prospectus
• JPMORGAN CHASE & CO (company) — Parent company of the filer
• 0001665650 (person) — CIK of JPMorgan Chase Financial Co. LLC
• 0000019617 (person) — CIK of JPMORGAN CHASE & CO
• 2026-03-24 (date) — Filing date of the 424B2 prospectus

Forward-Looking Statements

• JPMorgan Chase Financial Co. LLC will issue new debt securities. (JPMorgan Chase Financial Co. LLC) — high confidence, target: 2026-03-31

FAQ

Key Financial Figures

• $1,000 — ribed below. Minimum denominations of $1,000 and integral multiples thereof The no
• $4 — roceeds to Issuer Per note $1,000 $4 $ 996 Total $1,000,000 $4,000
• $1,000,000 — er note $1,000 $4 $ 996 Total $1,000,000 $4,000 $996,000 ( 1) See "Supplem
• $4,000 — 000 $4 $ 996 Total $1,000,000 $4,000 $996,000 ( 1) See "Supplemental Use
• $996,000 — $ 996 Total $1,000,000 $4,000 $996,000 ( 1) See "Supplemental Use of Proceed
• $4.00 — pay all of the selling commissions of $4.00 per $1,000 principal amount note it rec
• $9 — en the terms of the notes were set, was $9 76 .20 pe r $1,000 principal amount not
• $46.98 — hat Fund on the Pricing Date, which was $46.98 for the State Street Materials Select
• $49.08 — et Materials Select Sector SPDR ETF , $49.08 for the State Street Financial Select S
• $59.31 — Financial Select Sector SPDR ETF and $59.31 for the State Street Energy Select Sect
• $100.00 — Value for the Least Performing Fund of $100.00; an Upside Leverage Factor of 2.148;
• $165.00 — rn on the Notes Payment at Maturity $165.00 65.00% 139.620% $2,396.20 $150.
• $2,396.20 — aturity $165.00 65.00% 139.620% $2,396.20 $150.00 50.00% 107.400% $2,074.
• $150.00 — 65.00 65.00% 139.620% $2,396.20 $150.00 50.00% 107.400% $2,074.00 $140.
• $2,074.00 — ,396.20 $150.00 50.00% 107.400% $2,074.00 $140.00 40.00% 85.920% $1,859.2

Filing Documents

• ea0283132-01_424b2.htm (424B2) — 851KB
• ea028313201_ex-filingfees.htm (EX-FILING FEES) — 4KB
• bg1.jpg (GRAPHIC) — 248KB
• bg2.jpg (GRAPHIC) — 259KB
• bg3.jpg (GRAPHIC) — 459KB
• bg4.jpg (GRAPHIC) — 389KB
• bg5.jpg (GRAPHIC) — 260KB
• bg6.jpg (GRAPHIC) — 43KB
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• bga.jpg (GRAPHIC) — 852KB
• bgb.jpg (GRAPHIC) — 266KB
• bgc.jpg (GRAPHIC) — 177KB
• bgd.jpg (GRAPHIC) — 263KB
• 0001213900-26-033261.txt ( ) — 3219KB
• ea028313201_ex-filingfees_htm.xml (XML) — 2KB

From the Filing

SUPPLEMENT Ma r ch 20 , 2026 Registration Statement Nos. 333 -2 70004 and 333 -2 70004 -01; Rule 424(b)(2) Pricing supplement to product supplement no. 4-I dated April 13, 2023, underlying supplement no. 1-I dated April 13, 2023, the prospectus and prospectus supplement, each dated April 13, 2023, and the prospectus addendum dated June 3, 2024 JPMorgan Chase Financial Company LLC Structured Investments $ 1,000,000 Uncapped Buffered Return Enhanced Notes Linked to the Least Performing of the State Street Materials Select Sector SPDR ETF , the State Street Financial Select Sector SPDR ETF and the State Street Energy Select Sector SPDR ETF due March 23, 2028 Fully and Unconditionally Guaranteed by JPMorgan Chase & Co. The notes are designed for investors who seek an uncapped return of 2.148 times any appreciation of the least performing of the State Street Materials Select Sector SPDR ETF , the State Street Financial Select Sector SPDR ETF and the State Street Energy Select Sector SPDR ETF, which we refer to as the Funds, at maturity. Investors should be willing to forgo interest and dividend payments and be willing to lose up to 80.00% of their principal amount at maturity. The notes are unsecured and unsubordinated obligations of JPMorgan Chase Financial Company LLC, which we refer to as JPMorgan Financial, the payment on which is fully and unconditionally guaranteed by JPMorgan Chase & Co. Any payment on the notes is subject to the credit risk of JPMorgan Financial, as issuer of the notes, and the credit risk of JPMorgan Chase & Co., as guarantor of the notes. Payments on the notes are not linked to a basket composed of the Funds. Payments on the notes are linked to the performance of each of the Funds individually, as described below. Minimum denominations of $1,000 and integral multiples thereof The notes priced on March 20 , 2026 and are expected to settle on or about March 25 , 2026. CUSIP: 46660RA38 Investing in the notes involves a number of risks. See "Risk Factors" beginning on page S -2 of the accompanying prospectus supplement, Annex A to the accompanying prospectus addendum, "Risk Factors" beginning on page PS -11 of the accompanying product supplement and "Selected Risk Considerations" beginning on page PS-4 of this pricing supplement. Neither the Securities and Exchange Commission (the " SEC " ) nor any state securities commission has approved or disapproved of the notes or passed upon the accuracy or the adequacy of this pricing supplement or the accompanying product supplement, underlying supplement, prospectus supplement, prospectus and prospectus addendum. Any representation to the contrary is a criminal offense. Price to Public (1) Fees and Commissions (2) Proceeds to Issuer Per note $1,000 $4 $ 996 Total $1,000,000 $4,000 $996,000 ( 1) See "Supplemental Use of Proceeds" in this pricing supplement for information about the components of the price to public of the notes. (2) J.P. Morgan Securities LLC, which we refer to as JPMS, acting as agent for JPMorgan Financial, will pay all of the selling commissions of $4.00 per $1,000 principal amount note it receives from us to other affiliated or unaffiliated dealers. See "Plan of Distribution (Conflicts of Interest)" in the accompanying product supplement. The estimated value of the notes, when the terms of the notes were set, was $9 76 .20 pe r $1,000 principal amount note. See " The Estimated Value of the Notes " in this pricing supplement for additional information. The notes are not bank deposits, are not insured by the Federal Deposit Insurance Corporation or any other governmental agency and are not obligations of, or guaranteed by, a bank. PS-1 | Structured Investments Uncapped Buffered Return Enhanced Notes Linked to the Least Performing of the State Street Materials Select Sector SPDR ETF, the State Street Financial Select Sector SPDR ETF and the State Street Energy Select Sector SPDR ETF Key Terms Issuer: JPMorgan Chase Financial Company LLC , a direct, wholly owned finance subsidiary of JPMorgan Chase & Co. Guarantor: JPMorgan Chase & Co. Funds : The State Street Materials Select Sector SPDR ETF (Bloomberg ticker: XLB), the State Street Financial Select Sector SPDR ETF (Bloomberg ticker: XL F) and the State Street Energy Select Sector SPDR ETF (Bloomberg ticker: XLE) Upside Leverage Factor: 2.148 Buffer Amount : 20.00% Pricing Date: March 20 , 2026 Original Issue Date (Settlement Date): On or about March 25 , 202 6 Observation Date *: March 20, 2028 Maturity Date*: March 23, 2028 * Subject to postponement in the event of a market disruption event and as described under " General Terms of Notes — Postponement of a Determination Date — Notes Linked to Multiple Underlyings " and " General Terms of Notes — Postponement of a Payment Date " in the accompanying product supplement Pay

View Full Filing

View this 424B2 filing on SEC EDGAR