JPMorgan Financial Files 424B2 Prospectus for New Securities

TL;DR

**JPMorgan Financial is issuing new debt, watch for impact on capital structure.**

AI Summary

JPMorgan Chase Financial Co. LLC filed a 424B2 prospectus on March 24, 2026, under SEC Accession No. 0001918704-26-007924. This filing is a pricing supplement related to a previously filed registration statement (File No. 333-270004-01) for debt securities, indicating that JPMorgan Chase Financial Co. LLC is offering new securities. This matters to investors as it signals the company is raising capital, which could be used for various corporate purposes, potentially impacting future earnings or debt levels.

Why It Matters

This filing indicates JPMorgan Chase Financial Co. LLC is issuing new securities to raise capital, which could dilute existing shareholders or increase the company's debt obligations.

Risk Assessment

Risk Level: medium — The issuance of new securities can impact a company's financial leverage and potentially dilute existing equity holders, depending on the type of security.

Analyst Insight

Investors should review the full pricing supplement to understand the terms, interest rates, and maturity dates of the new securities, as well as the intended use of proceeds, to assess the impact on JPMorgan Chase Financial Co. LLC's financial health and their investment.

Key Numbers

• 2026-03-24 — Filing Date (Date the 424B2 prospectus was filed)
• 0001918704-26-007924 — SEC Accession No. (Unique identifier for this specific filing)
• 333-270004-01 — File No. (Registration statement under which these securities are being offered by JPMorgan Chase Financial Co. LLC)

Key Players & Entities

• JPMorgan Chase Financial Co. LLC (company) — Filer of the 424B2 prospectus
• JPMORGAN CHASE & CO (company) — Parent company, also listed as a filer
• 0001665650 (person|company|dollar_amount) — CIK for JPMorgan Chase Financial Co. LLC
• 0000019617 (person|company|dollar_amount) — CIK for JPMORGAN CHASE & CO
• 2026-03-24 (dollar_amount) — Filing Date
• 333-270004-01 (dollar_amount) — File Number for JPMorgan Chase Financial Co. LLC's registration statement

Forward-Looking Statements

• JPMorgan Chase Financial Co. LLC will use the capital raised from these new securities for general corporate purposes. (JPMorgan Chase Financial Co. LLC) — medium confidence, target: N/A

FAQ

Key Financial Figures

• $615,000 — l Company LLC Structured Investments $615,000 Auto Callable Contingent Interest Not
• $1,000 — ribed below. Minimum denominations of $1,000 and integral multiples thereof The no
• $8.50 — roceeds to Issuer Per note $1,000 $8.50 $991.50 Total $615,000 $5,227.5
• $991.50 — to Issuer Per note $1,000 $8.50 $991.50 Total $615,000 $5,227.50 $609,7
• $5,227.50 — $8.50 $991.50 Total $615,000 $5,227.50 $609,772.50 (1) See "Supplemental U
• $609,772.50 — 991.50 Total $615,000 $5,227.50 $609,772.50 (1) See "Supplemental Use of Proceeds
• $962.10 — en the terms of the notes were set, was $962.10 per $1,000 principal amount note. See "
• $8.8333 — a Contingent Interest Payment equal to $8.8333 (equivalent to a Contingent Interest Ra
• $397.5000 — tal Contingent Interest Payments 45 $397.5000 44 $388.6667 43 $379.8333 42
• $388.6667 — terest Payments 45 $397.5000 44 $388.6667 43 $379.8333 42 $371.0000 41
• $379.8333 — 45 $397.5000 44 $388.6667 43 $379.8333 42 $371.0000 41 $362.1667 40
• $371.0000 — 44 $388.6667 43 $379.8333 42 $371.0000 41 $362.1667 40 $353.3333 39
• $362.1667 — 43 $379.8333 42 $371.0000 41 $362.1667 40 $353.3333 39 $344.5000 38
• $353.3333 — 42 $371.0000 41 $362.1667 40 $353.3333 39 $344.5000 38 $335.6667 37
• $344.5000 — 41 $362.1667 40 $353.3333 39 $344.5000 38 $335.6667 37 $326.8333 36

Filing Documents

• form424b2.htm (424B2) — 217KB
• exfilingfees.htm (EX-FILING FEES) — 5KB
• image_001.jpg (GRAPHIC) — 21KB
• image_002.jpg (GRAPHIC) — 5KB
• image_006.jpg (GRAPHIC) — 127KB
• image_007.jpg (GRAPHIC) — 128KB
• image_008.jpg (GRAPHIC) — 138KB
• image_003.gif (GRAPHIC) — 5KB
• image_004.gif (GRAPHIC) — 5KB
• image_005.gif (GRAPHIC) — 5KB
• 0001918704-26-007924.txt ( ) — 908KB
• exfilingfees_htm.xml (XML) — 2KB

From the Filing

SUPPLEMENT March 20, 2026 Registration Statement Nos. 333-270004 and 333-270004-01; Rule 424(b)(2) JPMorgan Chase Financial Company LLC Structured Investments $615,000 Auto Callable Contingent Interest Notes Linked to the Least Performing of the Nasdaq-100 Index , the Russell 2000 Index and the S&P 500 Index due December 26, 2029 Fully and Unconditionally Guaranteed by JPMorgan Chase & Co. The notes are designed for investors who seek a Contingent Interest Payment with respect to each Review Date for which the closing level of each of the Nasdaq-100 Index , the Russell 2000 Index and the S&P 500 Index, which we refer to as the Indices, is greater than or equal to 70.00% of its Initial Value, which we refer to as an Interest Barrier. The notes will be automatically called if the closing level of each Index on any Review Date (other than the first through eleventh and final Review Dates) is greater than or equal to its Initial Value. The earliest date on which an automatic call may be initiated is March 22, 2027. Investors should be willing to accept the risk of losing a significant portion or all of their principal and the risk that no Contingent Interest Payment may be made with respect to some or all Review Dates. Investors should also be willing to forgo fixed interest and dividend payments, in exchange for the opportunity to receive Contingent Interest Payments. 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 Indices. Payments on the notes are linked to the performance of each of the Indices 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: 46660R6D1 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-7 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 $8.50 $991.50 Total $615,000 $5,227.50 $609,772.50 (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 $8.50 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 $962.10 per $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. 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 Key Terms Issuer: JPMorgan Chase Financial Company LLC, a direct, wholly owned finance subsidiary of JPMorgan Chase & Co. Guarantor: JPMorgan Chase & Co. Indices: The Nasdaq-100 Index (Bloomberg ticker: NDX), the Russell 2000 Index (Bloomberg ticker: RTY) and the S&P 500 Index (Bloomberg ticker: SPX) (each an "Index" and collectively, the "Indices") Contingent Interest Payments: If the notes have not been automatically called and the closing level of each Index on any Review Date is greater than or equal to its Interest Barrier, you will receive on the applicable Interest Payment Date for each $1,000 principal amount note a Contingent Interest Payment equal to $8.8333 (equivalent to a Contingent Interest Rate of 10.60% per annum, payable at a rate of 0.88333% per month). If the closing level of

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View this 424B2 filing on SEC EDGAR