JPMorgan Chase Financial Co. LLC Files 424B2 Prospectus

TL;DR

**JPM Financial is issuing new securities, 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, related to an offering under their existing shelf registration (File No. 333-270004-01). This filing indicates that JPMorgan Chase Financial Co. LLC is offering new securities, likely debt or structured products, to raise capital. For investors, this means the company is actively managing its capital structure, which could impact future earnings or dividend capacity depending on the terms of the offering.

Why It Matters

This filing signals JPMorgan Chase Financial Co. LLC is raising capital, which can affect the company's financial leverage and future profitability for investors.

Risk Assessment

Risk Level: low — This is a standard prospectus filing for an offering under an existing shelf registration, indicating routine capital-raising activity.

Analyst Insight

Investors should monitor subsequent filings for the specific terms of the securities being offered, such as interest rates or maturity dates, to assess the potential impact on JPMorgan Chase Financial Co. LLC's financial health and their investment.

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.)
• 2026-03-24 — Filing Date (The date the prospectus was filed with the SEC.)

Key Players & Entities

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

Forward-Looking Statements

• JPMorgan Chase Financial Co. LLC will successfully complete this securities offering. (JPMorgan Chase Financial Co. LLC) — high confidence, target: 2026-06-24

FAQ

Key Financial Figures

• $1,000 — ribed below. Minimum denominations of $1,000 and integral multiples thereof The no
• $8.00 — o as JPMS, may pay a structuring fee of $8.00 per $1,000 principal amount note with r
• $962.80 — lue of the notes would be approximately $962.80 per $1,000 principal amount note. The e
• $900.00 — ng supplement and will not be less than $900.00 per $1,000 principal amount note. See "
• $25.625 — gent Interest Payment equal to at least $25.625 (equivalent to a Contingent Interest Ra
• $512.500 — tal Contingent Interest Payments 20 $512.500 19 $486.875 18 $461.250 17
• $486.875 — nterest Payments 20 $512.500 19 $486.875 18 $461.250 17 $435.625 16
• $461.250 — 20 $512.500 19 $486.875 18 $461.250 17 $435.625 16 $410.000 15
• $435.625 — 19 $486.875 18 $461.250 17 $435.625 16 $410.000 15 $384.375 14
• $410.000 — 18 $461.250 17 $435.625 16 $410.000 15 $384.375 14 $358.750 13
• $384.375 — 17 $435.625 16 $410.000 15 $384.375 14 $358.750 13 $333.125 12
• $358.750 — 16 $410.000 15 $384.375 14 $358.750 13 $333.125 12 $307.500 11
• $333.125 — 15 $384.375 14 $358.750 13 $333.125 12 $307.500 11 $281.875 10
• $307.500 — 14 $358.750 13 $333.125 12 $307.500 11 $281.875 10 $256.250 9 $
• $281.875 — 13 $333.125 12 $307.500 11 $281.875 10 $256.250 9 $230.625 8 $2

Filing Documents

• form424b2.htm (424B2) — 174KB
• image_001.jpg (GRAPHIC) — 21KB
• image_002.jpg (GRAPHIC) — 5KB
• image_006.jpg (GRAPHIC) — 176KB
• image_007.jpg (GRAPHIC) — 139KB
• image_008.jpg (GRAPHIC) — 149KB
• image_003.gif (GRAPHIC) — 5KB
• image_004.gif (GRAPHIC) — 2KB
• image_005.gif (GRAPHIC) — 2KB
• 0001918704-26-007987.txt ( ) — 864KB

From the Filing

PRICING SUPPLEMENT The information in this preliminary pricing supplement is not complete and may be changed. This preliminary pricing supplement is not an offer to sell nor does it seek an offer to buy these securities in any jurisdiction where the offer or sale is not permitted. March , 2026 Registration Statement Nos. 333-270004 and 333-270004-01; Rule 424(b)(2) JPMorgan Chase Financial Company LLC Structured Investments Callable Contingent Interest Notes Linked to the Least Performing of the Dow Jones Industrial Average , the Russell 2000 Index and the S&P 500 Index due April 3, 2031 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 Dow Jones Industrial Average , 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 may be redeemed early, in whole but not in part, at our option on any of the Interest Payment Dates (other than the first, second, third and final Interest Payment Dates). The earliest date on which the notes may be redeemed early is April 5, 2027. Investors should be willing to accept the risk of losing some 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 are expected to price on or about March 31, 2026 and are expected to settle on or about April 8, 2026. CUSIP: 46660RHT4 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-5 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)(3) Proceeds to Issuer Per note $1,000 — $1,000 Total $ — $ (1) See "Supplemental Use of Proceeds" in this pricing supplement for information about the components of the price to public of the notes. (2) All sales of the notes will be made to certain fee-based advisory accounts for which an affiliated or unaffiliated broker-dealer is an investment adviser. These broker-dealers will forgo any commissions related to these sales. See "Plan of Distribution (Conflicts of Interest)" in the accompanying product supplement. (3) J.P. Morgan Securities LLC, which we refer to as JPMS, may pay a structuring fee of $8.00 per $1,000 principal amount note with respect to some or all of the notes to affiliated or unaffiliated dealers. If the notes priced today, the estimated value of the notes would be approximately $962.80 per $1,000 principal amount note. The estimated value of the notes, when the terms of the notes are set, will be provided in the pricing supplement and will not be less than $900.00 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 Dow Jones Industrial Average (Bloo

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View this 424B2 filing on SEC EDGAR