摩根大通美股招股说明书(2025-12-09版)

The information in this preliminary pricing supplement is not complete and may be changed. This preliminary pricing supplementis 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.Subject to completion dated December 8, 2025December, 2025Registration Statement Nos. 333-270004 and 333-270004-01; Rule 424(b)(2) JPMorgan Chase Financial Company LLCStructured Investments Auto Callable Contingent Interest Notes Linked to the LeastPerforming of the Nasdaq-100®Technology Sector IndexSM, theRussell 2000®Index and the S&P 500®Index due September16, 2027 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 forwhich the closing level of each of the Nasdaq-100®Technology Sector IndexSM, the Russell 2000®Index and the S&P500®Index, which we refer to as the Indices, is greater than or equal to 70.00% of its Initial Value, which we refer to asan Interest Barrier. ●The notes will be automatically called if the closing level of each Index on any Review Date (other than the first, second,third, fourth, fifth 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 June 11, 2026. ●Investors should be willing to accept the risk of losing a significant portion or all of their principal and the risk that noContingent 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 receiveContingent Interest Payments. ●The notes are unsecured and unsubordinated obligations of JPMorgan Chase Financial Company LLC, which we referto as JPMorgan Financial, the payment on which is fully and unconditionally guaranteed by JPMorgan Chase & Co.Anypayment on the notes is subject to the credit risk of JPMorgan Financial, as issuer of the notes, and the creditrisk 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 theperformance 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 December 11, 2025 and are expected to settle on or about December 16,2025. Investing in the notes involves a number of risks. See “Risk Factors” beginning on page S-2 of the accompanyingprospectus supplement, Annex A to the accompanying prospectus addendum, “Risk Factors” beginning on page PS-11of the accompanying product supplement and “Selected Risk Considerations” beginning on page PS-6 of thispricing supplement. Neither the Securities and Exchange Commission (the “SEC”) nor any state securities commission has approved or disapprovedof 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 acriminal offense. (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 commissionsit receives from us to other affiliated or unaffiliated dealers. In no event will these selling commissions exceed $22.25 per $1,000 principalamount note. See “Plan of Distribution (Conflicts of Interest)” in the accompanying product supplement. If the notes priced today, the estimated value of the notes would be approximately $958.70 per $1,000 principal amountnote. The estimated value of the notes, when the terms of the notes are set, will be provided in the pricing supplementand will not be less than $900.00 per $1,000 principal amount note. See “The Estimated Value of the Notes” in thispricing supplement for additional information. The notes are not bank deposits, are not insured by the Federal Deposit Insurance Corporation or any other governmental agencyand are not obligations of, or guaranteed by, a bank. Key Terms Issuer:JPMorgan Chase Financial Company LLC, a direct,wholly owned finance subsidiary of JPMorgan Chase & Co. Automatic Call: If the closing level of each Index on any Review Date (otherthan the first, second, third, fourth, fifth and final ReviewDates) is greater than or equal to its Initial Value, the noteswill be automatically called for a cash payment, for each$1,000 principal amount note, equal to (a) $1,000plus(b) theContingent Interest Payment applicable to that Review Date,payable on the applicable Call Settlement Date. No furtherpayments will be made on the notes. Guarantor:JPMorgan Chase & Co. Indices:The Nasdaq-100®Technology Sector IndexSM