摩根大通美股招股说明书(2026-01-14版)

Pricing supplementTo prospectus dated April 13, 2023, prospectus supplement dated April 13, 2023,product supplement no. 1-I dated April 13, 2023 and prospectus addendumdated June 3, 2024JPMorgan Chase Financial Company LLC $ Callable Fixed Rate Notes due January 30, 2031Fully and Unconditionally Guaranteed by JPMorgan Chase&Co. GeneralThe 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 JPMorganFinancial, as issuer of the notes, and the credit risk of JPMorgan Chase&Co., as guarantor of the notes.These notes are designed for an investor who seeks a fixed income investment at an interest rate of 4.20% per annum but who is also willing to accept therisk that the notes will be called prior to the Maturity Date.At our option, we may redeem the notes, in whole but not in part, on any of the Redemption Dates specified below.The notes may be purchased in minimum denominations of $1,000 and in integral multiples of $1,000 thereafter. Key TermsIssuer: JPMorgan Chase Financial Company LLC, a direct, wholly owned finance subsidiary of JPMorgan Chase&Co. JPMorgan Chase&Co. Guarantor:Payment at Maturity: On the Maturity Date, we will pay you the principal amount of your notesplusany accrued and unpaid interest,providedthat your notes are outstanding and have not previously been called on any Redemption Date. Call Feature: On the 30thcalendar day of January and July of each year, beginning on January 30, 2027 and ending on July 30, 2030(each, a “Redemption Date”), we may redeem your notes, in whole but not in part, at a price equal to the principal amountbeing redeemedplusany accrued and unpaid interest, subject to the Business Day Convention and the Interest AccrualConvention described below and in the accompanying product supplement.If we intend to redeem your notes, we willdeliver notice to The Depository Trust Company on any business day after the Original Issue Date that is at least 5 businessdays before the applicable Redemption Date. Subject to the Interest Accrual Convention, with respect to each Interest Period, for each $1,000 principal amount note, wewill pay you interest in arrears on each Interest Payment Date in accordance with the following formula: Interest: The period beginning on and including the Original Issue Date and ending on but excluding the first Interest Payment Date,and each successive period beginning on and including an Interest Payment Date and ending on but excluding the nextsucceeding Interest Payment Date or, if the notes are redeemed prior to that succeeding Interest Payment Date, ending onbut excluding the applicable Redemption Date, subject to the Interest Accrual Convention described below and in theaccompanying product supplement Interest Periods: Interest Payment Dates: Interest on the notes will be payable in arrears on January 30 of each year, beginning on January 30, 2027 to and includingthe Maturity Date (each, an “Interest Payment Date”), subject to any earlier redemption and the Business Day Conventionand Interest Accrual Convention described below and in the accompanying product supplement. 4.20% per annum January 28, 2026, subject to the Business Day ConventionJanuary 30, 2026, subject to the Business Day Convention (Settlement Date)January 30, 2031, subject to the Business Day ConventionFollowingInterest Accrual Convention:Unadjusted30/36048136JG99 Investing in the notes involves a number of risks. See “Risk Factors” beginning on page S-2 of the accompanying prospectus supplement, Annex A tothe accompanying prospectus addendum, “Risk Factors” beginning on page PS-11 of the accompanying product supplement and “Selected RiskConsiderations” beginning on page PS-3 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 theaccuracy or the adequacy of this pricing supplement or the accompanying product supplement, prospectus supplement, prospectus and prospectus addendum.Any representation to the contrary is a criminal offense. (1) The price to the public includes the estimated cost of hedging our obligations under the notes through one or more of our affiliates. (2) With respect to notes sold to eligible institutional investors or fee-based advisory accounts for which an affiliated or unaffiliated broker-dealer is an investmentadviser, the price to the public will not be lower than $987.60 or greater than $1,000 per $1,000 principal amount note. Broker-dealers who purchase the notes forthese accounts may forgo some or all selling commissions related to these sales described in footnote (3) below. The per note price to the public in the table aboveassumes a price to the public of $1,000 per $1,000 principal amo