摩根大通美股招股说明书(2026-03-19版)

Silver Trust due March 23, 2028 Fully and Unconditionally Guaranteed by JPMorgan Chase & Co. •The notes are unsecured and unsubordinated obligations of JPMorgan Chase Financial Company LLC, which we refer toas JPMorgan Financial, the payment on which is fully and unconditionally guaranteed by JPMorgan Chase & Co.Any 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-11 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, (1) See “Supplemental Use of Proceeds” in this pricing supplement for information about the components of the price to public of thenotes. (2) J.P. Morgan Securities LLC, which we refer to as JPMS, acting as agent for JPMorgan Financial, will pay all of the sellingcommissions it receives from us to other affiliated or unaffiliated dealers. These selling commissions will be up to $17.50 per $1,000principal amount note. JPMS, acting as agent for JPMorgan Financial, will also pay all of the structuring fee of up to $1.00 per $1,000principal amount note it receives from us to other affiliated or unaffiliated dealers. See “Plan of Distribution (Conflicts of Interest)” in the If the notes priced today, the estimated value of the notes would be approximately $950.00 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 supplement 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 Automatic Call: Issuer:JPMorgan Chase Financial Company LLC, a direct,wholly owned finance subsidiary of JPMorgan Chase & Co. If the closing price of one share of the Fund on the Review Date isgreater than or equal to the Call Value, the notes will be automaticallycalled for a cash payment, for each $1,000 principal amount note, Guarantor:JPMorgan Chase & Co. Fund:The iShares®Silver Trust (Bloomberg ticker: SLV) Call Premium Amount:At least $370.00 per $1,000 principalamount note (to be provided in the pricing supplement) Call Value:90.00% of the Initial Value If the notes are automatically called, you will not benefit from theUpside Leverage Factor that applies to the payment at maturity if theFinal Value is greater than the Initial Value. Because the Upside Upside Leverage Factor:1.50 Barrier Amount:70.00% of the Initial Value Pricing Date:On or about March 18, 2026 Original Issue Date (Settlement Date):On or about March23, 2026 Payment at Maturity: Review Date*:March 25, 2027 If the notes have not been automatically called and the Final Value isgreater than the Initial Value, your payment at maturity per $1,000 Call Settlement Date*:March 31, 2027 Observation Date*:March 20, 2028 Maturity Date*:March 23, 2028 $1,000 + ($1,000 × Fund Return × Upside Leverage Factor)If the notes have not been automatically called and the Final Value isequal to the Initial Value or is less than the Initial Value but greater * Subject to postponement in the event of a market disruptionevent and as described under “General Terms of Notes —Postponement of a Determination Date — Notes Linked to aSingle Underlying — Notes Linked to a Single Underlying (OtherThan a Commodity Index)” and “General Terms of Notes — If the notes have not been automatically called and the Final Value isless than the Barrier Amount, your payment at maturity per $1,000 supplement $1,000 + ($1,000 × Fund Return) If the notes have not been automatically called and the Final Value isless than the Barrier Amount, you will lose more than 30.00% of your Fund Return: (Final Value – Initial Value) Initial Value:The closing price of one share of the Fund on the Final Value:The closing price of one share of the Fund on the Share Adjustment Factor:The Share Adjustment Factor isreferenced in determining the closing price of one share of the Fundand is set equal to 1.0 on the Pricing Date. The Share AdjustmentFactor is subject to adjustment upon the occurrence of certain events Supplemental Terms of the Notes The notes are not commodity futures contracts or swaps and are not regulated under the Commodity Exchange Act, asamended (the “Commodity Exchange Act”).The notes are offered pursuant to an exemption from regulation under the CommodityExchange Act, commonly known as the hybrid instrument exemption, that is available to securities that have one or more payments Any values of the Fund, and any values derived therefrom, included in this pricing supplement may be corrected, in the event ofmanifest error or inconsistency, by amendment of this pricing supplement and the c