摩根大通美股招股说明书(2026-03-19版)

Auto Callable Accelerated Barrier Notes Linked to the iShares®Silver Trust due March 23, 2028 Fully and Unconditionally Guaranteed by JPMorgan Chase & Co. •The notes are designed for investors who seek early exit prior to maturity at a premium if, on the Review Date, theclosing price of one share of the iShares®Silver Trust, which we refer to as the Fund, is at or above the Call Value.•The date on which an automatic call may be initiated is March 25, 2027.•The notes are also designed for investors who seek an uncapped return of 1.50timesany appreciation of the Fund atmaturity, if the notes have not been automatically called.•Investors should be willing to forgo interest payments and be willing to lose a significant portion or all of their principalamount at maturity.•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.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.•Minimum denominations of $1,000 and integral multiples thereof•The notes are expected to price on or about March 18, 2026 and are expected to settle on or about March 23, 2026.•CUSIP: 46660RE42 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-4 of this pricingsupplement. 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 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 theaccompanying product supplement. 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 supplementand will not be less than $930.00 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 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,equal to (a) $1,000plus(b) the Call Premium Amount, payable on theCall Settlement Date. No further payments will be made on thenotes. 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 UpsideLeverage Factor does not apply to the payment upon an automaticcall, the payment upon an automatic call may be significantly lessthan the payment at maturity for the same level of appreciation in theFund. 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 $1,000principal amount note will be calculated as follows: Call Settlement Date*:March 31, 2027 Observation Date*:Marc