摩根大通美股招股说明书(2026-03-20版)

Uncapped Buffered Return Enhanced Notes Linkedto the S&P 500®Futures Excess Return Index dueMarch 27, 2031 Fully and Unconditionally Guaranteed by JPMorgan Chase & Co. ●The notes are designed for investors who seek an uncapped return of at least 1.561 times any appreciation of the S&P500®Futures Excess Return Index, at maturity.●Investors should be willing to forgo interest payments and be willing to lose up to80.00% of their principal amount atmaturity.●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.●Minimum denominations of $1,000 and integral multiples thereof●The notes are expected to price on or about March 23, 2026 and are expected to settle on or about March 26, 2026.●CUSIP: 46660RF66 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-5 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 selling commissionsit receives from us to other affiliated or unaffiliated dealers. In no event will these selling commissions exceed $41.25 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 $938.40 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 Buffer Amount:20.00% Pricing Date:On or about March 23, 2026 Observation Date*:March 24, 2031 Maturity Date*:March 27, 2031 * 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 —Postponement of a Payment Date” in the accompanying productsupplement Supplemental Terms of the Notes The notes are not futures contracts or swaps and are not regulated under the Commodity Exchange Act of 1936, asamended (the “Commodity Exchange Act”).The notes are offered pursuant to an exemption from regulation under theCommodity Exchange Act, commonly known as the hybrid instrument exemption, that is available to securities that have one ormore payments indexed to the value, level or rate of one or more commodities, as set out in section 2(f) of that statute. Accordingly,you are not afforded any protection provided by the Commodity Exchange Act or any regulation promulgated by the CommodityFutures Trading Commission. For purposes of the accompanying product supplement, the Index will be deemed to be an Equity Index, except as provided below,and any references in the accompanying product supplement to the securities included in an Equity Index (or similar references)should be read to refer to the securities included in the S&P 500®Index, which is the reference index for the futures contractsincluded in the Index. Notwithstanding the foregoing, the Index will be deemed to be a Commodity Index for purposes of the sectionentitled “The Underlyings — Indices — Discontinuation of an Index; Alteration of Method of Calculation” in the accompanyingproduct supplement. Notwithstanding anything to the contrary in the accompanying product supplement, if a Determination Date (as defined in theaccompanying product supplement) has been postponed to the applicable Final Disrupted Determination Date (as defined in theaccompanying product supplement) and that day is a Disrupt