摩根大通美股招股说明书(2026-03-25版)

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 March 23, 2026.Pricing supplement Registration Statement Nos. 333-270004 and 333-270004-01Dated March, 2026Rule 424(b)(2) To prospectus dated April 13, 2023,prospectus supplement dated April 13, 2023,product supplement no. 4-I dated April 13, 2023,underlying supplement no. 1-I dated April 13, 2023 andprospectus addendum dated June 3, 2024 JPMorgan Chase Financial Company LLC$ StructuredInvestments Digital Buffered Notes Linked to the S&P 500®Index due April 8, 2027Fully and Unconditionally Guaranteed by JPMorgan Chase & Co.General ●The notes are designed for investors who seek a fixed return of at least 10.32%* if the Ending Index Level of the S&P 500®Index isgreater than or equal to the Index Strike Level or is less than the Index Strike Level by up to 10.00%.●Investors should be willing to forgo interest and dividend payments and, if the Ending Index Level is less than the Index Strike Levelby more than 10.00%, be willing to lose some or all of their principal amount at maturity.●The notes are unsecured and unsubordinated obligations of JPMorgan Chase Financial Company LLC, which we refer to asJPMorgan Financial, the payment on which is fully and unconditionally guaranteed by JPMorgan Chase & Co.Any payment on thenotes is subject to the credit risk of JPMorgan Financial, as issuer of the notes, and the credit risk of JPMorgan Chase & Co.,as guarantor of the notes.●Minimum denominations of $10,000 and integral multiples of $1,000 in excess thereof Key Terms Issuer: JPMorgan Chase Financial Company LLC, a direct, wholly owned finance subsidiary of JPMorgan Chase & Co.JPMorgan Chase & Co.The S&P 500®Index (Bloomberg ticker: SPX)If the Ending Index Level is greater than or equal to the Index Strike Level or is less than the Index Strike Levelby up to the Buffer Amount, at maturity you will receive a cash payment that provides you with a return per$1,000 principal amount note equal to the Contingent Digital Return.Accordingly, under these circumstances,your payment at maturity per $1,000 principal amount note will be calculated as follows:$1,000 + ($1,000 × Contingent Digital Return)If the Ending Index Level is less than the Index Strike Level by more than the Buffer Amount, at maturity you will Guarantor:Index:Payment at Maturity: lose 1.11111% of the principal amount of your notes for every 1% that the Ending Index Level is less than theIndex Strike Level by more than the Buffer Amount.Under these circumstances, your payment at maturity per$1,000 principal amount note will be calculated as follows:$1,000 + [$1,000 × (Index Return + Buffer Amount) × Downside Leverage Factor] You will lose some or all of your principal amount at maturity if the Ending Index Level is less than the Index Strike Level by more than the Buffer Amount of 10.00%.At least 10.32%*, which reflects the maximum return on the notes.Accordingly, assuming a Contingent Digital Return of 10.32%, the maximum payment at maturity per $1,000 principal amount note is $1,103.20.*The actual Contingent Digital Return will be provided in the pricing supplement and will not be less than10.32%.10.00%1.11111 Buffer Amount:Downside LeverageFactor:Index Return: (Ending Index Level – Index Strike Level)Index Strike Level Index Strike Level: April 5, 2027April 8, 202746660RHF4 Subject to postponement in the event of a market disruption event and as described under “General Terms of Notes — Postponement of a DeterminationDate — Notes Linked to a Single Underlying — Notes Linked to a Single Underlying (Other Than a Commodity Index)” and “General Terms of Notes — Postponement of a Payment Date” in the accompanying product supplementInvesting in the notes involves a number of risks. See “Risk Factors” beginning on page S-2 of the accompanying prospectus supplement, Annex A to the accompanying prospectus addendum, “Risk Factors” beginning on page PS-11 of the accompanying product supplement and “Selected RiskConsiderations” beginning on page PS-5 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 the accuracy or the adequacy of this pricing supplement or the accompanying product supplement, underlying supplement, prospectus supplement, prospectus andprospectus addendum. Any representation to the contrary is a criminal 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 commissions it receives from usto other affiliated or unaffiliated dealers. In no event will these selling commissions exceed $10.00 per $1,000 principal amount note. See “Plan ofDistr