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摩根大通美股招股说明书(2026-06-18版)

2026-06-18 美股招股说明书 Cc
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Pricing supplementTo prospectus dated April 17, 2026, Registration Statement Nos. 333-293684 and 333-293684-01Dated June, 2026Rule 424(b)(2) prospectus supplement dated April 17, 2026 andproduct supplement no. 2-I dated April 17, 2026 JPMorgan Chase Financial Company LLC StructuredInvestments The notes are designed for investors who seek a fixed return of at least 13.05% if the Ending Contract Price of the Commodity Futures Contract isgreater than or equal to the Contract Strike Price or is less than the Contract Strike Price by up to 25.00%.Investors should be willing to forgo interest payments and be willing to lose some or all of their principal if the Ending Contract Price is less than theContract Strike Price by more than 25.00%.The notes are unsecured and unsubordinated obligations of JPMorgan Chase Financial Company LLC, which we refer to as JPMorgan Financial, thepayment on which is fully and unconditionally guaranteed by JPMorgan Chase&Co.Any payment on the notes is subject to the credit risk of Key TermsIssuer: JPMorgan Chase Financial Company LLC, a direct, wholly owned finance subsidiary of JPMorgan Chase&Co. The first nearby month futures contract for WTI crude oil (Bloomberg ticker: CL1) traded on the New York Mercantile Exchange (the“NYMEX”) or, on any day that falls on the last trading day of such contract (all pursuant to the rules of the NYMEX), the secondnearby month futures contract for WTI crude oil (Bloomberg ticker: CL2) traded on the NYMEX Buffer Percentage, at maturity you will receive a cash payment that provides you with a return per $1,000 principal amount note equalto the Contingent Digital Return.Accordingly, under these circumstances, your payment at maturity per $1,000 principal amount notewill be calculated as follows: If the Ending Contract Price is less than the Contract Strike Price by more than the Buffer Percentage, at maturity you will lose1.33333% of the principal amount of your notes for every 1% that the Ending Contract Price is less than the Contract Strike Price bymore than the Buffer Percentage.Under these circumstances, your payment at maturity per $1,000 principal amount note will be $1,000 + [$1,000 × (Contract Return + Buffer Percentage) × Downside Leverage Factor]In no event, however, will the payment at maturity be less than $0. Date.The Contract Strike Price isnotdetermined by reference to the Contract Price on the Strike Date or the Pricing Date.We and our affiliates are under no obligation to consider your interests as a holder of the notes in making any determinations in connection with setting the Contract Strike Price. See “Selected Risk Considerations — Risks Relating to Conflicts of Interest —Potential Conflicts” in this pricing supplement for more information Ending Contract Price:The Contract Price on the Observation DateContract Price:On any day, the official settlement price per barrel on the NYMEX of the first nearby month futures contract for WTI crude oil, stated in U.S. dollars,providedthat if that day falls on the last trading day of such futures contract (all pursuant to the rules of the NYMEX),then the second nearby month futures contract for WTI crude oil, as made public by the NYMEX and displayed on the BloombergProfessional®service (“Bloomberg”) under the symbol “CL1” or “CL2,” as applicable, on that dayStrike Date:June 17, 2026Pricing Date:On or about June 18, 2026Original Issue Date:On or about June 24, 2026 (Settlement Date)Observation Date†:August 17, 2027Maturity Date†:August 20, 2027CUSIP:46660NCR2†Subject to postponement in the event of a market disruption event and as described under “General Terms of Notes — Postponement of a Determination Date — Notes Linked to a Single Underlying — Notes Linked to a Single Commodity or Commodity Futures Contract” and “General Terms of Notes —Postponement of a Payment Date” in the accompanying product supplement or early acceleration in the event of a commodity hedging disruption event asdescribed under “General Terms of Notes — Consequences of a Commodity Hedging Disruption Event ” in the accompanying product supplement and Investing in the notes involves a number of risks. See “Risk Factors” beginning on page S-2 of the accompanying prospectus supplement, “RiskFactors” beginning on page PS-11 of the accompanying product supplement and “Selected Risk Considerations” beginning on page PS-5 of thispricing 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 and prospectus. Any representation to thecontrary 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