摩根大通美股招股说明书(2026-07-13版)

$250,000 Uncapped Buffered Digital Notes Linked to the S&P 500®Futures Excess Return Index due July 14, 2031 Fully and Unconditionally Guaranteed by JPMorgan Chase & Co. •The notes are designed for investors who seek uncapped, unleveraged exposure to any appreciation of the S&P 500®Futures Excess Return Index at maturity, subject to a contingent minimum return of 60.50%, which we refer to as theContingent Digital Return.•Investors should be willing to forgo interest payments and be willing to lose some or all of their principal amount atmaturity.•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 priced on July 9, 2026 and are expected to settle on or about July 14, 2026.•CUSIP: 46661CBX3 Investing in the notes involves a number of risks. See “Risk Factors” beginning on page S-2 of the accompanyingprospectus supplement, “Risk Factors” beginning on page PS-12 of the accompanying product supplement and“Selected Risk Considerations” beginning on page PS-3 of this pricing supplement. 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 and prospectus. 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 (2) J.P. Morgan Securities LLC, which we refer to as JPMS, acting as agent for JPMorgan Financial, will pay all of the sellingcommissions of $7.50 per $1,000 principal amount note it receives from us to other affiliated or unaffiliated dealers. See “Plan ofDistribution (Conflicts of Interest)” in the accompanying product supplement. The estimated value of the notes, when the terms of the notes were set, was $966.20 per $1,000 principal amount note.See “The Estimated Value of the Notes” in this pricing 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 Issuer:JPMorgan Chase Financial Company LLC, a direct,wholly owned finance subsidiary of JPMorgan Chase & Co.Guarantor:JPMorgan Chase & Co.Index:The S&P 500®Futures Excess Return Index (Bloombergticker: SPXFP)Contingent Digital Return:60.50%Buffer Amount:20.00%Downside Leverage Factor:1.25Pricing Date:July 9, 2026Original Issue Date (Settlement Date):On or about July 14,2026Observation Date*:July 9, 2031Maturity Date*:July 14, 2031 Payment at Maturity: If the Final Value is greater than or equal to the Initial Value,your payment at maturity per $1,000 principal amount note willbe calculated as follows: $1,000 + ($1,000 × greater of (a) Contingent Digital Return and(b) Index Return) If the Final Value is less than the Initial Value by up to the BufferAmount, you will receive the principal amount of your notes atmaturity. If the Final Value is less than the Initial Value by more than theBuffer Amount, your payment at maturity per $1,000 principalamount note will be calculated as follows: $1,000 + [$1,000 × (Index Return + Buffer Amount) × DownsideLeverage Factor] If the Final Value is less than the Initial Value by more than theBuffer Amount, you will lose some or all of your principalamount at maturity. * Subject to postponement in the event of a market disruption eventand as described under “General Terms of Notes — Postponementof a Determination Date — Notes Linked to a Single Underlying —Notes Linked to a Single Underlying (Other Than a CommodityIndex)” and “General Terms of Notes — Postponement of aPayment Date” in the accompanying product supplement Index Return: (Final Value – Initial Value)Initial Value Initial Value:The closing level of the Index on the Pricing Date,which was 603.95 Final Value:The closing level of the Index on the ObservationDate Supplemental Terms of the Notes The notes are not futures contracts or swaps and are not regulated under the Commodity Exchange Act, as amended (the“Commodity Exchange Act”).The notes are offered pursuant to an exemption from regulation under the Commodity Exchange Act,commonly known as the hybrid instrument exemption, that is available to securities that have one or more payments indexed to thevalue, level or rate of one or more commodities, as set out in section 2(f) of that statute. Accordingly, you are not afforded anyprotection provided