JPMorgan Chase Financial Company LLC
Free Writing Prospectus Filed Pursuant to
Rule 433
Registration Statement Nos. 333-270004 and
333-270004-01
Dated March 26, 2026
5-Year
RTY/NKY/SX5E/EEM Enhanced Buffered Jump Securities with Auto-Callable Feature
This document provides a summary of the terms of the securities. Investors
must carefully review the accompanying preliminary pricing supplement referenced below, product supplement, underlying supplement, prospectus
supplement, prospectus and prospectus addendum and the “Risk Considerations” on the following page, prior to making an investment
decision.
| SUMMARY TERMS |
| Issuer: |
JPMorgan Chase Financial Company LLC (“JPMorgan Financial”) |
| Guarantor: |
JPMorgan Chase & Co. |
| Underlyings: |
Russell 2000® Index (Bloomberg ticker: RTY Index)
(the “RTY Index”), Nikkei 225 Index (Bloomberg ticker: NKY Index) (the “NKY Index”), EURO STOXX 50®
Index (Bloomberg ticker: SX5E Index) (the “SX5E Index”) and iShares® MSCI Emerging Markets ETF (Blomberg ticker:
EEM UP Equity) (the “EEM ETF”)
We refer to the RTY Index, the NKY Index and the SX5E Index as
the underlying indices; the EEM ETF as the ETF; shares of the EEM ETF as the ETF Shares; and the underlying indices and the ETF Shares
collectively as the underlyings. |
| Automatic early redemption: |
If, on any of the determination dates (other than the final determination date), the closing value of each underlying is greater than or equal to its applicable redemption threshold level, the securities will be automatically redeemed for a cash payment equal to the early redemption payment payable on the applicable redemption date. |
| Early redemption payment: |
The early redemption payment will be an amount equal to the stated principal amount plus an amount in cash per stated principal amount corresponding to a return of at least approximately 12.25% per annum (or at least 12.25% for the first determination date and increasing by at least 12.25% for each subsequent determination date), as follows: |
| |
1st determination date: |
at least $1,122.50 |
| |
2nd determination date: |
at least $1,245.00 |
| |
3rd determination date: |
at least $1,367.50 |
| |
4th determination date: |
at least $1,490.00 |
| |
The actual early redemption payment with respect to each applicable determination date will be provided in the pricing supplement. No further payments will be made on the securities once they have been redeemed. |
| Payment at maturity: |
· If
the final underlying value of each underlying is greater than or equal to its maturity redemption threshold level: |
the maturity redemption payment, which is an amount in cash per stated principal amount corresponding to a return of at least approximately 12.25% per annum, or at least $1,612.50. The actual maturity redemption payment will be provided in the pricing supplement. |
| |
· If the final underlying value of any underlying is less than its maturity redemption threshold level, but the final underlying value of each underlying is greater than or equal to its downside threshold level: |
the stated principal amount |
| |
· If the final underlying value of any underlying is less than its downside threshold level: |
$1,000 + [$1,000 × (underlying return of the worst performing
underlying + buffer amount) × downside factor]
Under these circumstances, the payment at maturity will be significantly
less than the stated principal amount of the securities and could be zero. |
| Buffer amount: |
30% |
| Downside factor: |
1.42857 |
| Redemption threshold levels: |
With respect to each underlying, as follows: |
| |
1st determination date: |
100.00% of its initial underlying value |
| |
2nd determination date: |
92.50% of its initial underlying value |
| |
3rd determination date: |
85.00% of its initial underlying value |
| |
4th determination date: |
77.50% of its initial underlying value |
| Maturity redemption threshold level: |
With respect to each underlying, 70% of its initial underlying value |
| Downside threshold level: |
With respect to each underlying, 60% of its initial underlying value |
| Initial underlying value: |
With respect to each underlying, its closing value on the pricing date |
| Final underlying value: |
With respect to each underlying, its closing value on the final determination date |
| Worst performing underlying: |
The underlying with the worst underlying return |
| Underlying return: |
With respect to each underlying, (final underlying value – initial underlying value) / initial underlying value |
| Stated principal amount: |
$1,000 per security |
| Issue price: |
$1,000 per security |
| Pricing date: |
Expected to be March 31, 2026 |
| Original issue date (settlement date): |
3 business days after the pricing date |
| Determination dates†: |
April 7, 2027, March 31, 2028, April 3, 2029, April 1, 2030 and March 31, 2031 (the final determination date) |
| Redemption dates†: |
April 12, 2027, April 5, 2028, April 6, 2029, April 4, 2030 and the maturity date |
| Maturity date†: |
April 3, 2031 |
| Share adjustment factor: |
The share adjustment factor is referenced in determining the closing value of one ETF Share and is set initially at 1.0 on the pricing date. The share adjustment factor is subject to adjustment in the event of certain events affecting the ETF Shares. See “The Underlyings — Funds — Anti-Dilution Adjustments” in the accompanying product supplement. |
| CUSIP / ISIN: |
46660RGZ1 / US46660RGZ10 |
| Preliminary pricing supplement: |
http://www.sec.gov/Archives/edgar/data/19617/000121390026034806/
ea0283611-01_424b2.htm |
†Subject
to postponement
The estimated value of the securities on the pricing date will be provided
in the pricing supplement and will not be less than $940.00 per $1,000 stated principal amount security. For information about the estimated
value of the securities, which likely will be lower than the price you paid for the securities, please see the hyperlink above.
Any payment on the securities is subject to the credit risk of JPMorgan
Financial as issuer of the securities, and the credit risk of JPMorgan Chase & Co., as guarantor of the securities.
| Hypothetical Payout at Maturity |
Underlying Return of the Worst Performing
Underlying |
Payment at Maturity |
| 50.00% |
$1,612.500 |
| 40.00% |
$1,612.500 |
| 30.00% |
$1,612.500 |
| 20.00% |
$1,612.500 |
| 10.00% |
$1,612.500 |
| 5.00% |
$1,612.500 |
| 0.00% |
$1,612.500 |
| -10.00% |
$1,612.500 |
| -20.00% |
$1,612.500 |
| -30.00% |
$1,612.500 |
| -30.01% |
$1,000.000 |
| -40.00% |
$1,000.000 |
| -40.01% |
$857.000 |
| -50.00% |
$714.286 |
| -60.00% |
$571.429 |
| -80.00% |
$285.715 |
| -100.00% |
$0.000 |
JPMorgan Chase Financial Company LLC
5-Year
RTY/NKY/SX5E/EEM Enhanced Buffered Jump Securities with Auto-Callable Feature
Underlyings
For more information about the underlyings,
including historical performance information, see the accompanying preliminary pricing supplement.
Risk Considerations
The risks identified below are not exhaustive. Please see “Risk Factors”
in the accompanying prospectus supplement, product supplement and preliminary pricing supplement and Annex A to the accompanying prospectus
addendum for additional information.
Risks Relating to the Securities
Generally
| § | The securities do not pay interest or guarantee the return of any principal and your investment in the
securities may result in a loss. |
| § | The appreciation potential of the securities is limited. |
| § | You are exposed to the price risk of each underlying. |
| § | Because the securities are linked to the performance of the worst performing underlying, you are exposed
to greater risks of no early redemption payment or maturity redemption payment and sustaining a significant loss on your investment than
if the securities were linked to just one underlying. |
| § | The securities are subject to the credit risks of JPMorgan Financial and JPMorgan Chase & Co.,
and any actual or anticipated changes to our or JPMorgan Chase & Co.’s credit ratings or credit spreads may adversely
affect the market value of the securities. |
| § | As a finance subsidiary, JPMorgan Financial has no independent operations and has limited assets. |
| § | Investors will not participate in any appreciation of any underlying. |
| § | Secondary trading may be limited. |
| § | We may accelerate your securities in our sole discretion and the calculation agent may adjust their final
payment in good faith and in a commercially reasonable manner if a change-in-law event occurs. |
| § | The final terms and estimated valuation of the securities will be provided in the pricing supplement. |
| § | The tax consequences of an investment in the securities are uncertain. |
Risks Relating to Conflicts
of Interest
| § | Economic interests of the issuer, the guarantor, the calculation agent, the agent of the offering of
the securities and other affiliates of the issuer may be different from those of investors. |
| § | Hedging and trading activities by the issuer and its affiliates could potentially affect the value of
the securities. |
Risks Relating to the Estimated
Value and Secondary Market Prices of the Securities
| § | The estimated value of the securities will be lower than the original issue price (price to public) of
the securities. |
| § | The estimated value of the securities does not represent future values of the securities and may differ
from others’ estimates. |
| § | The estimated value of the securities
is derived by reference to an internal funding rate. |
| § | The value of the securities as published
by J.P. Morgan Securities LLC (and which may be reflected on customer account statements) may be higher than the then-current estimated
value of the securities for a limited time period. |
| § | Secondary market prices of the securities will likely be lower than the original issue price of the securities.
|
| § | Secondary market prices of the securities
will be impacted by many economic and market factors. |
Risks Relating to the Underlyings
| § | Investing in the securities is not equivalent to investing in any underlying. |
| § | Adjustments to any underlying index could adversely affect the value of the securities. |
| § | Adjustments to the ETF or its underlying index could adversely affect the value of the securities. |
| § | An investment in the securities is subject to risks associated with small capitalization stocks with
respect to the RTY Index. |
| § | The securities are subject to risks associated with securities issued by non-U.S. companies with respect
to the NKY Index, the SX5E Index and the ETF. |
| § | The securities are not directly exposed to fluctuations in foreign exchange rates with respect to the
NKY Index and the SX5E Index. |
| § | There are risks associated with the ETF. |
| § | The performance and market value of the ETF Shares, particularly during periods of market volatility,
may not correlate with the performance of its underlying index as well as the net asset value per ETF Share. |
| § | The securities are subject to currency exchange risk with respect to the ETF. |
| § | The securities entail emerging markets risk with respect to the ETF. |
| § | Recent executive orders may adversely affect the performance of the ETF Shares. |
| § | Governmental legislative and regulatory actions, including sanctions, could adversely affect your investment
in the securities. |
| § | The anti-dilution protection for the ETF is limited. |
Tax Considerations
You should review carefully the discussion in the accompanying preliminary
pricing supplement under “Additional Information about the Securities — Tax considerations” concerning the U.S. federal
income tax consequences of an investment in the securities, and you should consult your tax adviser.
SEC Legend: JPMorgan Chase Financial
Company LLC and JPMorgan Chase & Co. have filed a registration statement (including a prospectus) with the SEC for any offerings to
which these materials relate. Before you invest, you should read the prospectus in that registration statement and the other documents
relating to this offering that JPMorgan Chase Financial Company LLC and JPMorgan Chase & Co. has filed with the SEC for more complete
information about JPMorgan Chase Financial Company LLC and JPMorgan Chase & Co. and this offering. You may get these documents without
cost by visiting EDGAR on the SEC web site at www.sec.gov. Alternatively, JPMorgan Chase Financial Company LLC and JPMorgan Chase &
Co., any agent or any dealer participating in this offering will arrange to send you the prospectus and each prospectus supplement as
well as any product supplement, underlying supplement and preliminary pricing supplement if you so request by calling toll-free 1-866-535-9248.
