JPMorgan Chase Financial Company LLC filed a free writing prospectus on November 3, 2026, outlining the preliminary terms of 13-month Capped Dual Directional Buffered Equity Notes linked to the Russell 2000 Index and the S&P 500 Index, with a scheduled pricing date of November 30, 2026.

Key Highlights

  • Issuer and guarantor: JPMorgan Chase Financial Company LLC is the issuer; JPMorgan Chase & Co. is the guarantor of the notes.
  • Underlying indexes: Returns are determined by the lesser performing of the Russell 2000 Index and the S&P 500 Index.
  • Maximum upside return: At least 35.00%, with the actual figure to be set in the final pricing supplement.
  • Buffer amount: 10.00%, providing partial downside protection; losses begin only if the lesser performing underlying falls more than 10.00% from its initial value.
  • Maturity date: January 4, 2028, following an observation date of December 30, 2027.
  • Minimum denomination: $1,000 per note; CUSIP 46661QJA4.
  • Estimated value: Will not be less than $900.00 per $1,000 principal amount note when terms are set, which the filing notes "likely will be lower than the price you paid for the notes."

Structure and Payout Terms for the RTY/SPX Buffered Notes

According to the filing, the notes are structured so that the payment at maturity depends entirely on the lesser performing of the two underlying indexes. If both indexes finish above their initial values, the investor receives $1,000 plus the lesser performing underlying return, capped at the maximum upside return of at least 35.00%. The filing also describes a dual directional feature: if the lesser performing underlying is flat or down by no more than the 10.00% buffer amount, the investor receives $1,000 plus the absolute value of that underlying's return, subject to an effective cap of 10.00% on that return, resulting in a maximum payment of $1,100.00 per $1,000 principal amount note under those circumstances.

If the lesser performing underlying declines by more than the 10.00% buffer amount, the filing states that "you will lose some or most of your principal amount at maturity." In that scenario, the payment formula is $1,000 plus $1,000 multiplied by the sum of the lesser performing underlying return and the buffer amount, meaning losses are reduced by 10 percentage points relative to the index decline but are not eliminated. The hypothetical returns table in the filing illustrates that a -100.00% lesser performing underlying return would produce a -90.00% total return on the notes.

The filing discloses several risks, including that any payment is subject to the credit risk of both the issuer and the guarantor, that there are no interest or dividend payments, that secondary market liquidity is not guaranteed, and that JPMorgan Chase & Co. is itself a component of the S&P 500 Index. The filing was made pursuant to Rule 433, under registration statement nos. 333-293684 and 333-293684-01.

What Was Disclosed

JPMorgan Chase Financial Company LLC filed preliminary terms for structured notes linked to the Russell 2000 and S&P 500 indexes, offering at least 35.00% capped upside and a 10.00% downside buffer, with maturity on January 4, 2028, and a minimum estimated value of $900.00 per $1,000 note.