JPMorgan Chase Financial Company LLC filed a free writing prospectus on November 12, 2026, disclosing preliminary terms for 5-year uncapped digital barrier notes linked to the S&P 500 Index and the Russell 2000 Index, with a pricing date of November 24, 2026 and a maturity date of November 28, 2031.

Key Highlights

  • Issuer and guarantor: JPMorgan Chase Financial Company LLC is the issuer; JPMorgan Chase & Co. is the guarantor.
  • Contingent Digital Return: At least 52.65% if both indices finish at or above their initial values at the observation date of November 24, 2031.
  • Barrier Amount: Set at 75.00% of each index's initial value, applicable on the observation date.
  • Principal risk: If the final value of either index is less than its barrier amount, the filing states investors "will lose more than 25.00% of your principal amount at maturity and could lose all of your principal amount at maturity."
  • Estimated value: Will not be less than $900.00 per $1,000 principal amount note when terms are set.
  • Minimum denomination: $1,000; CUSIP 46661QD69.
  • Payment driver: Payment at maturity is determined by the lesser performing index.

Terms and Structure of the SPX/RTY Barrier Notes

According to the filing, the notes are structured as 5-year instruments linked to two indices: the S&P 500 Index and the Russell 2000 Index. The pricing date is November 24, 2026, and the single observation date that determines the final payout is also November 24, 2031, with maturity on November 28, 2031. The minimum denomination is $1,000, and the notes carry CUSIP 46661QD69. The filing notes that JPMorgan Chase Financial Company LLC, as a finance subsidiary, "has no independent activities and has limited assets."

The filing describes three payout scenarios at maturity. If the final value of each index is at or above its initial value, the investor receives $1,000 plus the greater of the Contingent Digital Return (at least 52.65%) or the lesser performing index return. If either index finishes below its initial value but both remain at or above 75.00% of their initial values, investors receive the $1,000 principal amount. If either index falls below the 75.00% barrier amount, the return is calculated as $1,000 plus the product of $1,000 and the lesser performing index return, which the filing states could result in a total loss of principal.

The filing discloses that the estimated value of the notes "will be lower than the original issue price (price to public)" and is determined by reference to an internal funding rate. The filing also identifies a potential conflict of interest, noting that hedging or other trading activities by J.P. Morgan or its affiliates "could result in substantial returns for J.P. Morgan and its affiliates while the value of the notes declines." Secondary market liquidity is not guaranteed; J.P. Morgan Securities LLC states it intends to offer to purchase notes in the secondary market but is not required to do so. No interest payments, dividend payments, or voting rights are associated with the notes.

What Was Disclosed

JPMorgan Chase Financial Company LLC disclosed preliminary terms for 5-year structured notes linked to the S&P 500 and Russell 2000 indices, including a minimum Contingent Digital Return of 52.65%, a 75.00% barrier amount, an estimated value floor of $900.00 per $1,000 note, and a November 28, 2031 maturity date.