JPMorgan Chase Financial Company LLC filed a free writing prospectus (FWP) under Rule 433 disclosing the preliminary terms of its 5-year Uncapped Accelerated Barrier Notes linked to the Nasdaq-100 Index, Russell 2000 Index, and S&P 500 Index, with a 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.
  • Upside Leverage Factor: At least 1.68, with the final figure to be set in the pricing supplement.
  • Barrier Amount: 70.00% of the Initial Value for each of the three underlying indexes.
  • Maturity Date: December 4, 2031, with an Observation Date of December 1, 2031.
  • Minimum Denomination: $1,000 per note; CUSIP 46661QHY4.
  • Estimated Value: Will not be less than $900.00 per $1,000 principal amount note when terms are set, according to the filing.
  • Principal Risk: If the Final Value of any Underlying falls below its Barrier Amount, investors "will lose more than 30.00% of your principal amount at maturity and could lose all of your principal amount at maturity," the filing states.

Structure and Payment Terms for the NDX/RTY/SPX Barrier Notes

According to the filing, the notes offer three distinct payment scenarios at maturity. If the Final Value of each underlying index exceeds its Initial Value, the payment per $1,000 note is calculated as $1,000 plus $1,000 multiplied by the Least Performing Underlying Return and the Upside Leverage Factor. For illustrative purposes, the filing applies a leverage factor of 1.68, showing that a 100% gain in the least performing index would yield a hypothetical payment of $2,680.00 per note.

If one or more underlyings finish flat or below their Initial Value but all remain at or above 70.00% of their Initial Value, the filing indicates investors receive the full $1,000 principal amount. However, if any underlying's Final Value falls below its Barrier Amount of 70.00% of its Initial Value, the payment is reduced dollar-for-dollar by the Least Performing Underlying Return, with the hypothetical table showing a -100.00% return scenario resulting in a $0.00 payment. The filing notes that the Barrier Amount protection applies only at the Observation Date, not throughout the life of the notes.

The filing discloses several additional risk factors. Any payment is subject to the credit risk of both the issuer and the guarantor. The notes pay no interest, dividends, or voting rights. The filing also states that J.P. Morgan Securities LLC intends to offer to purchase the notes in the secondary market but is not required to do so, and that the estimated value "is determined by reference to an internal funding rate" and "will be lower than the original issue price." The filing further notes that JPMorgan Chase & Co. is currently a constituent of the S&P 500 Index, which is one of the three underlyings.

What Was Disclosed

JPMorgan Chase Financial Company LLC filed preliminary terms for 5-year structured notes linked to three U.S. equity indexes, disclosing the barrier level, leverage factor floor, estimated value floor, CUSIP, key dates, payment mechanics, and selected risk factors under SEC registration statement nos. 333-293684 and 333-293684-01.