JPMorgan Chase Financial Company LLC filed a free writing prospectus (FWP) on November 3, 2026, disclosing the terms of its 3-year, non-callable-for-one-year Auto Callable Accelerated Barrier Notes linked to the iShares Bitcoin Trust ETF, with a pricing date of November 30, 2026 and a maturity date of December 5, 2029.

Key Highlights

  • Underlying fund: Notes are linked to the iShares Bitcoin Trust ETF (IBIT), with a minimum denomination of $1,000.
  • Upside leverage: An Upside Leverage Factor of 1.50 applies at maturity if the Final Value exceeds the Initial Value and the notes have not been automatically called.
  • Automatic call: If the fund's closing price on the Review Date (December 6, 2027) is at or above 100.00% of the Initial Value, notes are called at $1,000 plus a Call Premium of at least 18.50% per annum.
  • Barrier protection: A Barrier Amount of 70.00% of the Initial Value applies at the Observation Date (November 30, 2029); principal is fully at risk if the Final Value falls below that level.
  • Estimated value: The estimated value of the notes, when terms are set, will not be less than $900.00 per $1,000 principal amount note, which the filing notes "likely will be lower than the price you paid."
  • CUSIP: 46661QHD0; issuer is JPMorgan Chase Financial Company LLC, guaranteed by JPMorgan Chase & Co.
  • Principal risk: According to the filing, investors "could lose all of your principal amount at maturity" if the Final Value is below the Barrier Amount.

Structure and Payment Terms for the IBIT-Linked Barrier Notes

According to the filing, JPMorgan Chase Financial Company LLC is the issuer of the notes and JPMorgan Chase & Co. serves as guarantor. The notes are structured as 3-year instruments with a one-year non-call period. The Pricing Date is November 30, 2026, the single Review Date for an automatic call is December 6, 2027, the Observation Date is November 30, 2029, and the Maturity Date is December 5, 2029. The filing states that any payment on the notes is subject to the credit risk of both the issuer and the guarantor.

The filing describes three possible payment scenarios at maturity if the notes have not been automatically called. If the Final Value exceeds the Initial Value, the holder receives $1,000 plus $1,000 multiplied by the Fund Return multiplied by the Upside Leverage Factor of 1.50. If the Final Value is at or above the 70.00% Barrier Amount but at or below the Initial Value, the holder receives the $1,000 principal amount. If the Final Value falls below the Barrier Amount, the payment equals $1,000 plus $1,000 multiplied by the Fund Return, meaning losses track the full decline of the fund from its Initial Value. The filing states that in this scenario, 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 also discloses that because the Upside Leverage Factor does not apply upon an automatic call, "the payment upon an automatic call may be significantly less than the payment at maturity for the same level of appreciation in the Fund." The filing identifies numerous risks, including volatility risk, bitcoin-related risks, limited secondary market liquidity, and potential conflicts of interest arising from J.P. Morgan's roles as calculation agent and hedging counterparty. The notes carry no interest payments and confer no rights with respect to the fund or its underlying asset.

What Was Disclosed

The filing disclosed the preliminary terms of Auto Callable Accelerated Barrier Notes linked to the iShares Bitcoin Trust ETF, including the 1.50 Upside Leverage Factor, 70.00% Barrier Amount, at-least-18.50% annual Call Premium, estimated minimum value of $900.00 per $1,000, and key risk factors related to principal loss and credit exposure.