JPMorgan Chase Financial Company LLC filed a free writing prospectus (FWP) with the SEC disclosing the terms of a structured note offering linked to the Nasdaq-100 Technology Sector Index and the Russell 2000 Index, with a pricing date of November 30, 2026 and a maturity date of December 5, 2029.

Key Highlights

  • Issuer and guarantor: JPMorgan Chase Financial Company LLC is the issuer; JPMorgan Chase & Co. is the guarantor.
  • Minimum denomination: $1,000 per note, with CUSIP 46661Q2Z7.
  • Upside leverage: A 2.00x Upside Leverage Factor applies to gains at maturity based on the Lesser Performing Index return, if the notes are not automatically called.
  • Barrier Amount: 70.00% of each Index's Initial Value; if either Index finishes below that level, the filing states investors "will lose more than 30.00% of your principal amount at maturity and could lose all of your principal amount."
  • Automatic call feature: Notes may be called at each Review Date if each Index closes at or above 100.00% of its Initial Value, triggering a Call Premium of at least 15.50% at the first Review Date and at least 31.00% at the second.
  • 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."
  • No interest or dividends: According to the filing, there are no interest payments, dividend payments, or voting rights associated with the notes.

Terms and Risk Structure of the NDXT/RTY Auto Callable Accelerated Barrier Notes

According to the filing, the notes are issued by JPMorgan Chase Financial Company LLC, a finance subsidiary that "has no independent activities and has limited assets," with JPMorgan Chase & Co. serving as guarantor. The notes are linked to two indices: the Nasdaq-100 Technology Sector Index and the Russell 2000 Index. The pricing date is set for November 30, 2026, with a final review date of November 30, 2029, and a maturity date of December 5, 2029.

The filing describes an automatic call mechanism under which, on any Review Date other than the final one, if the closing level of each Index is at or above its Call Value of 100.00% of its Initial Value, the notes are redeemed at $1,000 plus the applicable Call Premium Amount. The Call Premium is at least 15.50% at the first Review Date and at least 31.00% at the second, reflecting what the filing describes as "at least 15.50% per annum." The filing cautions that if the notes are automatically called, investors "will not benefit from the Upside Leverage Factor that applies to the payment at maturity."

At maturity, if neither Index has triggered an early call and both finish above their Initial Values, the payment is calculated as $1,000 plus $1,000 multiplied by the Lesser Performing Index Return multiplied by the 2.00 Upside Leverage Factor. If either Index finishes below its Barrier Amount of 70.00% of its Initial Value, investors receive $1,000 plus $1,000 multiplied by the Lesser Performing Index Return, with no leverage protection and potential for total loss of principal. Any payment on the notes is stated to be "subject to the credit risk of JPMorgan Chase Financial Company LLC, as issuer of the notes, and the credit risk of JPMorgan Chase & Co., as guarantor."

What Was Disclosed

JPMorgan Chase Financial Company LLC disclosed the preliminary terms of a 3-year structured note offering linked to two equity indices, including call premium levels, barrier conditions, leverage factors, estimated minimum value, CUSIP, and a range of associated risks as described in the free writing prospectus.