JPMorgan Chase Launches Auto Callable Buffered Equity Notes Linked to EURO STOXX 50 Index Due 2028

Automatic Call Mechanism and Early Redemption Terms

The notes feature an automatic call provision that provides investors with early redemption potential if equity market conditions remain stable or positive. According to the disclosure, if the closing level of the EURO STOXX 50 Index is greater than or equal to the Initial Index Level on the Review Date of August 27, 2027, the notes will automatically be called for cash payment. Investors who experience an automatic call would receive $1,000 principal per note plus a call premium of at least 11.95%, with final call premium details to be specified in the official pricing supplement.

This automatic call feature creates a defined upside scenario for investors with a two-year investment horizon. The call settlement date is scheduled for September 1, 2027, meaning investors could receive their return within approximately one year of the review date. However, the disclosure notes that these dates are subject to postponement in the event of market disruption events or early acceleration if an acceleration event occurs as detailed in the accompanying product supplement documentation.

Contingent Minimum Return and Upside Exposure Structure

If the notes are not automatically called and the Ending Index Level equals or exceeds the Initial Index Level at maturity, investors receive full principal of $1,000 plus uncapped appreciation of the EURO STOXX 50 Index. However, this upside is subject to a contingent minimum return of at least 23.90%, meaning investors are guaranteed to receive at least this level of return in positive market scenarios. The disclosure states that the actual contingent minimum return will be provided in the final pricing supplement and will not be less than 23.90%.

This structure creates a favorable risk-reward dynamic for investors who anticipate the European equity index will recover to or exceed its initial level by maturity. The contingent minimum ensures a meaningful return floor even if the index shows only modest appreciation, while uncapped upside means investors benefit fully if the index rises substantially. The Initial Index Level is defined as the closing level of the EURO STOXX 50 Index on the Pricing Date, which the disclosure indicates will be approximately August 14, 2026.

Downside Buffer and Principal Loss Scenarios

The notes provide a 15% buffer amount that protects investors against losses if the index declines. The disclosure indicates that if the notes have not been automatically called and the Ending Index Level is less than the Initial Index Level by up to 15%, investors will receive their full principal amount at maturity with no loss. This buffer mechanism provides meaningful protection in moderately adverse market conditions and distinguishes these notes from direct index exposure.

However, if the EURO STOXX 50 Index declines more than 15% from the Initial Index Level by the Valuation Date of August 14, 2028, investors face potential principal losses with a downside leverage factor of 1.17647. The disclosure specifies that investors will lose 1.17647% of principal for every 1% the index falls below the Initial Index Level by more than 15%. For example, if the index declined 25% from its initial level, exceeding the 15% buffer, the additional 10% decline would be magnified by the leverage factor, resulting in a 11.76% principal loss on that portion. Investors must be willing to accept the possibility of losing some or all of their principal amount if severe market declines occur.

Pricing and Estimated Note Value

The disclosure indicates that the notes are being offered at $1,000 per unit with minimum denominations of $10,000 and integral multiples of $1,000 in excess thereof. A table showing "Price to Public," "Fees and Commissions," and "Proceeds to Issuer" appears in the disclosure but the specific dollar amounts are not filled in, as this is a preliminary pricing supplement. The disclosure notes that if the notes priced on the date of the announcement, the estimated value would be approximately $978.30 per $1,000 principal amount note.

The disclosure further states that the estimated value of the notes when the final terms are set will be provided in the official pricing supplement and will not be less than $960.00 per $1,000 principal amount note. Regarding distribution costs, J.P. Morgan Securities LLC, acting as agent for JPMorgan Financial, will receive selling commissions from the issuer that will not exceed $15.00 per $1,000 principal amount note. These commissions will be paid to affiliated or unaffiliated dealers involved in the distribution.

Index Selection and Underlying Reference Asset

The notes are linked to the EURO STOXX 50 Index, which tracks 50 large-capitalization companies in the Eurozone and serves as a benchmark for European equity markets. The index is referenced by the Bloomberg ticker symbol SX5E. The choice of this index exposes investors to the performance of major European multinational corporations and provides geographic diversification outside the US equity markets. The disclosure indicates the Initial Index Level will be established on the Pricing Date of approximately August 14, 2026, and the Ending Index Level will be determined on the Valuation Date of August 14, 2028.

The Index Return calculation, which drives the notes' value in various scenarios, is straightforward: (Ending Index Level minus Initial Index Level) divided by the Initial Index Level. This standard methodology aligns investor returns directly with index performance in positive scenarios and creates the leverage effect in loss scenarios beyond the 15% buffer threshold. Investors should monitor European equity market conditions and the index's performance toward the Review Date to understand the likelihood of automatic call execution.

Guarantor Credit Quality and Issuance Structure

The notes are issued by JPMorgan Chase Financial Company LLC, which is identified as a direct, wholly owned finance subsidiary of JPMorgan Chase & Co. Payment obligations on the notes are fully and unconditionally guaranteed by JPMorgan Chase & Co., the parent company. However, the disclosure explicitly states that any payment on the notes is subject to the credit risk of JPMorgan Financial as the issuer and the credit risk of JPMorgan Chase & Co. as guarantor. This means investors bear counterparty risk exposure to both entities, though the guarantee provides an additional layer of security beyond the direct issuer obligation.

The notes are unsecured and unsubordinated obligations, meaning they are not backed by specific collateral and rank equally with other unsecured obligations of the issuer. The disclosure also clarifies that these are not bank deposits, are not insured by the Federal Deposit Insurance Corporation or any other governmental agency, and are not obligations of or guaranteed by a bank in the traditional deposit sense. Investors should carefully evaluate JPMorgan Chase's creditworthiness and financial condition before committing capital, as the value and repayment of notes depend ultimately on the financial health of the issuer and guarantor.

Key Dates and Valuation Timeline

The offering follows a clear timeline established in the disclosure. The Pricing Date is scheduled for approximately August 14, 2026, at which point the Initial Index Level of the EURO STOXX 50 Index will be set. The Original Issue Date and Settlement Date are both scheduled for approximately August 19, 2026, marking when investors would receive confirmation of their investment and the notes would begin accrual. The Review Date of August 27, 2027, represents the first critical juncture, when the automatic call provision is evaluated based on whether the index has met or exceeded its initial level.

If not called, the notes continue to maturity with the Valuation Date scheduled for August 14, 2028, when the Ending Index Level is determined. The Maturity Date is August 17, 2028, three business days after valuation, when final payments are made to investors. The disclosure notes that all these dates are subject to postponement in the event of market disruption events, as described in the accompanying product supplement documentation. The CUSIP number for the notes is 46661K2M9, which can be used to track and identify the securities in trading and settlement systems.

Risk Considerations and Investment Warnings

The disclosure emphasizes multiple risk factors that prospective investors must carefully evaluate. Investors should be willing to forgo interest and dividend payments, as the notes do not provide periodic coupon payments. If the notes are not automatically called and the Ending Index Level falls below 85% of the Initial Index Level, investors face the possibility of losing some or all of their principal amount. The disclosure directs investors to detailed "Risk Factors" sections beginning on page S-2 of the accompanying prospectus supplement, page PS-12 of the accompanying product supplement, and page PS-4 of the pricing supplement for comprehensive risk discussion.

The disclosure also warns investors to consult with investment, legal, tax, accounting, and other advisers before committing capital to these notes. The automatic call feature, while potentially beneficial if markets remain stable, eliminates the possibility of continued participation if the index moves significantly higher after being called. Additionally, the downside leverage factor means that severe market declines result in magnified losses beyond the simple index decline. Market disruption events could postpone determination and payment dates, extending investor exposure and creating uncertainty about timing of returns.

Regulatory Status and Offering Documentation

The disclosure states that neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved the notes or passed upon the accuracy or adequacy of the pricing supplement or accompanying documentation. The preliminary pricing supplement is not complete and may be changed. This is an offering under Rule 424(b)(2) of the Securities Act, as part of a registration statement covering structured investment products. The offering references earlier prospectuses and supplements dated April 17, 2026, including product supplement no. 3-I, underlying supplement no. 1-I, and the prospectus supplement and prospectus.

JPMorgan Chase Financial Company LLC's registration statement numbers are listed as 333-293684 and 333-293684-01. The disclosure indicates that investors can access all referenced documents through the SEC website at www.sec.gov, with specific URLs provided for the product supplement, underlying supplement, and prospectus materials. JPMorgan Chase & Co.'s Central Index Key is 1665650. The preliminary nature of this announcement means that final terms, pricing, and commission levels will be specified when the offering is officially priced and the final pricing supplement is released to the market.

Investor Rights and Changes to Offering Terms

The disclosure provides important information about investor protections and modification procedures. Investors may revoke their offer to purchase the notes at any time prior to the time that JPMorgan Financial accepts the offer by notifying the applicable agent. JPMorgan Financial reserves the right to change the terms of or reject any offer to purchase the notes prior to their issuance. In the event that terms are changed, JPMorgan Financial will notify investors, and investors will be asked to accept such changes in connection with their purchase.

Investors also have the right to reject any proposed changes to the terms, in which case JPMorgan Financial may reject their offer to purchase. This flexibility recognizes that market conditions may change between the preliminary pricing stage and final issuance, potentially affecting pricing, credit spreads, and other commercial terms. Investors should remain vigilant through the entire offering process and carefully review all final documentation before funds are committed. The pricing supplement, once completed, together with the prospectus documents listed in the disclosure, will contain the definitive terms and supersede all prior oral statements and written materials, including preliminary pricing terms and fact sheets.