Issuer: JPMorgan Chase Financial Company LLC, an indirect,
wholly owned finance subsidiary of JPMorgan Chase & Co.
Guarantor: JPMorgan Chase & Co.
Indices: The NASDAQ-100 Index® (Bloomberg ticker: NDX), the
Russell 2000® Index (Bloomberg ticker: RTY) and the S&P 500®
Index (Bloomberg ticker: SPX) (each an “Index” and collectively,
the “Indices”)
Contingent Interest Payments:
If the notes have not been previously redeemed early and the
closing level of each Index on any Review Date is greater than
or equal to its Interest Barrier, you will receive on the applicable
Interest Payment Date for each $1,000 principal amount note a
Contingent Interest Payment equal to at least $5.9167
(equivalent to a Contingent Interest Rate of at least 7.10% per
annum, payable at a rate of at least 0.59167% per month) (to be
provided in the pricing supplement).
If the closing level of any Index on any Review Date is less than
its Interest Barrier, no Contingent Interest Payment will be made
with respect to that Review Date.
Contingent Interest Rate: At least 7.10% per annum, payable
at a rate of at least 0.59167% per month (to be provided in the
pricing supplement)
Interest Barrier/Trigger Value: With respect to each Index,
70.00% of its Initial Value
Pricing Date: On or about May 22, 2024
Original Issue Date (Settlement Date): On or about May 28,
2024
Review Dates*: June 24, 2024, July 22, 2024, August 22, 2024,
September 23, 2024, October 22, 2024, November 22, 2024,
December 23, 2024, January 22, 2025, February 24, 2025,
March 24, 2025, April 22, 2025, May 22, 2025, June 23, 2025,
July 22, 2025, August 22, 2025, September 22, 2025, October
22, 2025, November 24, 2025, December 22, 2025, January 22,
2026, February 23, 2026, March 23, 2026, April 22, 2026, May
22, 2026, June 22, 2026, July 22, 2026, August 24, 2026,
September 22, 2026, October 22, 2026, November 23, 2026,
December 22, 2026, January 22, 2027, February 22, 2027,
March 22, 2027, April 22, 2027, May 24, 2027, June 22, 2027,
July 22, 2027, August 23, 2027, September 22, 2027, October
22, 2027, November 22, 2027, December 22, 2027, January 24,
2028, February 22, 2028, March 22, 2028, April 24, 2028, May
22, 2028, June 22, 2028, July 24, 2028, August 22, 2028,
September 22, 2028, October 23, 2028, November 22, 2028,
December 22, 2028, January 22, 2029, February 22, 2029,
March 22, 2029, April 23, 2029 and May 22, 2029 (the “final
Review Date”)
Interest Payment Dates*: June 27, 2024, July 25, 2024, August
27, 2024, September 26, 2024, October 25, 2024, November
27, 2024, December 27, 2024, January 27, 2025, February 27,
2025, March 27, 2025, April 25, 2025, May 28, 2025, June 26,
2025, July 25, 2025, August 27, 2025, September 25, 2025,
October 27, 2025, November 28, 2025, December 26, 2025,
January 27, 2026, February 26, 2026, March 26, 2026, April 27,
2026, May 28, 2026, June 25, 2026, July 27, 2026, August 27,
2026, September 25, 2026, October 27, 2026, November 27,
2026, December 28, 2026, January 27, 2027, February 25,
2027, March 25, 2027, April 27, 2027, May 27, 2027, June 25,
2027, July 27, 2027, August 26, 2027, September 27, 2027,
October 27, 2027, November 26, 2027, December 28, 2027,
January 27, 2028, February 25, 2028, March 27, 2028, April 27,
2028, May 25, 2028, June 27, 2028, July 27, 2028, August 25,
2028, September 27, 2028, October 26, 2028, November 28,
2028, December 28, 2028, January 25, 2029, February 27,
2029, March 27, 2029, April 26, 2029 and the Maturity Date
Maturity Date*: May 25, 2029
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Early Redemption:
We, at our election, may redeem the notes early, in whole but
not in part, on any of the Interest Payment Dates (other than the
first through eleventh and final Interest Payment Dates) at a
price, for each $1,000 principal amount note, equal to (a) $1,000
plus (b) the Contingent Interest Payment, if any, applicable to
the immediately preceding Review Date. If we intend to redeem
your notes early, we will deliver notice to The Depository Trust
Company, or DTC, at least three business days before the
applicable Interest Payment Date on which the notes are
redeemed early.
Payment at Maturity:
If the notes have not been redeemed early and the Final Value
of each Index is greater than or equal to its Trigger Value, you
will receive a cash payment at maturity, for each $1,000
principal amount note, equal to (a) $1,000 plus (b) the
Contingent Interest Payment applicable to the final Review Date.
If the notes have not been redeemed early and the Final Value
of any Index is less than its Trigger Value, your payment at
maturity per $1,000 principal amount note will be calculated as
follows:
$1,000 + ($1,000 × Least Performing Index Return)
If the notes have not been redeemed early and the Final Value
of any Index is less than its Trigger Value, you will lose more
than 30.00% of your principal amount at maturity and could lose
all of your principal amount at maturity.
Least Performing Index: The Index with the Least Performing
Index Return
Least Performing Index Return: The lowest of the Index
Returns of the Indices
Index Return:
With respect to each Index,
(Final Value – Initial Value)
Initial Value
Initial Value: With respect to each Index, the closing level of
that Index on the Pricing Date
Final Value: With respect to each Index, the closing level of that
Index on the final Review Date
* Subject to postponement in the event of a market disruption
event and as described under “General Terms of Notes —
Postponement of a Determination Date — Notes Linked to
Multiple Underlyings” and “General Terms of Notes —
Postponement of a Payment Date” in the accompanying product
supplement
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