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January 31, 2024 Registration Statement Nos. 333-222672 and 333-222672-01; Rule
424(b)(2)
JPMorgan Chase Financial Company LLC
Structured InvestmentsR$1,696,000 Auto
Callable Contingent Interest4️⃣ Notes Linked to the Common Stock of Biogen Inc. due May 5,
2024 Fully and Unconditionally Guaranteed by JPMorgan Chase4️⃣ & Co. ● The notes are
designed for investors who seek a Contingent Interest Payment with respect to each
Review4️⃣ Date for which the closing price of one share of the Reference Stock is greater
than or equal to 55.00%4️⃣ of the Initial Value, which we refer to as the Interest
Barrier. ● The notes will be automatically called if4️⃣ the closing price of one share of
the Reference Stock on any Review Date (other than the first and final4️⃣ Review Dates) is
greater than or equal to the Initial Value. ● The earliest date on which an automatic
call4️⃣ may be initiated is July 31, 2024. ● Investors in the notes should be willing to
accept the risk of4️⃣ losing some or all of their principal and the risk that no
Contingent Interest Payment may be made with respect4️⃣ to some or all Review Dates. ●
Investors should also be willing to forgo fixed interest and dividend payments, in
4️⃣ exchange for the opportunity to receive Contingent Interest Payments. ● The notes are
unsecured and unsubordinated obligations of JPMorgan Chase4️⃣ Financial Company LLC, which
we refer to as JPMorgan Financial, the payment on which is fully and unconditionally
guaranteed by4️⃣ JPMorgan Chase & Co. Any payment on the notes is subject to the credit
risk of JPMorgan Financial, as issuer4️⃣ of the notes, and the credit risk of JPMorgan
Chase & Co., as guarantor of the notes. ● Minimum denominations4️⃣ ofR$1,000 and integral
multiples thereof ● The notes priced on January 31, 2024 and are expected to settle on
or4️⃣ about February 5, 2024. ● CUSIP: 48132HUM2
Investing in the notes involves a number
of risks. See “Risk Factors” beginning on4️⃣ page PS-10 of the accompanying product
supplement and “Selected Risk Considerations” beginning on page PS-5 of this pricing
supplement.
Neither the4️⃣ Securities and Exchange Commission (the “SEC”) nor any state
securities commission has approved or disapproved of the notes or passed4️⃣ upon the
accuracy or the adequacy of this pricing supplement or the accompanying product
supplement, prospectus supplement and prospectus. Any4️⃣ representation to the contrary is
a criminal offense.
Price to Public (1) Fees and Commissions (2) Proceeds to Issuer Per
noteR$1,000R$15R$9854️⃣ TotalR$1,696,000R$25,440R$1,670,560 (1) See “Supplemental Use of
Proceeds” in this pricing supplement for information about the components of the price
to4️⃣ public of the notes. (2) J.P. Morgan Securities LLC, which we refer to as JPMS,
acting as agent for JPMorgan4️⃣ Financial, will pay all of the selling commissions
ofR$15.00 perR$1,000 principal amount note it receives from us to other affiliated4️⃣ or
unaffiliated dealers. See “Plan of Distribution (Conflicts of Interest)” in the
accompanying product supplement.
The estimated value of the notes,4️⃣ when the terms of
the notes were set, wasR$952.80 perR$1,000 principal amount note. See “The Estimated
Value of the Notes”4️⃣ in this pricing supplement for additional information.
The notes
are not bank deposits, are not insured by the Federal Deposit Insurance4️⃣ Corporation or
any other governmental agency and are not obligations of, or guaranteed by, a
bank.
Pricing supplement to product supplement4️⃣ no. 4-I dated April 5, 2024 and the
prospectus and prospectus supplement, each dated April 5, 2024
Key Terms
Issuer:
JPMorgan Chase4️⃣ Financial Company LLC, an indirect, wholly owned finance subsidiary of
JPMorgan Chase & Co. Guarantor: JPMorgan Chase & Co. Reference4️⃣ Stock: The common stock
of Biogen Inc., par valueR$0.0005 per share (Bloomberg ticker: BIIB). We refer to
Biogen Inc. as4️⃣ “Biogen”. Contingent Interest Payments: If the notes have not been
automatically called and the closing price of one share of4️⃣ the Reference Stock on any
Review Date is greater than or equal to the Interest Barrier, you will receive on4️⃣ the
applicable Interest Payment Date for eachR$1,000 principal amount note a Contingent
Interest Payment ofR$29.50 (equivalent to a Contingent Interest4️⃣ Rate of 11.80% per
annum, payable at a rate of 2.95% per quarter). If the closing price of one share4️⃣ of
the Reference Stock on any Review Date is less than the Interest Barrier, no Contingent
Interest Payment will be4️⃣ made with respect to that Review Date. Contingent Interest
Rate: 11.80% per annum, payable at a rate of 2.95% per4️⃣ quarter Interest Barrier/Trigger
Value: 55.00% of the Initial Value, which isR$147.8675 Pricing Date: January 31, 2024
Original Issue Date (Settlement4️⃣ Date): On or about February 5, 2024 Review Dates*:
April 30, 2024, July 31, 2024, November 2, 2024, February 1,4️⃣ 2024 and April 30, 2024
(final Review Date) Interest Payment Dates*: May 5, 2024, August 5, 2024, November 5,
2024,4️⃣ February 4, 2024 and the Maturity Date Maturity Date*: May 5, 2024 Call
Settlement Date*: If the notes are automatically4️⃣ called on any Review Date (other than
the first and final Review Dates), the first Interest Payment Date immediately
following4️⃣ that Review Date * Subject to postponement in the event of a market
disruption event and as described under “General4️⃣ Terms of Notes — Postponement of a
Determination Date — Notes Linked to a Single Underlying — Notes Linked to4️⃣ a Single
Underlying (Other Than a Commodity Index)” and “General Terms of Notes — Postponement
of a Payment Date” in4️⃣ the accompanying product supplement Automatic Call: If the
closing price of one share of the Reference Stock on any Review4️⃣ Date (other than the
first and final Review Dates) is greater than or equal to the Initial Value, the notes
4️⃣ will be automatically called for a cash payment, for eachR$1,000 principal amount note,
equal to (a)R$1,000 plus (b) the Contingent4️⃣ Interest Payment applicable to that Review
Date, payable on the applicable Call Settlement Date. No further payments will be made
4️⃣ on the notes. Payment at Maturity: If the notes have not been automatically called and
(i) the Final Value is4️⃣ greater than or equal to the Initial Value or (ii) a Trigger
Event has not occurred, you will receive a4️⃣ cash payment at maturity, for eachR$1,000
principal amount note, equal to (a)R$1,000 plus (b) the Contingent Interest Payment
applicable to4️⃣ the final Review Date. If the notes have not been automatically called
and (i) the Final Value is less than4️⃣ the Initial Value and (ii) a Trigger Event has
occurred, your payment at maturity perR$1,000 principal amount note, in addition4️⃣ to any
Contingent Interest Payment, will be calculated as follows:R$1,000 + ($1,000 × Stock
Return) If the notes have not4️⃣ been automatically called and (i) the Final Value is less
than the Initial Value and (ii) a Trigger Event has4️⃣ occurred, you will lose some or all
of your principal amount at maturity. Trigger Event: A Trigger Event occurs if,4️⃣ on any
day during the Monitoring Period, the closing price of one share of the Reference Stock
is less than4️⃣ the Trigger Value Monitoring Period: The period from but excluding the
Pricing Date to and including the final Review Date4️⃣ Stock Return: (Final Value –
Initial Value) Initial Value Initial Value: The closing price of one share of the
Reference4️⃣ Stock on the Pricing Date, which wasR$268.85 Final Value: The closing price
of one share of the Reference Stock on4️⃣ the final Review Date. Stock Adjustment Factor:
The Stock Adjustment Factor is referenced in determining the closing price of one4️⃣ share
of the Reference Stock and is set equal to 1.0 on the Pricing Date. The Stock
Adjustment Factor is4️⃣ subject to adjustment upon the occurrence of certain corporate
events affecting the Reference Stock. See “The Underlyings — Reference Stocks4️⃣ —
Anti-Dilution Adjustments” and “The Underlyings — Reference Stocks — Reorganization
Events” in the accompanying product supplement for further information.
PS-4️⃣ 1 |
Structured Investments Auto Callable Contingent Interest Notes Linked to the Common
Stock of Biogen Inc.
How the Notes Work
Payment4️⃣ in Connection with the First Review
Date
Payments in Connection with Review Dates (Other than the First and Final Review
Dates)
Payment4️⃣ at Maturity If the Notes Have Not Been Automatically Called
PS- 2 |
Structured Investments Auto Callable Contingent Interest Notes Linked4️⃣ to the Common
Stock of Biogen Inc.
Total Contingent Interest Payments
The table below illustrates the
total Contingent Interest Payments perR$1,000 principal4️⃣ amount note over the term of
the notes based on the Contingent Interest Rate of 11.80% per annum, depending on4️⃣ how
many Contingent Interest Payments are made prior to automatic call or maturity.
Number
of Contingent
Interest Payments Total Contingent Interest
Payments 5R$147.504️⃣ 4R$118.00
3R$88.50 2R$59.00 1R$29.50 0R$0.00
Hypothetical Payout Examples
The following examples
illustrate payments on the notes linked to a hypothetical Reference Stock4️⃣ , assuming a
range of performances for the hypothetical Reference Stock on the Review Dates. The
hypothetical payments set forth4️⃣ below assume the following:
● an Initial Value
ofR$100.00;
● an Interest Barrier and a Trigger Value ofR$55.00 (equal to 55.00% of4️⃣ the
hypothetical Initial Value); and
● a Contingent Interest Rate of 11.80% per annum
(payable at a rate of 2.95% per4️⃣ quarter).
The hypothetical Initial Value ofR$100.00 has
been chosen for illustrative purposes only and does not represent the actual Initial
Value.
The4️⃣ actual Initial Value is the closing price of one share of the Reference
Stock on the Pricing Date and is4️⃣ specified under "Key Terms - Initial Value" in this
pricing supplement. For historical data regarding the actual closing prices of4️⃣ one
share of the Reference Stock, please see the historical information set forth under
“The Reference Stock” in this pricing4️⃣ supplement.
Each hypothetical payment set forth
below is for illustrative purposes only and may not be the actual payment applicable to
4️⃣ a purchaser of the notes. The numbers appearing in the following examples have been
rounded for ease of analysis.
Example 14️⃣ — Notes are automatically called on the second
Review Date.
Date Closing Price Payment (perR$1,000 principal amount note) First Review
DateR$105.00R$29.504️⃣ Second Review DateR$110.00R$1,029.50 Total PaymentR$1,059.00 (5.90%
return)
Because the closing price of one share of the Reference Stock on the second
4️⃣ Review Date is greater than or equal to the Initial Value, the notes will be
automatically called for a cash4️⃣ payment, for eachR$1,000 principal amount note,
ofR$1,029.50 (orR$1,000 plus the Contingent Interest Payment applicable to the second
Review Date), payable4️⃣ on the applicable Call Settlement Date. The notes are not
automatically callable before the second Review Date, even though the4️⃣ closing price of
one share of the Reference Stock on the first Review Date is greater than the Initial
Value.4️⃣ When added to the Contingent Interest Payment received with respect to the prior
Review Date, the total amount paid, for4️⃣ eachR$1,000 principal amount note,
isR$1,059.00. No further payments will be made on the notes.
PS- 3 | Structured
Investments Auto Callable4️⃣ Contingent Interest Notes Linked to the Common Stock of
Biogen Inc.
Example 2 — Notes have NOT been automatically called, the4️⃣ Final Value is
greater than or equal to the Initial Value and a Trigger Event has occurred.
Date
Closing Price Payment4️⃣ (perR$1,000 principal amount note) First Review
DateR$95.00R$29.50 Second Review DateR$85.00R$29.50 Third through Fourth Review Dates
Less than Interest BarrierR$0 Final4️⃣ Review DateR$105.00R$1,029.50 Total
PaymentR$1,088.50 (8.85% return)
Because the notes have not been automatically called
and the Final Value is greater than4️⃣ or equal to the Initial Value (and, therefore, the
Interest Barrier), even though a Trigger Event has occurred, the payment4️⃣ at maturity,
for eachR$1,000 principal amount note, will beR$1,029.50 (orR$1,000 plus the Contingent
Interest Payment applicable to the final Review4️⃣ Date). When added to the Contingent
Interest Payments received with respect to the prior Review Dates, the total amount
paid,4️⃣ for eachR$1,000 principal amount note, isR$1,088.50.
Example 3 — Notes have NOT
been automatically called, the Final Value is less than4️⃣ the Initial Value and a Trigger
Event has NOT occurred.
Date Closing Price Payment (perR$1,000 principal amount note)
First Review DateR$95.00R$29.504️⃣ Second Review DateR$95.00R$29.50 Third through Fourth
Review Dates Greater than Interest BarrierR$29.50 Final Review DateR$55.00R$1,029.50
Total PaymentR$1,147.50 (14.75% return)
Because the4️⃣ notes have not been automatically
called, the Final Value is greater than or equal to the Interest Barrier and a4️⃣ Trigger
Event has not occurred, even though the Final Value is less than the Initial Value, the
payment at maturity,4️⃣ for eachR$1,000 principal amount note, will beR$1,029.50
(orR$1,000 plus the Contingent Interest Payment applicable to the final Review Date).
When4️⃣ added to the Contingent Interest Payments received with respect to the prior
Review Dates, the total amount paid, for eachR$1,0004️⃣ principal amount note,
isR$1,147.50.
Example 4 — Notes have NOT been automatically called, the Final Value is
less than the Initial4️⃣ Value and the Interest Barrier and a Trigger Event has
occurred.
Date Closing Price Payment (perR$1,000 principal amount note) First Review
4️⃣ DateR$40.00R$0 Second Review DateR$45.00R$0 Third through Fourth Review Dates Less than
Interest BarrierR$0 Final Review DateR$45.00R$450.00 Total PaymentR$450.00 (-55.00%
return)
Because4️⃣ the notes have not been automatically called, the Final Value of the
Reference Stock is less than the Initial Value4️⃣ and the Interest Barrier, a Trigger
Event has occurred and the Stock Return is -55.00%, the payment at maturity will
4️⃣ beR$450.00 perR$1,000 principal amount note, calculated as follows:
$1,000 + [$1,000 ×
(-55.00%)] =R$450.00
The hypothetical returns and hypothetical payments on the4️⃣ notes
shown above apply only if you hold the notes for their entire term or until
automatically called. These hypotheticals4️⃣ do not reflect the fees or expenses that
would be associated with any sale in the secondary market. If these4️⃣ fees and expenses
were included, the hypothetical returns and hypothetical payments shown above would
likely be lower.
PS- 4 | Structured4️⃣ Investments Auto Callable Contingent Interest Notes
Linked to the Common Stock of Biogen Inc.
Selected Risk Considerations
An investment in
the notes4️⃣ involves significant risks. These risks are explained in more detail in the
“Risk Factors” section of the accompanying product supplement.
●4️⃣ YOUR INVESTMENT IN THE
NOTES MAY RESULT IN A LOSS —
The notes do not guarantee any return of principal. If4️⃣ the
notes have not been automatically called and (i) the Final Value is less than the
Initial Value and (ii)4️⃣ a Trigger Event has occurred, you will lose 1% of the principal
amount of your notes for every 1% that4️⃣ the Final Value is less than the Initial Value.
Accordingly, under these circumstances, you will lose some or all of4️⃣ your principal
amount at maturity.
● THE NOTES DO NOT GUARANTEE THE PAYMENT OF INTEREST AND MAY NOT
PAY ANY INTEREST4️⃣ AT ALL —
If the notes have not been automatically called, we will make
a Contingent Interest Payment with respect to4️⃣ a Review Date only if the closing price
of one share of the Reference Stock on that Review Date is4️⃣ greater than or equal to the
Interest Barrier. If the closing price of one share of the Reference Stock on4️⃣ that
Review Date is less than the Interest Barrier, no Contingent Interest Payment will be
made with respect to that4️⃣ Review Date. Accordingly, if the closing price of one share
of the Reference Stock on each Review Date is less4️⃣ than the Interest Barrier, you will
not receive any interest payments over the term of the notes.
● CREDIT RISKS OF
4️⃣ JPMORGAN FINANCIAL AND JPMORGAN CHASE & CO. —
Investors are dependent on our and
JPMorgan Chase & Co.’s ability to pay4️⃣ all amounts due on the notes. Any actual or
potential change in our or JPMorgan Chase & Co.’s creditworthiness or4️⃣ credit spreads,
as determined by the market for taking that credit risk, is likely to adversely affect
the value of4️⃣ the notes. If we and JPMorgan Chase & Co. were to default on our payment
obligations, you may not receive4️⃣ any amounts owed to you under the notes and you could
lose your entire investment.
● AS A FINANCE SUBSIDIARY, JPMORGAN4️⃣ FINANCIAL HAS NO
INDEPENDENT OPERATIONS AND HAS LIMITED ASSETS —
As a finance subsidiary of JPMorgan
Chase & Co., we have4️⃣ no independent operations beyond the issuance and administration
of our securities. Aside from the initial capital contribution from JPMorgan Chase4️⃣ &
Co., substantially all of our assets relate to obligations of our affiliates to make
payments under loans made by4️⃣ us or other intercompany agreements. As a result, we are
dependent upon payments from our affiliates to meet our obligations4️⃣ under the notes. If
these affiliates do not make payments to us and we fail to make payments on the4️⃣ notes,
you may have to seek payment under the related guarantee by JPMorgan Chase & Co., and
that guarantee will4️⃣ rank pari passu with all other unsecured and unsubordinated
obligations of JPMorgan Chase & Co.
● THE APPRECIATION POTENTIAL OF THE4️⃣ NOTES IS
LIMITED TO THE SUM OF ANY CONTINGENT INTEREST PAYMENTS THAT MAY BE PAID OVER THE TERM
OF THE4️⃣ NOTES,
regardless of any appreciation of the Reference Stock, which may be
significant. You will not participate in any appreciation of4️⃣ the Reference Stock.
●
POTENTIAL CONFLICTS —
We and our affiliates play a variety of roles in connection with
the notes. In4️⃣ performing these duties, our and JPMorgan Chase & Co.’s economic
interests are potentially adverse to your interests as an investor4️⃣ in the notes. It is
possible that hedging or trading activities of ours or our affiliates in connection
with the4️⃣ notes could result in substantial returns for us or our affiliates while the
value of the notes declines. Please refer4️⃣ to “Risk Factors — Risks Relating to
Conflicts of Interest” in the accompanying product supplement.
● THE BENEFIT PROVIDED
BY THE4️⃣ TRIGGER VALUE MAY TERMINATE ON ANY DAY DURING THE MONITORING PERIOD—
If, on any
day during the Monitoring Period, the closing4️⃣ price of one share of the Reference Stock
is less than the Trigger Value (i.e., a Trigger Event occurs) and4️⃣ the notes have not
been automatically called, the benefit provided by the Trigger Value will terminate and
you will be4️⃣ fully exposed to any depreciation of the Reference Stock. You will be
subject to this potential loss of principal even4️⃣ if the Reference Stock subsequently
recovers such that the closing price of one share of the Reference Stock is greater
4️⃣ than or equal to the Trigger Value.
● THE AUTOMATIC CALL FEATURE MAY FORCE A POTENTIAL
EARLY EXIT —
If your notes4️⃣ are automatically called, the term of the notes may be
reduced to as short as approximately six months and you4️⃣ will not receive any Contingent
Interest Payments after the applicable Call Settlement Date. There is no guarantee that
you would4️⃣ be able to reinvest the proceeds from an investment in the notes at a
comparable return and/or with a comparable4️⃣ interest rate for a similar level of risk.
Even in cases where the notes are called before maturity, you are4️⃣ not entitled to any
fees and commissions described on the front cover of this pricing supplement.
● YOU
WILL NOT RECEIVE4️⃣ DIVIDENDS ON THE REFERENCE STOCK OR HAVE ANY RIGHTS WITH RESPECT TO
THE REFERENCE STOCK.
● NO AFFILIATION WITH THE REFERENCE4️⃣ STOCK ISSUER —
We have not
independently verified any of the information about the Reference Stock issuer
contained in this pricing4️⃣ supplement. You should undertake your own investigation into
the Reference Stock and its issuer. We are not responsible for the4️⃣ Reference Stock
issuer’s public disclosure of information, whether contained in SEC filings or
otherwise.
● THE ANTI-DILUTION PROTECTION FOR THE REFERENCE4️⃣ STOCK IS LIMITED AND MAY BE
DISCRETIONARY —
The calculation agent will not make an adjustment in response to all
events4️⃣ that could affect the Reference Stock. The calculation agent may make
adjustments in response to events that are not described4️⃣ in the accompanying product
supplement to account for any diluting or concentrative effect, but the calculation
agent is under no4️⃣ obligation to do so or to consider your interests as a holder of the
notes in making these determinations.
PS- 54️⃣ | Structured Investments Auto Callable
Contingent Interest Notes Linked to the Common Stock of Biogen Inc.
● THE RISK OF THE
4️⃣ CLOSING PRICE OF THE REFERENCE STOCK FALLING BELOW THE INTEREST BARRIER OR THE TRIGGER
VALUE IS GREATER IF THE PRICE4️⃣ OF THE REFERENCE STOCK IS VOLATILE.
● LACK OF
LIQUIDITY—
The notes will not be listed on any securities exchange. Accordingly, the
4️⃣ price at which you may be able to trade your notes is likely to depend on the price, if
any,4️⃣ at which JPMS is willing to buy the notes. You may not be able to sell your notes.
The notes4️⃣ are not designed to be short-term trading instruments. Accordingly, you
should be able and willing to hold your notes to4️⃣ maturity.
● THE ESTIMATED VALUE OF THE
NOTES IS LOWER THAN THE ORIGINAL ISSUE PRICE (PRICE TO PUBLIC) OF THE NOTES4️⃣ —
The
estimated value of the notes is only an estimate determined by reference to several
factors. The original issue price4️⃣ of the notes exceeds the estimated value of the notes
because costs associated with selling, structuring and hedging the notes4️⃣ are included
in the original issue price of the notes. These costs include the selling commissions,
the projected profits, if4️⃣ any, that our affiliates expect to realize for assuming risks
inherent in hedging our obligations under the notes and the4️⃣ estimated cost of hedging
our obligations under the notes. See “The Estimated Value of the Notes” in this pricing
supplement.
●4️⃣ THE ESTIMATED VALUE OF THE NOTES DOES NOT REPRESENT FUTURE VALUES OF THE
NOTES AND MAY DIFFER FROM OTHERS’ ESTIMATES4️⃣ —
See “The Estimated Value of the Notes” in
this pricing supplement.
● THE ESTIMATED VALUE OF THE NOTES IS DERIVED BY4️⃣ REFERENCE TO
AN INTERNAL FUNDING RATE —
The internal funding rate used in the determination of the
estimated value of the4️⃣ notes may differ from the market-implied funding rate for
vanilla fixed income instruments of a similar maturity issued by JPMorgan4️⃣ Chase & Co.
or its affiliates. Any difference may be based on, among other things, our and our
affiliates’ view4️⃣ of the funding value of the notes as well as the higher issuance,
operational and ongoing liability management costs of4️⃣ the notes in comparison to those
costs for the conventional fixed income instruments of JPMorgan Chase & Co. This
internal4️⃣ funding rate is based on certain market inputs and assumptions, which may
prove to be incorrect, and is intended to4️⃣ approximate the prevailing market replacement
funding rate for the notes. The use of an internal funding rate and any potential
4️⃣ changes to that rate may have an adverse effect on the terms of the notes and any
secondary market prices4️⃣ of the notes. See “The Estimated Value of the Notes” in this
pricing supplement.
● THE VALUE OF THE NOTES AS4️⃣ PUBLISHED BY JPMS (AND WHICH MAY BE
REFLECTED ON CUSTOMER ACCOUNT STATEMENTS) MAY BE HIGHER THAN THE THEN-CURRENT ESTIMATED
VALUE4️⃣ OF THE NOTES FOR A LIMITED TIME PERIOD —
We generally expect that some of the
costs included in the original4️⃣ issue price of the notes will be partially paid back to
you in connection with any repurchases of your notes4️⃣ by JPMS in an amount that will
decline to zero over an initial predetermined period. See “Secondary Market Prices of
4️⃣ the Notes” in this pricing supplement for additional information relating to this
initial period. Accordingly, the estimated value of your4️⃣ notes during this initial
period may be lower than the value of the notes as published by JPMS (and which4️⃣ may be
shown on your customer account statements).
● SECONDARY MARKET PRICES OF THE NOTES WILL
LIKELY BE LOWER THAN THE4️⃣ ORIGINAL ISSUE PRICE OF THE NOTES —
Any secondary market
prices of the notes will likely be lower than the original4️⃣ issue price of the notes
because, among other things, secondary market prices take into account our internal
secondary market funding4️⃣ rates for structured debt issuances and, also, because
secondary market prices may exclude selling commissions, projected hedging profits, if
any,4️⃣ and estimated hedging costs that are included in the original issue price of the
notes. As a result, the price,4️⃣ if any, at which JPMS will be willing to buy the notes
from you in secondary market transactions, if at4️⃣ all, is likely to be lower than the
original issue price. Any sale by you prior to the Maturity Date4️⃣ could result in a
substantial loss to you.
● SECONDARY MARKET PRICES OF THE NOTES WILL BE IMPACTED BY
MANY ECONOMIC4️⃣ AND MARKET FACTORS —
The secondary market price of the notes during their
term will be impacted by a number of4️⃣ economic and market factors, which may either
offset or magnify each other, aside from the selling commissions, projected hedging
profits,4️⃣ if any, estimated hedging costs and the price of the Reference Stock.
Additionally, independent pricing vendors and/or third party broker-dealers4️⃣ may publish
a price for the notes, which may also be reflected on customer account statements. This
price may be4️⃣ different (higher or lower) than the price of the notes, if any, at which
JPMS may be willing to purchase4️⃣ your notes in the secondary market. See “Risk Factors —
Risks Relating to the Estimated Value and Secondary Market Prices4️⃣ of the Notes —
Secondary market prices of the notes will be impacted by many economic and market
factors” in4️⃣ the accompanying product supplement.
The Reference Stock
All information
contained herein on the Reference Stock and on Biogen is derived from publicly
4️⃣ available sources, without independent verification. According to its publicly
available filings with the SEC, Biogen is a biotechnology company focused4️⃣ on
discovering, developing, manufacturing and marketing therapies for treatment of
multiple sclerosis and other autoimmune disorders, neurodegenerative diseases and
hemophilia.4️⃣ The common stock of Biogen, par valueR$0.0005 per share (Bloomberg ticker:
BIIB) is registered under the Securities Exchange Act of4️⃣ 1934, as amended, which we
refer to as the Exchange Act, and is listed on The NASDAQ Stock Market, which4️⃣ we refer
to as the relevant exchange for purposes of Biogen in the accompanying product
supplement. Information provided to or4️⃣ filed with the SEC by Biogen pursuant to the
Exchange Act can be located by reference to SEC file number4️⃣ 000-19311, and can be
accessed through sec. We do not make any representation that these publicly available
documents are accurate4️⃣ or complete.
PS- 6 | Structured Investments Auto Callable
Contingent Interest Notes Linked to the Common Stock of Biogen Inc.
Historical
Information
The4️⃣ following graph sets forth the historical performance of the Reference
Stock based on the weekly historical closing prices of one4️⃣ share of the Reference Stock
from January 2, 2024 through January 31, 2024. The closing price of one share of4️⃣ the
Reference Stock on January 31, 2024 wasR$268.85. We obtained the closing prices above
and below from the Bloomberg Professional®4️⃣ service (“Bloomberg”), without independent
verification. The closing prices above and below may have been adjusted by Bloomberg
for corporate actions,4️⃣ such as stock splits, public offerings, mergers and
acquisitions, spin-offs, delistings and bankruptcy.
The historical closing prices of
one share of4️⃣ the Reference Stock should not be taken as an indication of future
performance, and no assurance can be given as4️⃣ to the closing price of one share of the
Reference Stock on any Review Date or any day during the4️⃣ Monitoring Period. There can
be no assurance that the performance of the Reference Stock will result in the return
of4️⃣ any of your principal amount or the payment of any interest.
Historical Performance
of Biogen Inc. Source: Bloomberg
Tax Treatment
You should review4️⃣ carefully the section
entitled “Material U.S. Federal Income Tax Consequences” in the accompanying product
supplement no. 4-I. In determining our4️⃣ reporting responsibilities we intend to treat
(i) the notes for U.S. federal income tax purposes as prepaid forward contracts with
4️⃣ associated contingent coupons and (ii) any Contingent Interest Payments as ordinary
income, as described in the section entitled “Material U.S.4️⃣ Federal Income Tax
Consequences — Tax Consequences to U.S. Holders — Notes Treated as Prepaid Forward
Contracts with Associated Contingent4️⃣ Coupons” in the accompanying product supplement.
Based on the advice of Davis Polk & Wardwell LLP, our special tax counsel,4️⃣ we believe
that this is a reasonable treatment, but that there are other reasonable treatments
that the IRS or a4️⃣ court may adopt, in which case the timing and character of any income
or loss on the notes could be4️⃣ materially affected. In addition, in 2007 Treasury and
the IRS released a notice requesting comments on the U.S. federal income4️⃣ tax treatment
of “prepaid forward contracts” and similar instruments. The notice focuses in
particular on whether to require investors in4️⃣ these instruments to accrue income over
the term of their investment. It also asks for comments on a number of4️⃣ related topics,
including the character of income or loss with respect to these instruments and the
relevance of factors such4️⃣ as the nature of the underlying property to which the
instruments are linked. While the notice requests comments on appropriate4️⃣ transition
rules and effective dates, any Treasury regulations or other guidance promulgated after
consideration of these issues could materially affect4️⃣ the tax consequences of an
investment in the notes, possibly with retroactive effect. The discussions above and in
the accompanying4️⃣ product supplement do not address the consequences to taxpayers
subject to special tax accounting rules under Section 451(b) of the4️⃣ Code. You should
consult your tax adviser regarding the U.S. federal income tax consequences of an
investment in the notes,4️⃣ including possible alternative treatments and the issues
presented by the notice described above.
Non-U.S. Holders — Tax Considerations. The
U.S. federal4️⃣ income tax treatment of Contingent Interest Payments is uncertain, and
although we believe it is reasonable to take a position4️⃣ that Contingent Interest
Payments are not subject to U.S. withholding tax (at least if an applicable Form W-8 is
provided),4️⃣ a withholding agent may nonetheless withhold on these payments (generally at
a rate of 30%, subject to the possible reduction4️⃣ of that rate under an applicable
income tax treaty), unless income from your notes is effectively connected with your
conduct4️⃣ of a trade or business in the United States (and, if an applicable treaty so
requires, attributable to a permanent4️⃣ establishment in the United States). If you are
not a United States person, you are urged to consult your tax4️⃣ adviser regarding the
U.S. federal income tax consequences of an investment in the notes in light of your
particular circumstances.
PS-4️⃣ 7 | Structured Investments Auto Callable Contingent
Interest Notes Linked to the Common Stock of Biogen Inc.
Section 871(m) of the4️⃣ Code and
Treasury regulations promulgated thereunder (“Section 871(m)”) generally impose a 30%
withholding tax (unless an income tax treaty applies)4️⃣ on dividend equivalents paid or
deemed paid to Non-U.S. Holders with respect to certain financial instruments linked to
U.S. equities4️⃣ or indices that include U.S. equities. Section 871(m) provides certain
exceptions to this withholding regime, including for instruments linked to4️⃣ certain
broad-based indices that meet requirements set forth in the applicable Treasury
regulations (such an index, a “Qualified Index”). Additionally,4️⃣ a recent IRS notice
excludes from the scope of Section 871(m) instruments issued prior to January 1, 2024
that do4️⃣ not have a delta of one with respect to underlying securities that could pay
U.S.-source dividends for U.S. federal income4️⃣ tax purposes (each an “Underlying
Security”). Based on certain determinations made by us, our special tax counsel is of
the4️⃣ opinion that Section 871(m) should not apply to the notes with regard to Non-U.S.
Holders. Our determination is not binding4️⃣ on the IRS, and the IRS may disagree with
this determination. Section 871(m) is complex and its application may depend4️⃣ on your
particular circumstances, including whether you enter into other transactions with
respect to an Underlying Security. You should consult4️⃣ your tax adviser regarding the
potential application of Section 871(m) to the notes.
FATCA. Withholding under
legislation commonly referred to as4️⃣ “FATCA” could apply to payments with respect to the
notes that are treated as U.S.-source “fixed or determinable annual or4️⃣ periodical”
income (“FDAP Income”) for U.S. federal income tax purposes (such as interest, if the
notes are recharacterized, in whole4️⃣ or in part, as debt instruments, or Contingent
Interest Payments if they are otherwise treated as FDAP Income). If the4️⃣ notes are
recharacterized, in whole or in part, as debt instruments, withholding could also apply
to payments of gross proceeds4️⃣ of a taxable disposition, including an early redemption
or redemption at maturity, although under recently proposed regulations (the preamble
to4️⃣ which specifies that taxpayers are permitted to rely on them pending finalization),
no withholding will apply to payments of gross4️⃣ proceeds (other than any amount treated
as FDAP Income). You should consult your tax adviser regarding the potential
application of4️⃣ FATCA to the notes.
In the event of any withholding on the notes, we
will not be required to pay any4️⃣ additional amounts with respect to amounts so
withheld.
The Estimated Value of the Notes
The estimated value of the notes set forth
4️⃣ on the cover of this pricing supplement is equal to the sum of the values of the
following hypothetical components:4️⃣ (1) a fixed-income debt component with the same
maturity as the notes, valued using the internal funding rate described below,4️⃣ and (2)
the derivative or derivatives underlying the economic terms of the notes. The estimated
value of the notes does4️⃣ not represent a minimum price at which JPMS would be willing to
buy your notes in any secondary market (if4️⃣ any exists) at any time. The internal
funding rate used in the determination of the estimated value of the notes4️⃣ may differ
from the market-implied funding rate for vanilla fixed income instruments of a similar
maturity issued by JPMorgan Chase4️⃣ & Co. or its affiliates. Any difference may be based
on, among other things, our and our affiliates’ view of4️⃣ the funding value of the notes
as well as the higher issuance, operational and ongoing liability management costs of
the4️⃣ notes in comparison to those costs for the conventional fixed income instruments of
JPMorgan Chase & Co. This internal funding4️⃣ rate is based on certain market inputs and
assumptions, which may prove to be incorrect, and is intended to approximate4️⃣ the
prevailing market replacement funding rate for the notes. The use of an internal
funding rate and any potential changes4️⃣ to that rate may have an adverse effect on the
terms of the notes and any secondary market prices of4️⃣ the notes. For additional
information, see “Selected Risk Considerations — The Estimated Value of the Notes Is
Derived by Reference4️⃣ to an Internal Funding Rate” in this pricing supplement.
The value
of the derivative or derivatives underlying the economic terms of4️⃣ the notes is derived
from internal pricing models of our affiliates. These models are dependent on inputs
such as the4️⃣ traded market prices of comparable derivative instruments and on various
other inputs, some of which are market-observable, and which can4️⃣ include volatility,
dividend rates, interest rates and other factors, as well as assumptions about future
market events and/or environments. Accordingly,4️⃣ the estimated value of the notes is
determined when the terms of the notes are set based on market conditions4️⃣ and other
relevant factors and assumptions existing at that time.
The estimated value of the
notes does not represent future values4️⃣ of the notes and may differ from others’
estimates. Different pricing models and assumptions could provide valuations for the
notes4️⃣ that are greater than or less than the estimated value of the notes. In addition,
market conditions and other relevant4️⃣ factors in the future may change, and any
assumptions may prove to be incorrect. On future dates, the value of4️⃣ the notes could
change significantly based on, among other things, changes in market conditions, our or
JPMorgan Chase & Co.’s4️⃣ creditworthiness, interest rate movements and other relevant
factors, which may impact the price, if any, at which JPMS would be4️⃣ willing to buy
notes from you in secondary market transactions.
The estimated value of the notes is
lower than the original4️⃣ issue price of the notes because costs associated with selling,
structuring and hedging the notes are included in the original4️⃣ issue price of the
notes. These costs include the selling commissions paid to JPMS and other affiliated or
unaffiliated dealers,4️⃣ the projected profits, if any, that our affiliates expect to
realize for assuming risks inherent in hedging our obligations under4️⃣ the notes and the
estimated cost of hedging our obligations under the notes. Because hedging our
obligations entails risk and4️⃣ may be influenced by market forces beyond our control,
this hedging may result in a profit that is more or4️⃣ less than expected, or it may
result in a loss. A portion of the profits, if any, realized in hedging4️⃣ our obligations
under the notes may be allowed to other affiliated or unaffiliated dealers, and we or
one or more4️⃣ of our affiliates will retain any remaining hedging profits. See “Selected
Risk Considerations — The Estimated Value of the Notes4️⃣ Is Lower Than the Original Issue
Price (Price to Public) of the Notes” in this pricing supplement.
PS- 8 | Structured
4️⃣ Investments Auto Callable Contingent Interest Notes Linked to the Common Stock of
Biogen Inc.
Secondary Market Prices of the Notes
For information4️⃣ about factors that
will impact any secondary market prices of the notes, see “Risk Factors — Risks
Relating to the4️⃣ Estimated Value and Secondary Market Prices of the Notes — Secondary
market prices of the notes will be impacted by4️⃣ many economic and market factors” in the
accompanying product supplement. In addition, we generally expect that some of the
costs4️⃣ included in the original issue price of the notes will be partially paid back to
you in connection with any4️⃣ repurchases of your notes by JPMS in an amount that will
decline to zero over an initial predetermined period. These4️⃣ costs can include selling
commissions, projected hedging profits, if any, and, in some circumstances, estimated
hedging costs and our internal4️⃣ secondary market funding rates for structured debt
issuances. This initial predetermined time period is intended to be the shorter of4️⃣ six
months and one-half of the stated term of the notes. The length of any such initial
period reflects the4️⃣ structure of the notes, whether our affiliates expect to earn a
profit in connection with our hedging activities, the estimated4️⃣ costs of hedging the
notes and when these costs are incurred, as determined by our affiliates. See “Selected
Risk Considerations4️⃣ — The Value of the Notes as Published by JPMS (and Which May Be
Reflected on Customer Account Statements) May4️⃣ Be Higher Than the Then-Current Estimated
Value of the Notes for a Limited Time Period” in this pricing supplement.
Supplemental
Use4️⃣ of Proceeds
The notes are offered to meet investor demand for products that reflect
the risk-return profile and market exposure provided4️⃣ by the notes. See “How the Notes
Work” and “Hypothetical Payout Examples” in this pricing supplement for an illustration
of4️⃣ the risk-return profile of the notes and “The Reference Stock” in this pricing
supplement for a description of the market4️⃣ exposure provided by the notes.
The original
issue price of the notes is equal to the estimated value of the notes4️⃣ plus the selling
commissions paid to JPMS and other affiliated or unaffiliated dealers, plus (minus) the
projected profits (losses) that4️⃣ our affiliates expect to realize for assuming risks
inherent in hedging our obligations under the notes, plus the estimated cost4️⃣ of hedging
our obligations under the notes.
Supplemental Plan of Distribution
We expect that
delivery of the notes will be made against4️⃣ payment for the notes on or about the
Original Issue Date set forth on the front cover of this pricing4️⃣ supplement, which will
be the third business day following the Pricing Date of the notes (this settlement
cycle being referred4️⃣ to as “T+3”). Under Rule 15c6-1 of the Securities Exchange Act of
1934, as amended, trades in the secondary market4️⃣ generally are required to settle in
two business days, unless the parties to that trade expressly agree otherwise.
Accordingly, purchasers4️⃣ who wish to trade notes on any date prior to two business days
before delivery will be required to specify4️⃣ an alternate settlement cycle at the time
of any such trade to prevent a failed settlement and should consult their4️⃣ own
advisors.
Validity of the Notes and the Guarantee
In the opinion of Davis Polk &
Wardwell LLP, as special products counsel4️⃣ to JPMorgan Financial and JPMorgan Chase &
Co., when the notes offered by this pricing supplement have been executed and4️⃣ issued by
JPMorgan Financial and authenticated by the trustee pursuant to the indenture, and
delivered against payment as contemplated herein,4️⃣ such notes will be valid and binding
obligations of JPMorgan Financial and the related guarantee will constitute a valid and
4️⃣ binding obligation of JPMorgan Chase & Co., enforceable in accordance with their terms,
subject to applicable bankruptcy, insolvency and similar4️⃣ laws affecting creditors’
rights generally, concepts of reasonableness and equitable principles of general
applicability (including, without limitation, concepts of good4️⃣ faith, fair dealing and
the lack of bad faith), provided that such counsel expresses no opinion as to (i) the
4️⃣ effect of fraudulent conveyance, fraudulent transfer or similar provision of applicable
law on the conclusions expressed above or (ii) any4️⃣ provision of the indenture that
purports to avoid the effect of fraudulent conveyance, fraudulent transfer or similar
provision of applicable4️⃣ law by limiting the amount of JPMorgan Chase & Co.’s obligation
under the related guarantee. This opinion is given as4️⃣ of the date hereof and is limited
to the laws of the State of New York, the General Corporation Law4️⃣ of the State of
Delaware and the Delaware Limited Liability Company Act. In addition, this opinion is
subject to customary4️⃣ assumptions about the trustee’s authorization, execution and
delivery of the indenture and its authentication of the notes and the validity,4️⃣ binding
nature and enforceability of the indenture with respect to the trustee, all as stated
in the letter of such4️⃣ counsel dated March 8, 2024, which was filed as an exhibit to the
Registration Statement on Form S-3 by JPMorgan4️⃣ Financial and JPMorgan Chase & Co. on
March 8, 2024.
PS- 9 | Structured Investments Auto Callable Contingent Interest Notes
Linked4️⃣ to the Common Stock of Biogen Inc.
Additional Terms Specific to the Notes
You
should read this pricing supplement together with the4️⃣ accompanying prospectus, as
supplemented by the accompanying prospectus supplement relating to our Series A
medium-term notes of which these notes4️⃣ are a part, and the more detailed information
contained in the accompanying product supplement. This pricing supplement, together
with the4️⃣ documents listed below, contains the terms of the notes and supersedes all
other prior or contemporaneous oral statements as well4️⃣ as any other written materials
including preliminary or indicative pricing terms, correspondence, trade ideas,
structures for implementation, sample structures, fact4️⃣ sheets, brochures or other
educational materials of ours. You should carefully consider, among other things, the
matters set forth in4️⃣ the “Risk Factors” section of the accompanying product supplement,
as the notes involve risks not associated with conventional debt securities.4️⃣ We urge
you to consult your investment, legal, tax, accounting and other advisers before you
invest in the notes.
You may4️⃣ access these documents on the SEC website at sec as
follows (or if such address has changed, by reviewing our4️⃣ filings for the relevant date
on the SEC website):
● Product supplement no. 4-I dated April 5,
2024:
http://sec/Archives/edgar/data/19617/000095010318004519/dp87528_424b2-ps4i.pdf
●
Prospectus supplement and4️⃣ prospectus, each dated April 5,
2024:
http://sec/Archives/edgar/data/19617/000095010318004508/dp87767_424b2-ps.pdf
Our
Central Index Key, or CIK, on the SEC website is 1665650, and JPMorgan Chase4️⃣ & Co.’s
CIK is 19617. As used in this pricing supplement, “we,” “us” and “our” refer to
JPMorgan Financial.
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Classificação e Jogos Copa do Mundo
Mesmo com a derrota por um a zero para Camarões, o
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tabela completa com todos os jogos do mata-mata.
A seleção brasileira pode fazer até
mais quatro jogos no torneio.💲 Para chegar à final, o Brasil terá de passar pelas
oitavas, quartas e semifinal. A grande final será disputada no💲 dia 18 de dezembro.
A
equipe comandada por Tite terminou a fase de grupos com seis pontos. Foram três jogos,
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05/12 (segunda-feira) -💲 Brasil x Coreia do Sul - oitavas de final -
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09/12 (sexta-feira) - quartas de final - 12h
13/12 (terça-feira) -💲 semifinal -
16h
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18/12 (domingo) - final - 12h
Como
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possíveis adversários até uma eventual final da Copa do💲 Mundo. Se passar da Coreia do
Sul, a seleção enfrentará nas quartas de final o vencedor do duelo entre Croácia💲 e
Japão.
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