Issuer: JPMorgan Chase Financial Company LLC, a direct,
wholly owned finance subsidiary of JPMorgan Chase & Co.
Guarantor: JPMorgan Chase & Co.
Reference Stocks: As specified under “Key Terms Relating to
the Reference Stocks” in this pricing supplement
Contingent Interest Payments:
If the notes have not been automatically called and the closing
price of one share of each Reference Stock 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
$28.75 (equivalent to a Contingent Interest Rate of at least
34.50% per annum, payable at a rate of at least 2.875% per
month) (to be provided in the pricing supplement).
If the closing price of one share of any Reference Stock 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 34.50% per annum, payable
at a rate of at least 2.875% per month (to be provided in the
pricing supplement)
Interest Barrier: With respect to each Reference Stock, 75.00%
of its Initial Value, as specified under "Key Terms Relating to the
Reference Stocks" in this pricing supplement
Trigger Value: With respect to each Reference Stock, 60.00%
of its Initial Value, as specified under "Key Terms Relating to the
Reference Stocks" in this pricing supplement
Pricing Date: On or about June 25, 2024
Original Issue Date (Settlement Date): On or about June 28,
2024
Review Dates*: July 25, 2024, August 26, 2024, September 25,
2024, October 25, 2024, November 25, 2024, December 26,
2024, January 27, 2025, February 25, 2025, March 25, 2025,
April 25, 2025, May 27, 2025, June 25, 2025, July 25, 2025,
August 25, 2025, September 25, 2025, October 27, 2025,
November 25, 2025 and December 26, 2025 (final Review Date)
Interest Payment Dates*: July 30, 2024, August 29, 2024,
September 30, 2024, October 30, 2024, November 29, 2024,
December 31, 2024, January 30, 2025, February 28, 2025,
March 28, 2025, April 30, 2025, May 30, 2025, June 30, 2025,
July 30, 2025, August 28, 2025, September 30, 2025, October
30, 2025, December 1, 2025 and the Maturity Date
Maturity Date*: December 31, 2025
Call Settlement Date*: If the notes are automatically called on
any Review Date (other than the first, second and final Review
Dates), the first Interest Payment Date immediately following
that 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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Automatic Call:
If the closing price of one share of each Reference Stock on any
Review Date (other than the first, second and final Review
Dates) is greater than or equal to its Initial Value, the notes will
be automatically called for a cash payment, for each $1,000
principal amount note, equal to (a) $1,000 plus (b) the
Contingent Interest Payment applicable to that Review Date,
payable on the applicable Call Settlement Date. No further
payments will be made on the notes.
Payment at Maturity:
If the notes have not been automatically called and the Final
Value of each Reference Stock 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, if any, applicable to the final
Review Date.
If the notes have not been automatically called and the Final
Value of any Reference Stock 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 Stock Return)
If the notes have not been automatically called and the Final
Value of any Reference Stock is less than its Trigger Value, you
will lose more than 40.00% of your principal amount at maturity
and could lose all of your principal amount at maturity.
Least Performing Reference Stock: The Reference Stock with
the Least Performing Stock Return
Least Performing Stock Return: The lowest of the Stock
Returns of the Reference Stocks
Stock Return: With respect to each Reference Stock,
(Final Value – Initial Value)
Initial Value
Initial Value: With respect to each Reference Stock, the closing
price of one share of that Reference Stock on the Pricing Date,
as specified under “Key Terms Relating to the Reference
Stocks” in this pricing supplement
Final Value: With respect to each Reference Stock, the closing
price of one share of that Reference Stock on the final Review
Date
Stock Adjustment Factor: With respect to each Reference
Stock, the Stock Adjustment Factor is referenced in determining
the closing price of one share of that Reference Stock and is set
equal to 1.0 on the Pricing Date. The Stock Adjustment Factor of
each Reference Stock is subject to adjustment upon the
occurrence of certain corporate events affecting that Reference
Stock. See “The Underlyings — Reference Stocks —
Anti-Dilution Adjustments” and “The Underlyings — Reference
Stocks — Reorganization Events” in the accompanying product
supplement for further information.
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