04/30/2024 | Press release | Distributed by Public on 04/30/2024 13:29
April 26, 2024
|
Registration Statement Nos. 333-270004 and 333-270004-01; Rule 424(b)(2)
|
JPMorgan Chase Financial Company LLC
Structured Investments
$330,000
Callable Contingent Interest Notes Linked to the
Common Stock of Tesla, Inc. due October 30, 2025
Fully and Unconditionally Guaranteed by JPMorgan Chase & Co.
●The notes are designed for investors who seek a Contingent Interest Payment with respect to each Review Date for which the
closing price of one share of the Reference Stock is greater than or equal to 70.00% of the Initial Value, which we refer to as
the Interest Barrier.
●The notes may be redeemed early, in whole but not in part, at our option on any of the Interest Payment Dates (other than the
first, second and final Interest Payment Dates).
●The earliest date on which the notes may be redeemed early is July 31, 2024.
●Investors should be willing to accept the risk of losing some or all of their principal and the risk that no Contingent Interest
Payment may be made with respect to some or all Review Dates.
●Investors should also be willing to forgo fixed interest and dividend payments, in exchange for the opportunity to receive
Contingent Interest Payments.
●The notes are unsecured and unsubordinated obligations of JPMorgan Chase Financial Company LLC, which we refer to as
JPMorgan Financial, the payment on which is fully and unconditionally guaranteed by JPMorgan Chase & Co. Any payment
on the notes is subject to the credit risk of JPMorgan Financial, as issuer of the notes, and the credit risk of
JPMorgan Chase & Co., as guarantor of the notes.
●Minimum denominations of $1,000 and integral multiples thereof
●The notes priced on April 26, 2024 and are expected to settle on or about May 1, 2024.
●CUSIP: 48134X2E4
|
|
Price to Public (1)
|
Fees and Commissions (2)
|
Proceeds to Issuer
|
Per note
|
$1,000
|
$22.25
|
$977.75
|
Total
|
$330,000
|
$7,342.50
|
$322,657.50
|
(1) See "Supplemental Use of Proceeds" in this pricing supplement for information about the components of the price to public of the notes.
(2) J.P. Morgan Securities LLC, which we refer to as JPMS, acting as agent for JPMorgan Financial, will pay all of the selling commissions of
$22.25 per $1,000 principal amount note it receives from us to other affiliated or unaffiliated dealers. See "Plan of Distribution (Conflicts of
Interest)" in the accompanying product supplement.
|
Issuer: JPMorgan Chase Financial Company LLC, an indirect,
wholly owned finance subsidiary of JPMorgan Chase & Co.
Guarantor: JPMorgan Chase & Co.
Reference Stock:The common stock of Tesla, Inc., par value
$0.001 per share (Bloomberg ticker: TSLA). We refer to Tesla,
Inc. as "Tesla".
Contingent Interest Payments: If the notes have not been
previously redeemed early and the closing price of one share
of the Reference Stock on any Review Date is greater than or
equal to the Interest Barrier, you will receive on the applicable
Interest Payment Date for each $1,000 principal amount note
a Contingent Interest Payment equal to $15.1667 (equivalent
to a Contingent Interest Rate of 18.20% per annum, payable at
a rate of 1.51667% per month).
If the closing price of one share of the Reference Stock on any
Review Date is less than the Interest Barrier, no Contingent
Interest Payment will be made with respect to that Review
Date.
Contingent Interest Rate: 18.20% per annum, payable at a
rate of 1.51667% per month
Interest Barrier: 70.00% of the Initial Value, which is $117.803
Trigger Value:60.00% of the Initial Value, which is $100.974
Pricing Date: April 26, 2024
Original Issue Date (Settlement Date): On or about May 1,
2024
Review Dates*: May 28, 2024, June 26, 2024, July 26, 2024,
August 26, 2024, September 26, 2024, October 28, 2024,
November 26, 2024, December 26, 2024, January 27, 2025,
February 26, 2025, March 26, 2025, April 28, 2025, May 27,
2025, June 26, 2025, July 28, 2025, August 26, 2025,
September 26, 2025 and October 27, 2025 (the "final Review
Date")
Interest Payment Dates*: May 31, 2024, July 1, 2024, July
31, 2024, August 29, 2024, October 1, 2024, October 31,
2024, December 2, 2024, December 31, 2024, January 30,
2025, March 3, 2025, March 31, 2025, May 1, 2025, May 30,
2025, July 1, 2025, July 31, 2025, August 29, 2025, October 1,
2025 and the Maturity Date
Maturity Date*: October 30, 2025
* 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 a Single Underlying - Notes
Linked to a Single Underlying (Other Than a Commodity Index)" and
"General Terms of Notes - Postponement of a Payment Date" in the
accompanying product supplement
|
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, second 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
is greater than or equal to the 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 redeemed early and the Final Value
is less than the Trigger Value, your payment at maturity per
$1,000 principal amount note will be calculated as follows:
$1,000 + ($1,000 × Stock Return)
If the notes have not been redeemed early and the Final Value
is less than the 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.
Stock Return:
(Final Value - Initial Value)
Initial Value
Initial Value:The closing price of one share of the Reference
Stock on the Pricing Date, which was $168.29
Final Value: The closing price of one share of the Reference
Stock on the final Review Date
Stock Adjustment Factor: The Stock Adjustment Factor is
referenced in determining the closing price of one share of the
Reference Stock and is set equal to 1.0 on the Pricing Date.
The Stock Adjustment Factor is subject to adjustment upon
the occurrence of certain corporate events affecting the
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.
|
PS-1 | Structured Investments
|
|
Callable Contingent Interest Notes Linked to the Common Stock of Tesla,
Inc.
|
PS-2 | Structured Investments
|
|
Callable Contingent Interest Notes Linked to the Common Stock of Tesla,
Inc.
|
Number of Contingent
Interest Payments
|
Total Contingent Interest
Payments
|
18
|
$273.0000
|
17
|
$257.8333
|
16
|
$242.6667
|
15
|
$227.5000
|
14
|
$212.3333
|
13
|
$197.1667
|
12
|
$182.0000
|
11
|
$166.8333
|
10
|
$151.6667
|
9
|
$136.5000
|
8
|
$121.3333
|
7
|
$106.1667
|
6
|
$91.0000
|
5
|
$75.8333
|
4
|
$60.6667
|
3
|
$45.5000
|
2
|
$30.3333
|
1
|
$15.1667
|
0
|
$0.0000
|
PS-3 | Structured Investments
|
|
Callable Contingent Interest Notes Linked to the Common Stock of Tesla,
Inc.
|
Date
|
Closing Price
|
Payment (per $1,000 principal amount note)
|
First Review Date
|
$95.00
|
$15.1667
|
Second Review Date
|
$85.00
|
$15.1667
|
Third through
Seventeenth Review
Dates
|
Less than Interest Barrier
|
$0
|
Final Review Date
|
$90.00
|
$1,015.1667
|
Total Payment
|
$1,045.50 (4.55% return)
|
Date
|
Closing Price
|
Payment (per $1,000 principal amount note)
|
First Review Date
|
$95.00
|
$15.1667
|
Second Review Date
|
$85.00
|
$15.1667
|
Third through
Seventeenth Review
Dates
|
Less than Interest Barrier
|
$0
|
Final Review Date
|
$60.00
|
$1,000.00
|
Total Payment
|
$1,030.3333 (3.03333% return)
|
Date
|
Closing Price
|
Payment (per $1,000 principal amount note)
|
First Review Date
|
$55.00
|
$0
|
Second Review Date
|
$50.00
|
$0
|
Third through
Seventeenth Review
Dates
|
Less than Interest Barrier
|
$0
|
Final Review Date
|
$40.00
|
$400.00
|
Total Payment
|
$400.00 (-60.00% return)
|
PS-4 | Structured Investments
|
|
Callable Contingent Interest Notes Linked to the Common Stock of Tesla,
Inc.
|
PS-5 | Structured Investments
|
|
Callable Contingent Interest Notes Linked to the Common Stock of Tesla,
Inc.
|
PS-6 | Structured Investments
|
|
Callable Contingent Interest Notes Linked to the Common Stock of Tesla,
Inc.
|
Historical Performance of Tesla, Inc. (Common Stock)
Source: Bloomberg
|
PS-7 | Structured Investments
|
|
Callable Contingent Interest Notes Linked to the Common Stock of Tesla,
Inc.
|
PS-8 | Structured Investments
|
|
Callable Contingent Interest Notes Linked to the Common Stock of Tesla,
Inc.
|
PS-9 | Structured Investments
|
|
Callable Contingent Interest Notes Linked to the Common Stock of Tesla,
Inc.
|
PS-10 | Structured Investments
|
|
Callable Contingent Interest Notes Linked to the Common Stock of Tesla,
Inc.
|