Form FWP - Filing under Securities Act Rules 163/433 of free writing prospectuses
27 Décembre 2024 - 10:01PM
Edgar (US Regulatory)
JPMorgan Chase Financial Company LLC
Free Writing Prospectus Filed Pursuant to
Rule 433
Registration Statement Nos. 333-270004 and
333-270004-01
Dated December 27, 2024
15m
RTY PLUS
This document provides a summary of the terms of the PLUS.
Investors must carefully review the accompanying preliminary pricing supplement referenced below, product supplement, underlying supplement,
prospectus supplement, prospectus and prospectus addendum and the “Risk Considerations” on the following page, prior to making
an investment decision.
| SUMMARY TERMS |
| Issuer: |
JPMorgan Chase Financial Company LLC (“JPMorgan Financial”) |
| Guarantor: |
JPMorgan Chase & Co. |
| Underlying index: |
Russell 2000® Index (Bloomberg ticker: RTY Index) |
| Payment at maturity: |
If the final index value is greater than the initial index value,
for each $1,000 stated principal amount PLUS,
$1,000 + leveraged upside payment
In no event will the payment at maturity exceed the maximum payment
at maturity.
If the final index value is less than or equal to the initial
index value, for each $1,000 stated principal amount PLUS,
$1,000 × index performance factor
This amount will be less than or equal to the stated principal amount
of $1,000 per PLUS. |
| Leveraged upside payment: |
$1,000 × leverage factor × index percent increase |
| Index percent increase: |
(final index value – initial index value) / initial index value |
| Initial index value: |
The closing level of the underlying index on the pricing date |
| Final index value: |
The closing level of the underlying index on the valuation date |
| Leverage factor: |
300% |
| Index performance factor: |
final index value / initial index value |
| Maximum payment at maturity: |
At least $1,202.50 (at least 120.25% of the stated principal amount) per PLUS |
| Stated principal amount: |
$1,000 per PLUS |
| Issue price: |
$1,000 per PLUS |
| Pricing date: |
Expected to be January 17, 2025 |
| Original issue date (settlement date): |
3 business days after the pricing date |
| Valuation date†: |
April 30, 2026 |
| Maturity date†: |
May 5, 2026 |
| CUSIP / ISIN: |
48135WQN9 / US48135WQN91 |
| Preliminary pricing supplement: |
http://www.sec.gov/Archives/edgar/data/
19617/000121390024113020/ea0226197-01_424b2.htm |
†Subject to postponement
The estimated value of the PLUS on the pricing date will be provided
in the pricing supplement and will not be less than $950.00 per $1,000 stated principal amount PLUS. For information about the estimated
value of the PLUS, which likely will be lower than the price you paid for the PLUS, please see the hyperlink above.
Any payment on the PLUS is subject to the credit risk of JPMorgan Financial,
as issuer of the PLUS, and the credit risk of JPMorgan Chase & Co., as guarantor of the PLUS.
| PLUS Payoff Diagram* |
 |
*The actual maximum payment at maturity will be provided in the
pricing supplement and will not be less than $1,202.50 per PLUS.
| Change in Underlying Index |
Return on the PLUS* |
| 50.00% |
20.25% |
| 40.00% |
20.25% |
| 30.00% |
20.25% |
| 20.00% |
20.25% |
| 10.00% |
20.25% |
| 6.75% |
20.25% |
| 5.00% |
15.00% |
| 1.00% |
3.00% |
| 0.00% |
0.00% |
| -10.00% |
-10.00% |
| -20.00% |
-20.00% |
| -30.00% |
-30.00% |
| -40.00% |
-40.00% |
| -50.00% |
-50.00% |
| -60.00% |
-60.00% |
| -80.00% |
-80.00% |
| -100.00% |
-100.00% |
| *Assumes a maximum payment at maturity of 120.25% of the stated principal amount |
JPMorgan Chase Financial Company LLC
15m
RTY PLUS
Underlying Index
For more information about the underlying
index, including historical performance information, see the accompanying preliminary pricing supplement.
Risk Considerations
The risks identified below are not exhaustive. Please see “Risk
Factors” in the accompanying prospectus supplement, product supplement and preliminary pricing supplement and Annex A to the accompanying
prospectus addendum for additional information.
Risks Relating to the PLUS
Generally
| § | The PLUS do not pay interest or guarantee the return of any principal and your investment in the PLUS
may result in a loss. |
| § | The appreciation potential of the PLUS is limited by the maximum payment at maturity. |
| § | The PLUS are subject to the credit risks of JPMorgan Financial and JPMorgan Chase & Co.,
and any actual or anticipated changes to our or JPMorgan Chase & Co.’s credit ratings or credit spreads may adversely
affect the market value of the PLUS. |
| § | As a finance subsidiary, JPMorgan Financial has no independent operations and has limited assets. |
| § | Secondary trading may be limited. |
| § | The final terms and estimated valuation of the PLUS will be provided in the pricing supplement. |
| § | The tax consequences of an investment in the PLUS are uncertain. |
Risks Relating to Conflicts
of Interest
| § | Economic interests of the issuer, the guarantor, the calculation agent, the agent of the offering of
the PLUS and other affiliates of the issuer may be different from those of investors. |
| § | Hedging and trading activities by the issuer and its affiliates could potentially affect the value of
the PLUS. |
Risks Relating to the Estimated
Value and Secondary Market Prices of the PLUS
| § | The estimated value of the PLUS will be lower than the original issue price (price to public) of the
PLUS. |
| § | The estimated value of the PLUS does not represent future values of the PLUS and may differ from others’
estimates. |
| § | The estimated value of the PLUS is derived
by reference to an internal funding rate. |
| § | The value of the PLUS as published by
J.P. Morgan Securities LLC (and which may be reflected on customer account statements) may be higher than the then-current estimated value
of the PLUS for a limited time period. |
| § | Secondary market prices of the PLUS will likely be lower than the original issue price of the PLUS.
|
| § | Secondary market prices of the PLUS will
be impacted by many economic and market factors. |
Risks Relating to the Underlying
Index
| § | Investing in the PLUS is not equivalent
to investing in the underlying index. |
| § | Adjustments to the underlying index could
adversely affect the value of the PLUS. |
| § | The PLUS are subject to risks associated
with small capitalization stocks. |
| § | Governmental legislative and regulatory actions, including sanctions, could adversely affect your investment
in the PLUS. |
Tax Considerations
You should review carefully the discussion in the accompanying preliminary
pricing supplement under “Additional Information about the PLUS — Tax considerations” concerning the U.S. federal income
tax consequences of an investment in the PLUS, and you should consult your tax adviser.
SEC Legend: JPMorgan Chase Financial
Company LLC and JPMorgan Chase & Co. have filed a registration statement (including a prospectus) with the SEC for any offerings
to which these materials relate. Before you invest, you should read the prospectus in that registration statement and the other documents
relating to this offering that JPMorgan Chase Financial Company LLC and JPMorgan Chase & Co. has filed with the SEC for
more complete information about JPMorgan Chase Financial Company LLC and JPMorgan Chase & Co. and this offering. You may
get these documents without cost by visiting EDGAR on the SEC web site at www.sec.gov. Alternatively, JPMorgan Chase Financial Company
LLC and JPMorgan Chase & Co., any agent or any dealer participating in the this offering will arrange to send you the prospectus
and each prospectus supplement as well as any product supplement, underlying supplement and preliminary pricing supplement if you so request
by calling toll-free 1-866-535-9248.
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