JPMorgan Chase & Co.
10/29/2024 | Press release | Distributed by Public on 10/29/2024 13:21
Primary Offering Prospectus - Form 424B2
October 25, 2024Registration Statement Nos.333-270004and 333-270004-01; Rule 424(b)(2)
Pricing supplement to product supplement no. 4-I dated April 13, 2023, underlyingsupplement no. 1-I dated April13, 2023, the prospectus and
prospectus supplement, eachdated April 13, 2023, andthe prospectus addendum dated June 3, 2024
JPMorganChase FinancialCompanyLLC
Structured Investments
$2,381,000
Auto Callable Contingent Interest Notes Linked to the Least
Performing of the S&P 500®Index, the Russell 2000® Index
and the Dow Jones Industrial Average® due April 30, 2026
Fully and Unconditionally Guaranteed by JPMorgan Chase & Co.
•The notes are designed for investors whoseeka Contingent Interest Payment with respect to each Quarterly Monitoring
Period during which, on each day,theclosing level of eachof the S&P 500® Index,the Russell 2000® Indexand the Dow
Jones Industrial Average®, which we refer to as theIndices, is greater than or equalto 75.00% of itsInitial Value, which
we refer to as an Interest Barrier.
•The noteswill be automatically called if the closing level of each Index onanyReview Date (other than the first and final
Review Dates) is greater than or equal to its Initial Value.
•The earliest date on whichan automatic call may be initiated is April 25, 2025.
•Investors should be willing to accept the riskof losing some or allof their principal and the risk that no Contingent Interest
Payment may be made with respect tosome or allQuarterly Monitoring Periods.
•Investors should also be willing to forgo fixed interest and dividend payments, in exchange for the opportunity to receive
Contingent Interest Payments.
•The notes areunsecured and unsubordinated obligations ofJPMorgan Chase Financial Company LLC, which we refer to
as JPMorgan Financial, the payment on which is fully and unconditionallyguaranteed 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 JPMorganChase & Co., as guarantor of the notes.
•Payments on the notes are not linkedto a basket composedof the Indices.Payments on the notesare linkedto the
performance of each of the Indices individually, as described below.
•Minimum denominations of $1,000 and integral multiplesthereof
•The notes priced on October 25, 2024 and are expectedtosettleon or about October 30, 2024.
•CUSIP: 48135UWX4
Investing in the notes involves a number of risks. See "Risk Factors"beginning on page S-2 of the accompanying
prospectus supplement, Annex A tothe accompanying prospectus addendum,"Risk Factors" beginning on page PS-11
of the accompanying product supplement and "Selected Risk Considerations" beginning on pagePS-7 of this pricing
supplement.
Neither the Securities and Exchange Commission (the "SEC") nor anystate securitiescommission has approved or disapproved
of the notes or passed upon the accuracyor the adequacy ofthis pricing supplementor theaccompanying product supplement,
underlying supplement, prospectus supplement, prospectus and prospectusaddendum.Any representation to thecontrary is a
criminal offense.
Price to Public (1)
Fees and Commissions (2)
Proceeds to Issuer
Per note
$1,000
-
$1,000
Total
$2,381,000
-
$2,381,000
(1)See"Supplemental Use ofProceeds"in this pricingsupplement for information aboutthe components of the priceto public of the
notes.
(2) Allsales ofthe notes will bemadeto certain fee-based advisory accounts for which an affiliated or unaffiliatedbroker-dealeris an
investment adviser. These broker-dealers will forgo any commissions relatedtothese sales.See"Plan of Distribution (Conflicts of
Interest)"in the accompanyingproduct supplement.
The estimated value of the notes, when the terms of thenotes were set,was $982.70per $1,000 principal amount note.
See"The Estimated Value of the Notes" inthis pricing supplement for additional information.
Thenotes are not bank deposits, are not insured by the Federal Deposit Insurance Corporation or any other governmentalagency
and are not obligations of, or guaranteedby, a bank.
PS-1| Structured Investments
Auto CallableContingentInterest Notes Linked tothe LeastPerforming of
the S&P 500®Index, the Russell2000®Index and the Dow Jones Industrial
Average®
Key Terms
Issuer:JPMorgan Chase Financial Company LLC, adirect,
wholly owned finance subsidiary of JPMorgan Chase & Co.
Guarantor: JPMorgan Chase & Co.
Indices:The S&P 500®Index (Bloombergticker: SPX), the
Russell 2000® Index (Bloomberg ticker: RTY) and the Dow
Jones Industrial Average® (Bloomberg ticker: INDU)
Contingent Interest Payments: If the notes have not been
automaticallycalled and the closing level of each Index on each
day during a QuarterlyMonitoring Period is greater than or
equal toitsInterest Barrier, you will receive on the applicable
Interest Payment Date for each $1,000 principal amount note a
Contingent Interest Payment equal to $31.75 (equivalent to a
Contingent Interest Rate of 12.70% per annum, payable at a
rate of3.175%per quarter).
If the closing level ofany Index onany day during a Quarterly
Monitoring Periodisless than its Interest Barrier, no Contingent
Interest Payment will be made with respect to that Quarterly
Monitoring Period.
Contingent InterestRate:12.70% per annum, payable at a
rate of 3.175%per quarter
Interest Barrier/ Trigger Value:With respect toeach Index,
75.00% of its Initial Value, which is 4,356.09 for the S&P 500®
Index, 1,655.99625 for the Russell 2000®Indexand 31,585.80
for the Dow Jones Industrial Average®
Pricing Date:October 25, 2024
Original Issue Date (Settlement Date):On or about October
30, 2024
Quarterly Monitoring Periods: The period from but excluding
the Pricing Date to and including the first Review Date, and
each successive period from but excluding a Review Date to
and including the next succeeding Review Date.
Review Dates*:January 27, 2025, April 25, 2025, July 25,
2025, October 27, 2025, January 26, 2026 and April 27, 2026
(final Review Date)
Interest Payment Dates*:January 30, 2025, April 30, 2025,
July 30, 2025, October 30, 2025, January 29, 2026 and the
Maturity Date
Maturity Date*:April 30, 2026
* Subjectto postponement in theevent of a market disruption event
and as describedunder"General Terms of Notes-Postponement
of a DeterminationDate - NotesLinked toMultipleUnderlyings"
and "General TermsofNotes-Postponement ofaPaymentDate"
in theaccompanyingproduct supplement
Automatic Call:
If the closing level of each Index on any Review Date (other
than the first and final Review Dates) isgreater than or equal to
its Initial Value, the notes will be automatically called for acash
payment, for each $1,000 principal amount note, equal to (a)
$1,000 plus(b) the Contingent Interest Payment, if any,
applicableto the Quarterly Monitoring Period endingonthat
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 beenautomatically called and (i) the Final
Value of each Index is greaterthan or equal to its Initial Value
or (ii) a Trigger Event has not occurred, 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 finalQuarterly Monitoring Period.
If the notes have not beenautomatically called and (i) the Final
Value of any Index is less than its Initial Value and (ii) a Trigger
Event has occurred, your payment at maturityper $1,000
principal amount note, in addition toany Contingent Interest
Payment, will be calculatedas follows:
$1,000 + ($1,000 ×Least Performing Index Return)
If the notes have not beenautomatically calledand (i) the Final
Value of any Index is less than its Initial Value and (ii) a Trigger
Event has occurred, you willlose some or all of your principal
amount at maturity.
Trigger Event:A Trigger Event occurs if, on any day duringthe
Trigger Monitoring Period, the closing level of any Index is less
than itsTrigger Value.
Trigger Monitoring Period: The periodfrom but excluding the
Pricing Date to and including the final Review Date
Least Performing Index:The Index with theLeast Performing
Index Return
Least Performing IndexReturn: The lowest of the Index
Returns of the Indices
Index Return:
With respect to eachIndex,
(Final Value-Initial Value)
Initial Value
Initial Value:With respect to eachIndex, the closing level of
that Index on the Pricing Date, which was5,808.12 for the S&P
500® Index, 2,207.995for theRussell2000® Index and
42,114.40for the Dow Jones Industrial Average®
Final Value: With respect toeach Index, the closing level of
that Index on the final Review Date
PS-2| Structured Investments
Auto CallableContingentInterest Notes Linked tothe LeastPerforming of
the S&P 500®Index, the Russell2000®Index and the Dow Jones Industrial
Average®
Supplemental Terms of the Notes
Any valuesof the Indices, and any values derived therefrom, included in this pricingsupplement may be corrected, in theevent of
manifest error or inconsistency, byamendment of this pricingsupplement andthe corresponding terms of the notes. Notwithstanding
anything to thecontraryin the indenture governing the notes, that amendment will becomeeffective without consent of the holders of
the notes or anyother party.
How the Notes Work
Payment in Connection with the First Quarterly Monitoring Period
Payments in Connectionwith QuarterlyMonitoring Periods (Other than the First and Final Quarterly Monitoring Periods)
Theclosinglevelof each Indexis greaterthan or
equal toits Interest Barrier on eachdayduringthe
first QuarterlyMonitoring Period.
Theclosinglevelof anyIndexis lessthan its Interest
Barrier onanydayduring the first QuarterlyMonitoring
Period.
First QuarterlyMonitoring Period
Compare the closinglevel of each Indexto its Interest Barrier on each dayduringthe first QuarterlyMonitoringPeriod.
You will receive a Contingent Interest Payment on the
first Interest Payment Date.
Proceedto thenext QuarterlyMonitoring Period.
No Contingent Interest Payment will be made with respectto
the first QuarterlyMonitoring Period.
Proceedto thenext QuarterlyMonitoring Period.
Initial
Value
No
Automatic
Call
The closing level of
each Index is greater
than or equal to its
Initial Value.
The closing level of any
Index is less than its
Initial Value.
Quarterly Monitoring Periods Preceding the Final Quarterly Monitoring Period
The closing level of each
Index is greater than or
equal to its Interest
Barrier on each day during
that Quarterly Monitoring
Period.
The closing level of any
Index is less than its
Interest Barrier on any
day during that Quarterly
Monitoring Period.
You will receive a Contingent Interest
Payment on the applicable Interest
Payment Date .
Proceed to the next Quarterly Monitoring
Period.
No Contingent Interest Payment will be
made with respect to the applicable
Quarterly Monitoring Period .
Proceed to the next Quarterly Monitoring
Period.
Compare the closing level of each Index to its Initial Value on each Review Date and to its Interest Barrier on each day during the
Quarterly Monitoring Period ending on that Review Date .
Review Dates Preceding
the Final Review Date
Automatic
Call
The closing level of each
Index is greater than or
equal to its Interest
Barrier on each day during
that Quarterly Monitoring
Period.
The closing level of any
Index is less than its
Interest Barrier on any
day during that Quarterly
Monitoring Period.
The notes will be automatically called on
the applicable Call Settlement Date and
you will receive (a) $1,000 plus (b) the
Contingent Interest Payment applicable to
that Quarterly Monitoring Period.
No further payments will be made on the
notes .
The notes will be automatically called on
the applicable Call Settlement Date and
you will receive $1,000.
No further payments will be made on the
notes.
PS-3| Structured Investments
Auto CallableContingentInterest Notes Linked tothe LeastPerforming of
the S&P 500®Index, the Russell2000®Index and the Dow Jones Industrial
Average®
Payment at MaturityIf the Notes Have Not Been Automatically Called
Total Contingent Interest Payments
The table below illustrates thehypothetical total Contingent Interest Payments per $1,000 principal amount note over the term of the
notesbasedon the Contingent Interest Rate of12.70%per annum, dependingon how many Contingent Interest Payments aremade
prior toautomatic callor maturity.
Number of Contingent
Interest Payments
Total Contingent Interest
Payments
6
$190.50
5
$158.75
4
$127.00
3
$95.25
2
$63.50
1
$31.75
0
$0.00
Prior tothe Final Review
Date
You will receive (a)$1,000plus (b) the
Contingent Interest Payment, if any,
applicable tothe final Quarterly
Monitoring Period.
Thenotes are not
automaticallycalled.
Proceedto maturity
Paymentat Maturity
TheFinal Valueof each Indexis greaterthan
orequal toits Initial Value or a Trigger Event
has not occurred
You will receive, in addition to any
Contingent Interest Payment:
$1,000 + ($1,000 × Least Performing
IndexReturn)
Under these circumstances, you will lose
some orall of your principal amount at
maturity.
TheFinal Valueof anyIndexis less than its
Initial Value anda Trigger Event has occurred.
Final ReviewDate
PS-4| Structured Investments
Auto CallableContingentInterest Notes Linked tothe LeastPerforming of
the S&P 500®Index, the Russell2000®Index and the Dow Jones Industrial
Average®
Hypothetical Payout Examples
The followingexamples illustratepayments on thenotes linked to three hypothetical Indices, assuming a range of performances for the
hypothetical Least Performing Index onthe Review Datesand during the Quarterly Monitoring Periods. Each hypothetical payment
set forth below assumes that the closing level of each Index that is not the Least Performing Index (i) on each Review Date is
greater than or equal to its Initial Value and (ii) on each day during each Quarterly Monitoring Period is greater than or equal
to its Interest Barrier.
In addition, the hypothetical paymentsset forth below assume the following:
•an Initial Value for the Least Performing Index of 100.00;
•an Interest Barrier and a Trigger Value for the Least Performing Indexof 75.00 (equal to75.00% of its hypotheticalInitial Value);
and
•a Contingent Interest Rate of 12.70%per annum.
The hypothetical Initial Value of the Least Performing Index of 100.00 has been chosen for illustrative purposes only and doesnot
represent the actual Initial Value of anyIndex. The actual Initial Value of each Indexis theclosing level of that Index on the Pricing
Date and is specified under "Key Terms-Initial Value" in this pricing supplement. For historical data regarding the actual closing
levels of each Index, please see the historical information set forth under "The Indices" in this pricingsupplement.
Each hypothetical payment set forthbelow is for illustrative purposesonly and maynot be the actual payment applicable to a purchaser
of the notes.The numbers appearing in the following exampleshave been rounded for ease of analysis.
Example1 - Notes are automatically called on the second Review Date.
Date
Closing Level of Least
Performing Index on
Review Date
Lowest Closing Level of Least
Performing Index During Quarterly
MonitoringPeriod
Payment (per $1,000 principalamount
note)
First Review Date
105.00
95.00
$31.75
Second Review Date
110.00
90.00
$1,031.75
Total Payment
$1,063.50(6.35% return)
Because the closing level of each Index on thesecond Review Date is greater than or equal toits Initial Value and the closing level of
the LeastPerforming Index on each day during the second QuarterlyMonitoring Period isgreater than or equal to its Interest Barrier,
the notes will be automaticallycalled for acash payment, for each $1,000 principal amount note, of $1,031.75 (or $1,000 plus the
Contingent Interest Payment applicable to thesecond Quarterly Monitoring Period), payable on the applicable Call Settlement Date.
The notes arenot automatically callable before thesecond Review Date, even though the closing level of each Index on the first
Review Date isgreater than its Initial Value. When added to the Contingent Interest Payment received with respect to the prior
Quarterly Monitoring Period, the total amount paid, for each$1,000 principal amount note, is $1,063.50. No further payments will be
made on the notes.
Example2 - Notes have NOT been automatically called, the Final Value of the LeastPerforming Index is greater than or equal
to its Initial Value, a Trigger Event has occurred and theclosing level of the Least Performing Index on each day during the
final Quarterly Monitoring Period is greater than or equal to its Interest Barrier.
Date
Closing Level of Least
Performing Index on
Review Date
Lowest Closing Level of Least
Performing Index During Quarterly
Monitoring Period
Payment (per $1,000 principalamount
note)
First Review Date
95.00
90.00
$31.75
Second Review Date
85.00
80.00
$31.75
Third throughFifth
Review Dates
Less than Interest
Barrier
Less than Interest Barrier
$0
Final Review Date
105.00
90.00
$1,031.75
Total Payment
$1,095.25(9.525% return)
Because the notes have not been automaticallycalled, the Final Value of the Least Performing Index isgreater than or equalto its
Initial Value and the closing levelof the Least Performing Index on each dayduring the final Quarterly Monitoring Period is greater than
or equal to its Interest Barrier, even though a Trigger Event has occurred, the payment at maturity, for each $1,000 principal amount
note, willbe $1,031.75 (or $1,000 plus the Contingent Interest Payment applicable to the final Quarterly Monitoring Period). When
added to the Contingent Interest Paymentsreceived with respect to the prior Quarterly Monitoring Periods, the total amount paid, for
each $1,000 principal amount note, is$1,095.25.
PS-5| Structured Investments
Auto CallableContingentInterest Notes Linked tothe LeastPerforming of
the S&P 500®Index, the Russell2000®Index and the Dow Jones Industrial
Average®
Example3 - Notes have NOT been automatically called, the Final Value of the LeastPerforming Index is greater than or equal
to its Initial Value, a Trigger Event has occurred and theclosing level of the Least Performing Index on at least one day during
the final QuarterlyMonitoring Period is less than its Interest Barrier.
Date
Closing Level of
Least Performing
Index on Review
Date
Lowest Closing Level of Least
Performing Index During
Quarterly Monitoring Period
Payment (per $1,000 principalamount note)
First Review Date
95.00
85.00
$31.75
Second Review Date
85.00
80.00
$31.75
Third throughFifth
Review Dates
Less than Interest
Barrier
Less than Interest Barrier
$0
Final Review Date
105.00
50.00
$1,000.00
Total Payment
$1,063.50(6.35% return)
Because the notes have not been automaticallycalled, the Final Value of the Least Performing Index isgreater than or equalto its
Initial Value and the closing levelof the Least Performing Index on at least one day during the final QuarterlyMonitoring Period isless
than its Interest Barrier,even though a Trigger Event has occurred, the payment at maturity, for each $1,000 principal amount note, will
be $1,000.00. When added to the Contingent Interest Payments received with respect to the prior Quarterly MonitoringPeriods, the
total amount paid, for each $1,000 principal amount note, is $1,063.50.
Example4 - Notes have NOT been automatically called, the Final Value of the LeastPerforming Index is less than its Initial
Value, a Trigger Event has NOT occurred and the closing level of the Least Performing Index on each day during the final
Quarterly Monitoring Periodis greater than or equal to its Interest Barrier.
Date
Closing Level of Least
Performing Index
Lowest Closing Level of Least
Performing Index During
Quarterly Monitoring Period
Payment (per $1,000 principalamount note)
First Review Date
95.00
90.00
$31.75
Second Review
Date
90.00
80.00
$31.75
Third throughFifth
Review Dates
Greater than Interest
Barrier but less than
Initial Value
Greater than Interest Barrier
$31.75
Final Review Date
80.00
75.00
$1,031.75
Total Payment
$1,190.50 (19.05% return)
Because the notes have not beenautomatically called, aTrigger Event has not occurred and the closinglevel of the Least Performing
Index oneach day during the final QuarterlyMonitoring Period isgreater than or equal to its Interest Barrier, even thoughthe Final
Value of the Least Performing Index is lessthan its Initial Value, the payment at maturity, for each $1,000 principal amount note, will be
$1,031.75(or $1,000 plusthe Contingent Interest Payment applicable to the final QuarterlyMonitoring Period). When added to the
Contingent Interest Paymentsreceived with respect to the prior QuarterlyMonitoring Periods, the total amount paid, for each $1,000
principal amount note, is $1,190.50.
PS-6| Structured Investments
Auto CallableContingentInterest Notes Linked tothe LeastPerforming of
the S&P 500®Index, the Russell2000®Index and the Dow Jones Industrial
Average®
Example5 - Notes have NOT been automatically called, the Final Value of the LeastPerforming Index is less than its Initial
Value, a Trigger Event has occurred and theclosing level of theLeastPerforming Index on each day during the final Quarterly
Monitoring Period is greater than or equal to its Interest Barrier.
Date
Closing Level of Least
Performing Index on
Review Date
Lowest Closing Level of
Least Performing Index
During Quarterly
Monitoring Period
Payment (per $1,000 principalamount
note)
First Review Date
40.00
30.00
$0
Second Review Date
45.00
40.00
$0
Third throughFifth
Review Dates
Less than Interest Barrier
Less than Interest Barrier
$0
Final Review Date
80.00
75.00
$831.75
Total Payment
$831.75(-16.825% return)
Because the notes have not been automaticallycalled, the Final Value of the Least Performing Index isless than itsInitial Value, a
Trigger Event has occurred, the closing level of the Least Performing Index on each day during the final QuarterlyMonitoring Period is
greater than or equal to its Interest Barrier and the Least Performing Index Return is-20.00%, the payment at maturity will be $831.75
per $1,000 principal amount note, calculatedas follows:
$1,000 + [$1,000 × (-20.00%)] + $31.75 = $831.75
Example6 - Notes have NOT been automatically called, the Final Value of the LeastPerforming Index is less than its Initial
Value, a Trigger Event has occurred and theclosing level of theLeastPerforming Index on at least one day during the final
Quarterly Monitoring Periodis less than its Interest Barrier.
Date
Closing Level of Least
Performing Index on
Review Date
Lowest Closing Level of Least
Performing Index During
Quarterly Monitoring Period
Payment (per $1,000 principalamount note)
First Review Date
50.00
30.00
$0
Second Review Date
45.00
40.00
$0
Third through Fifth
Review Dates
Less than Interest Barrier
Less than Interest Barrier
$0
Final Review Date
40.00
40.00
$400.00
Total Payment
$400.00 (-60.00% return)
Because the notes have not been automaticallycalled, the Final Value of the Least Performing Index isless than itsInitial Value, a
Trigger Event has occurred, the closing level of the Least Performing Index on at least one day during the final Quarterly Monitoring
Period isless than itsInterest Barrier and the Least Performing Index Return is-60.00%, the payment at maturity will be $400.00 per
$1,000 principal amount note, calculatedas follows:
$1,000 + [$1,000 × (-60.00%)] = $400.00
The hypothetical returns and hypothetical payments on thenotesshown above applyonlyif you hold thenotes for their entire term
or until automatically called.These hypotheticals do not reflect the fees or expenses that would be associated with any sale in the
secondarymarket.If these fees and expenses were included, thehypothetical returns and hypothetical payments shown above would
likelybe lower.
PS-7| Structured Investments
Auto CallableContingentInterest Notes Linked tothe LeastPerforming of
the S&P 500®Index, the Russell2000®Index and the Dow Jones Industrial
Average®
Selected Risk Considerations
An investment in the notesinvolves significant risks. These risks are explained in more detail in the "Risk Factors" sections of the
accompanying prospectus supplement and product supplement and in Annex A to the accompanying prospectus addendum.
Risks Relating to the Notes Generally
•YOUR INVESTMENT IN THE NOTES MAY RESULT IN A LOSS -
The notes donot guarantee any return of principal. Ifthenotes have not been automatically called and (i) the Final Value of any
Index is less than its Initial Value and (ii) a Trigger Event has occurred, you will lose 1% of the principal amount of yournotes for
every 1% that the Final Value of the Least Performing Indexis less than its Initial Value. Accordingly, under these circumstances,
you willlose some or all of your principal amount at maturity.
•THE NOTES DO NOT GUARANTEE THE PAYMENT OF INTEREST AND MAY NOT PAY ANY INTEREST AT ALL -
If the notes have not beenautomatically called, we willmake a Contingent Interest Payment with respect to a QuarterlyMonitoring
Period only if the closing level of each Index on each day during that Quarterly Monitoring Period isgreater than or equal to its
Interest Barrier.If the closing level of anyIndex on any dayduring a Quarterly Monitoring Period isless than itsInterest Barrier, no
Contingent Interest Paymentwill be made with respect to that QuarterlyMonitoring Period. Accordingly, if the closing level of any
Index onany day during each Quarterly Monitoring Period isless than its Interest Barrier, you will not receive anyinterest
payments over the term of thenotes.
•CREDIT RISKS OF JPMORGAN FINANCIAL AND JPMORGAN CHASE & CO. -
Investors are dependent on our and JPMorgan Chase & Co.'s ability to pay all amountsdue on the notes. Any actual or potential
change in our or JPMorgan Chase & Co.'s creditworthiness or credit spreads, as determined bythe market for taking that credit
risk, is likely to adversely affect thevalue of the notes. If we and JPMorgan Chase & Co. were todefault on our payment
obligations, you may not receive any amounts owed toyou under the notes and you could loseyour entire investment.
•AS A FINANCE SUBSIDIARY, JPMORGAN FINANCIAL HAS NO INDEPENDENT OPERATIONS AND HAS LIMITED ASSETS
-
As a finance subsidiary of JPMorgan Chase & Co., we have no independent operations beyond the issuance and administration of
our securities and thecollection of intercompany obligations. Aside from the initial capital contribution fromJPMorgan Chase &
Co., substantially all of our assets relate to obligations of JPMorgan Chase & Co. tomake payments under loansmade by us to
JPMorgan Chase & Co. or under other intercompany agreements.As a result, we are dependent upon payments from JPMorgan
Chase & Co. to meet our obligations under the notes. We are not a key operating subsidiary of JPMorgan Chase & Co. and in a
bankruptcy or resolution of JPMorgan Chase & Co. we are not expectedto havesufficient resources to meet our obligations in
respect of the notesas they come due. If JPMorgan Chase & Co. does not make payments tous and we are unable tomake
payments on the notes, you may have toseek payment under the related guarantee byJPMorgan Chase & Co., and that
guarantee will rank pari passuwith all other unsecured and unsubordinated obligations of JPMorgan Chase & Co.For more
information, see the accompanying prospectus addendum.
•THE OPPORTUNITY TO RECEIVE A CONTINGENT INTEREST PAYMENT WITH RESPECT TO ANY QUARTERLY
MONITORING PERIOD MAY TERMINATE ON ANY DAY DURING THAT QUARTERLY MONITORING PERIOD -
If the closing level ofany Index onany day during a Quarterly Monitoring Period is less than its Interest Barrier, no Contingent
Interest Payment will be made with respect to that QuarterlyMonitoring Period, even if theclosing level of each Index oneach of
the other days duringthat Quarterly Monitoring Period, including the related Review Date, is greater than or equal to its Interest
Barrier.
•THE APPRECIATION POTENTIAL OF THE NOTES IS LIMITED TO THE SUM OF ANY CONTINGENT INTEREST PAYMENTS
THAT MAY BE PAID OVER THE TERM OF THE NOTES,
regardless of any appreciationof any Index, which may besignificant. You will not participate in any appreciation of any Index.
•YOU ARE EXPOSED TO THE RISK OF DECLINE IN THE LEVEL OF EACH INDEX -
Payments on the notes are not linkedto a basket composed of the Indices and are contingent upon the performance of each
individual Index. Poor performance by any of the Indicesover the term of the notes may result in the notesnot being automatically
called on a Review Date, may negativelyaffect whether you will receive a Contingent Interest Payment on any Interest Payment
Date and your payment at maturityand willnot be offset or mitigated bypositive performance by any other Index.
PS-8| Structured Investments
Auto CallableContingentInterest Notes Linked tothe LeastPerforming of
the S&P 500®Index, the Russell2000®Index and the Dow Jones Industrial
Average®
•YOUR PAYMENT AT MATURITY WILL BE DETERMINED BY THE LEAST PERFORMING INDEX.
•THE BENEFIT PROVIDED BY THE TRIGGER VALUE MAY TERMINATE ON ANY DAY DURING THE TRIGGER MONITORING
PERIOD-
If, on any day duringthe Trigger Monitoring Period, the closing level of anyIndex is less than its Trigger Value (i.e., a Trigger Event
occurs) and the notes have not beenautomaticallycalled, the benefit provided by the Trigger Value will terminateandyou willbe
fully exposedto any depreciation of the Least Performing Index. You will be subject to thispotential loss of principal even if that
Index subsequently recoverssuch that the closing level of that Index isgreater than or equal to its Trigger Value.
•THE AUTOMATIC CALL FEATURE MAY FORCE A POTENTIAL EARLY EXIT -
If your notes are automaticallycalled, the term of the notes may be reduced to as short as approximatelysixmonthsand you will
not receive any Contingent Interest Payments after theapplicableCall Settlement Date. There is no guarantee that youwould be
able to reinvest the proceeds from an investment in the notes at a comparable return and/or with acomparable interest rate for a
similar levelof risk. Even in cases wherethenotes are calledbefore maturity, you are not entitled to any fees and commissions
described on the front cover of this pricing supplement.
•YOU WILL NOT RECEIVE DIVIDENDS ON THE SECURITIES INCLUDED IN ANY INDEX OR HAVE ANY RIGHTS WITH
RESPECT TO THOSE SECURITIES.
•THE RISK OF THE CLOSING LEVEL OF AN INDEX FALLING BELOW ITS INTEREST BARRIER OR TRIGGER VALUE IS
GREATER IF THE LEVEL OF THAT INDEX IS VOLATILE.
•LACK OF LIQUIDITY -
The notes will not belisted onany securities exchange. Accordingly, the price at whichyou may be able to trade your notes is
likelyto depend on the price, if any, at whichJ.P. Morgan Securities LLC, which we refer to asJPMS,is willing to buy the notes.
You may not be able to sellyour notes. Thenotes are not designed to be short-term trading instruments. Accordingly, you should
be able and willing to hold your notes tomaturity.
Risks Relating toConflicts of Interest
•POTENTIAL CONFLICTS -
We and our affiliates play a varietyof roles in connection with the notes. In performing these duties, our and JPMorganChase &
Co.'s economic interests are potentially adverse toyour interests as an investor in the notes. It is possible that hedgingor trading
activities of ours or our affiliates in connection with the notes could result in substantial returns for us or our affiliates while the
value of the notes declines. Please refer to "RiskFactors-Risks Relating to Conflicts of Interest" in the accompanying product
supplement.
Risks Relating to the Estimated Value and Secondary Market Prices of the Notes
•THE ESTIMATED VALUE OF THE NOTES IS LOWER THAN THE ORIGINAL ISSUE PRICE (PRICE TO PUBLIC) OF THE
NOTES -
The estimated value of the notes is only an estimate determined by reference to several factors. The originalissueprice of the
notes exceedsthe estimated value of the notes becausecosts associated withstructuring and hedging the notes are included in
the originalissue price of the notes. These costsinclude the projected profits, if any, that our affiliates expect to realize for
assuming risks inherent in hedgingour obligations under thenotes and the estimated cost of hedging our obligations under the
notes. See "The Estimated Value of the Notes"in this pricing supplement.
•THE ESTIMATED VALUE OF THE NOTES DOES NOT REPRESENT FUTURE VALUES OF THE NOTES AND MAY DIFFER
FROM OTHERS' ESTIMATES -
See"The Estimated Value of the Notes" in this pricingsupplement.
•THE ESTIMATED VALUE OF THE NOTES IS DERIVED BY REFERENCE TO AN INTERNAL FUNDING RATE -
The internal funding rate usedin the determination of the estimated value of the notes maydiffer from the market-implied funding
rate for vanilla fixed income instruments of a similar maturityissued byJPMorgan Chase & Co. or its affiliates. Anydifference may
be based on, amongother things, our and our affiliates' view of thefunding value of the notes as well as the higher issuance,
operational and ongoingliability management costs of the notes in comparisonto those costs for the conventional fixed income
instrumentsof JPMorgan Chase & Co. This internal funding rate is based on certain market inputs and assumptions, whichmay
PS-9| Structured Investments
Auto CallableContingentInterest Notes Linked tothe LeastPerforming of
the S&P 500®Index, the Russell2000®Index and the Dow Jones Industrial
Average®
prove to be incorrect, and is intended to approximate the prevailing market replacement funding rate for the notes.The use of an
internal funding rate and any potential changes tothat rate may havean adverse effect on the termsof the notes and any
secondarymarket prices of the notes. See "The Estimated Value of the Notes" in thispricing supplement.
•THE VALUE OF THE NOTES AS PUBLISHED BY JPMS (AND WHICH MAY BE REFLECTED ON CUSTOMER ACCOUNT
STATEMENTS) MAY BE HIGHER THAN THE THEN-CURRENT ESTIMATED VALUE OF THE NOTES FOR A LIMITED TIME
PERIOD -
We generally expect that some of the costs included in the original issue price of the notes will be partially paid back to you in
connection with any repurchases of your notes by JPMS in an amount that will decline to zero over an initial predetermined period.
See"SecondaryMarket Prices of the Notes"in this pricingsupplement for additional information relating to this initial period.
Accordingly, the estimated value of your notes during this initial period maybe lower than the value of the notesas published by
JPMS (and which may be shown on your customer account statements).
•SECONDARY MARKET PRICES OF THE NOTES WILL LIKELY BE LOWER THAN THE ORIGINAL ISSUE PRICE OF THE
NOTES -
Any secondarymarket prices of thenotes will likely be lower than theoriginal issue price of the notes because, among other
things, secondary market prices take intoaccount our internal secondary market funding rates for structured debt issuances and,
also, because secondary market prices may exclude projected hedging profits, if any, and estimated hedging costs that are
included in the original issue price of the notes.As a result, the price, if any, at which JPMS will be willing to buy thenotes from
you in secondarymarket transactions, if at all, is likely to be lower than the original issue price. Anysale by you prior to the
Maturity Date could result in a substantial loss to you.
•SECONDARY MARKET PRICES OF THE NOTES WILL BE IMPACTED BY MANY ECONOMIC AND MARKET FACTORS -
The secondarymarket price of the notes during their term will be impacted by a number of economic and market factors, which
mayeither offset or magnify eachother, aside fromthe projected hedging profits, if any, estimated hedgingcosts and thelevelsof
the Indices. Additionally, independent pricing vendors and/or third party broker-dealersmay publish a price for the notes,which
mayalso be reflected on customer account statements. This price may be different (higher or lower) than the price of thenotes, if
any, at which JPMS may be willing to purchase your notes inthe secondarymarket. See"RiskFactors-Risks Relating to the
Estimated Value and Secondary Market Prices of the Notes- Secondary market prices of the notes will be impacted bymany
economic and market factors"in the accompanying product supplement.
Risks Relating tothe Indices
•JPMORGAN CHASE & CO. IS CURRENTLY ONE OF THE COMPANIES THAT MAKE UP THE S&P 500®INDEX AND THE
DOW JONES INDUSTRIAL AVERAGE®,
but JPMorgan Chase & Co. will not have any obligation to consider your interests in takinganycorporate action that might affect
the level of the S&P 500®Indexor the Dow Jones IndustrialAverage®.
•AN INVESTMENT IN THE NOTES IS SUBJECT TO RISKS ASSOCIATED WITH SMALL CAPITALIZATION STOCKS WITH
RESPECT TO THE RUSSELL 2000®INDEX -
Small capitalization companies may be less able to withstand adverse economic, market, trade and competitive conditions relative
to larger companies.Smallcapitalization companies are less likely to paydividends ontheir stocks, and the presence of a
dividend payment could be a factor that limits downwardstock price pressure under adverse market conditions.
PS-10| Structured Investments
Auto CallableContingentInterest Notes Linked tothe LeastPerforming of
the S&P 500®Index, the Russell2000®Index and the Dow Jones Industrial
Average®
The Indices
The S&P 500® Index consistsof stocks of 500 companies selected to provide a performance benchmark for the U.S. equity markets.
For additional information about the S&P 500®Index, see "Equity Index Descriptions- The S&P U.S. Indices"in the accompanying
underlyingsupplement.
The Russell 2000® Index consistsof the middle 2,000 companies included in the Russell3000E™ Index and, as a result of the index
calculation methodology, consistsof the smallest 2,000 companies included in the Russell 3000® Index. The Russell2000® Index is
designed to track the performanceof the small capitalization segment of the U.S. equity market. For additional information about the
Russell 2000® Index, see"Equity Index Descriptions-The Russell Indices" in the accompanying underlying supplement.
The Dow Jones Industrial Average®consistsof 30 common stockschosen as representative of the broad market of U.S. industry. For
additional information about the Dow Jones Industrial Average®, see "Equity Index Descriptions-The Dow Jones Industrial Average®"
in the accompanying underlying supplement.
Historical Information
The following graphs set forth the historical performance of each Index based on the weekly historical closing levels fromJanuary 4,
2019 through October 25, 2024.The closing level of the S&P 500® Index on October 25, 2024 was5,808.12. The closing levelof the
Russell 2000® IndexonOctober 25, 2024 was2,207.995. The closinglevelof the Dow Jones Industrial Average® on October 25, 2024
was 42,114.40. Weobtained the closinglevels above and below from the Bloomberg Professional®service ("Bloomberg"), without
independent verification.
The historical closing levels of each Index should not be taken asan indication of future performance, and no assurance can begiven
as to the closing level ofany Index on any Review Date or any day during any Quarterly Monitoring Period or the Trigger Monitoring
Period. There can be no assurance that the performance of the Indices will result in the return of any of your principal amount or the
payment of anyinterest.
PS-11| Structured Investments
Auto CallableContingentInterest Notes Linked tothe LeastPerforming of
the S&P 500®Index, the Russell2000®Index and the Dow Jones Industrial
Average®
PS-12| Structured Investments
Auto CallableContingentInterest Notes Linked tothe LeastPerforming of
the S&P 500®Index, the Russell2000®Index and the Dow Jones Industrial
Average®
Tax Treatment
You should review carefully the section entitled "Material U.S. Federal IncomeTax Consequences" in the accompanying product
supplement no. 4-I. In determining our reporting responsibilities weintend to treat (i) the notes for U.S. federal income tax purposes as
prepaid forward contracts with associated contingent coupons and (ii) any Contingent Interest Payments as ordinary income, as
described in the section entitled "Material U.S. Federal Income Tax Consequences -TaxConsequences to U.S. Holders- Notes
Treated as Prepaid Forward Contracts with Associated Contingent Coupons" in the accompanying product supplement. Based on the
advice of Davis Polk & Wardwell LLP, our specialtax counsel, we believe that this is a reasonable treatment, but that thereare other
reasonable treatments that the IRS or acourt may adopt, in whichcase the timing and character of anyincome or loss on thenotes
could be materially affected. In addition, in 2007 Treasury and the IRS released a notice requesting comments on theU.S. federal
income taxtreatment of "prepaid forward contracts" and similar instruments. The notice focuses in particular on whether to require
investors in these instrumentsto accrue income over the term of their investment. It also asks for commentson a number of related
topics, including the character of income or loss with respect to these instruments and the relevance of factors such as thenature of the
underlying property to which the instruments are linked. While thenotice requests commentson appropriate transition rules and
effective dates, any Treasury regulations or other guidance promulgated after consideration of these issues could materially affect the
taxconsequences of an investment in the notes, possibly with retroactive effect. The discussions above and in the accompanying
product supplement do not address the consequences to taxpayerssubject tospecial tax accounting rules under Section451(b) of the
Code. You should consult your taxadviser regarding the U.S. federal income taxconsequencesof an investment in the notes, including
possible alternative treatments and the issues presented by the notice described above.
Non-U.S. Holders -Tax Considerations.The U.S. federal income tax treatment of Contingent Interest Payments isuncertain, and
although we believe it is reasonable to take a position that Contingent Interest Payments are not subject to U.S. withholding tax (at least
if an applicable Form W-8 is provided), it is expected that withholding agents will (and we, if we are the withholding agent, intend to)
withhold on any Contingent Interest Payment paid to a Non-U.S. Holder generally at a rate of 30% or at a reduced ratespecified by an
applicableincome tax treatyunder an "other income" or similar provision. We willnot be required to pay any additional amounts with
respect to amounts withheld. In order to claiman exemption from, or a reduction in, the 30% withholding tax, a Non-U.S. Holder of the
notes must comply with certification requirements to establish that it is not a U.S. person and iseligible for such an exemption or
reduction under an applicable tax treaty. If you area Non-U.S. Holder, you should consultyour taxadviser regarding the tax treatment
of the notes, including the possibility of obtaining a refund of any withholding tax and thecertification requirement described above.
Section 871(m) of the Code and Treasury regulations promulgated thereunder ("Section 871(m)") generally impose a 30% withholding
tax (unless an income tax treaty applies) on dividend equivalentspaid or deemedpaid to Non-U.S. Holders with respect to certain
financial instrumentslinked to U.S. equities or indices that include U.S. equities. Section 871(m) provides certain exceptions to this
withholding regime, including for instruments linked to certain broad-based indices that meet requirements set forth in theapplicable
Treasury regulations. Additionally, a recent IRS notice excludes fromthe scope of Section 871(m) instruments issued prior to January
1, 2027 that do not have a delta of one with respect to underlying securities that could payU.S.-source dividends for U.S. federal
income taxpurposes (each an "Underlying Security"). Based on certain determinationsmade by us, our special taxcounselis of the
opinion that Section 871(m) shouldnot apply to the notes with regard to Non-U.S. Holders.Our determination is not binding on the
IRS, and the IRS may disagree with this determination.Section 871(m) is complex and itsapplication may depend on your particular
circumstances, including whether you enter intoother transactions with respect to an Underlying Security. Youshould consult your tax
adviser regarding the potential application of Section 871(m) to thenotes.
In the event of any withholding on the notes, we will not be required to payany additional amounts with respect to amounts so withheld.
The Estimated Value of the Notes
The estimated value of the notes set forth on the cover of this pricing supplement isequal to thesum of the values of the following
hypothetical components: (1) a fixed-income debt component withthesame maturityas the notes, valued using the internal funding
rate described below, and (2) the derivative or derivatives underlying the economic terms of the notes. The estimated valueof the
notes does not represent a minimum price at which JPMS wouldbe willing to buy your notes in any secondarymarket (if anyexists) at
any time. The internal funding rate used in the determination of the estimated value of the notes may differ from the market-implied
funding rate for vanilla fixed income instrumentsof asimilar maturityissued by JPMorganChase & Co. orits affiliates. Any difference
maybe based on, among other things, our and our affiliates'view of the funding value of the notes as well as the higher issuance,
operational and ongoingliability management costs of the notes in comparisonto those costs for the conventional fixed income
instrumentsof JPMorgan Chase & Co. This internal funding rate is based on certain market inputs and assumptions, whichmayprove
to be incorrect, and is intended to approximatethe prevailing market replacement fundingrate for the notes. The use of an internal
funding rate and any potential changes to that rate may have an adverse effect on the terms of the notes and any secondary market
prices of the notes. For additional information, see"Selected Risk Considerations - Risks Relating to the Estimated Value and
PS-13| Structured Investments
Auto CallableContingentInterest Notes Linked tothe LeastPerforming of
the S&P 500®Index, the Russell2000®Index and the Dow Jones Industrial
Average®
Secondary Market Prices of the Notes-The Estimated Value of the NotesIsDerived byReference to anInternal Funding Rate" in this
pricing supplement.
The value of thederivative or derivatives underlying the economic terms of thenotes is derived from internal pricing modelsof our
affiliates.These models are dependent on inputssuch as the traded market prices of comparable derivative instrumentsand on
various other inputs, some of which are market-observable, and which can includevolatility, dividend rates, interest rates and other
factors, as well as assumptions about future market events and/or environments.Accordingly, theestimated value of thenotes is
determined when the termsof the notes are set based on market conditions and other relevant factors and assumptions existing at that
time.
Theestimated value of the notesdoes not represent future values of the notes andmay differ from others' estimates. Different pricing
modelsand assumptions could provide valuations forthenotes that are greater than or less thanthe estimated value of the notes.In
addition, market conditions and other relevant factors in the futuremay change, and any assumptions may prove to be incorrect.On
future dates, the value of the notescouldchange significantly based on, among other things, changes in market conditions, our or
JPMorgan Chase & Co.'s creditworthiness, interest rate movements and other relevant factors, which may impact the price, if any, at
whichJPMS would be willing to buy notesfromyou in secondary market transactions.
The estimated value of the notes is lowerthan the original issue price of the notesbecause costs associatedwith structuring and
hedging the notes are included in the originalissue price of the notes.These costsincludethe projected profits, if any, that our
affiliates expect to realize for assuming risks inherent in hedging our obligationsunder the notesand the estimated cost ofhedging our
obligations under the notes.Because hedging our obligations entails risk and may be influenced by market forces beyond our control,
thishedging may result in a profit that is more or less than expected, or it may result in a loss. A portion of theprofits, if any,realizedin
hedging our obligations under the notes may be allowed to other affiliated or unaffiliated dealers, and we or one or moreof our affiliates
will retain any remaining hedging profits.See "Selected Risk Considerations- Risks Relating to the Estimated Value and Secondary
Market Prices of the Notes-The Estimated Value of the Notes Is Lower Than the Original Issue Price (Price to Public) of the Notes"in
thispricing supplement.
Secondary Market Prices of the Notes
For information about factors that will impact any secondarymarket prices of the notes, see "Risk Factors- Risks Relating to the
Estimated Value and Secondary Market Prices of the Notes-Secondary market prices of the notes will be impactedby many
economic andmarket factors"in the accompanying product supplement.In addition, we generally expect that some of the costs
included in the original issue price of the notes will be partially paid back toyou in connection with any repurchases of your notes by
JPMS in an amount that will decline to zero over an initial predetermined period.These costs can include projected hedging profits, if
any, and, in some circumstances, estimated hedging costsand our internal secondary market funding ratesfor structured debt
issuances.Thisinitial predetermined time period is intended to betheshorter of sixmonths and one-half of the stated term of the
notes.The length of any such initial period reflectsthe structure of the notes, whether our affiliates expect to earn a profit in connection
with our hedging activities, the estimated costs of hedging the notes and when these costsare incurred, as determined byour affiliates.
See"Selected Risk Considerations- Risks Relating to the Estimated Value and Secondary Market Prices of the Notes-The Value
of the Notes as Published byJPMS (and Which May Be Reflected on Customer Account Statements) May Be Higher Thanthe Then-
Current Estimated Value of the Notes for a Limited Time Period" in thispricing supplement.
Supplemental Use of Proceeds
The notes areoffered to meet investor demand for products that reflect the risk-return profile and market exposure provided by the
notes.See "How the Notes Work"and"Hypothetical Payout Examples" inthis pricing supplement for an illustration of therisk-return
profile of the notes and"The Indices"in thispricing supplement for a description of the market exposure provided by the notes.
The originalissue price of the notes is equal to the estimated value of the notes plus (minus) the projected profits (losses) that our
affiliates expect to realize for assuming risks inherent in hedging our obligationsunder the notes, plus the estimated costof hedging our
obligations under the notes.
Validity of the Notes and the Guarantee
In the opinion of Davis Polk & Wardwell LLP, as specialproducts counsel to JPMorgan Financial andJPMorgan Chase & Co., when the
notesoffered by this pricing supplement have been issued by JPMorgan Financialpursuant to the indenture, the trustee and/or paying
agent has made, in accordance with the instructions fromJPMorgan Financial, the appropriate entries or notations in its records relating
to the master global note that represents suchnotes(the "master note"), and such notes have beendelivered against payment as
contemplated herein, such noteswill be valid and binding obligations of JPMorgan Financial and the related guaranteewill constitute a
valid and binding obligation of JPMorgan Chase & Co., enforceable in accordance with their terms, subject to applicable bankruptcy,
insolvency and similar laws affecting creditors' rights generally, concepts of reasonableness and equitable principles of general
PS-14| Structured Investments
Auto CallableContingentInterest Notes Linked tothe LeastPerforming of
the S&P 500®Index, the Russell2000®Index and the Dow Jones Industrial
Average®
applicability (including, without limitation, conceptsof good faith, fair dealingand the lack ofbad faith),providedthat such counsel
expresses no opinionas to (i) the effect of fraudulent conveyance, fraudulent transfer or similar provision of applicable law on the
conclusionsexpressed above or (ii) any provision of the indenture that purports to avoid the effect of fraudulent conveyance, fraudulent
transfer or similar provision of applicablelaw by limiting the amount of JPMorgan Chase & Co.'sobligation under the related guarantee.
Thisopinion is given as of the date hereof and is limited to the laws of the State of New York, the General CorporationLaw of the State
of Delaware and the Delaware Limited Liability Company Act. In addition, this opinion is subject to customary assumptions about the
trustee's authorization, execution and deliveryof the indenture and its authentication of themaster note and thevalidity, binding nature
and enforceabilityof the indenture withrespect to the trustee, all asstated in the letter of such counsel dated February 24, 2023, which
was filed as an exhibit to the Registration Statement on Form S-3 by JPMorgan Financial and JPMorgan Chase & Co. on February 24,
2023.
Additional Terms Specific to the Notes
You should read this pricing supplement together with theaccompanying prospectus, as supplemented bythe accompanying
prospectus supplement relating to our Series A medium-term notes of which these notes are a part,the accompanyingprospectus
addendum and the more detailed information contained in the accompanying product supplement and the accompanying underlying
supplement. This pricing supplement, together with the documents listed below, contains the terms of the notesand supersedes all
other prior or contemporaneous oral statements as well as any other written materialsincludingpreliminary or indicative pricing terms,
correspondence, trade ideas,structures for implementation, sample structures, fact sheets, brochures or other educational materialsof
ours.You should carefully consider, among other things, the matters set forth in the "RiskFactors" sections of the accompanying
prospectus supplement and the accompanying product supplementand in Annex A to the accompanying prospectusaddendum, as the
notes involve risksnot associated with conventional debt securities. We urge you to consult your investment,legal, tax, accounting and
other advisers before you invest in the notes.
You may access these documentson the SEC website at www.sec.gov asfollows (or if such address has changed, by reviewing our
filings for the relevant dateonthe SEC website):
•Product supplement no. 4-I dated April 13, 2023:
•Underlying supplement no. 1-Idated April 13, 2023:
•Prospectus supplement and prospectus, each dated April 13, 2023:
•Prospectus addendum datedJune 3, 2024:
Our Central Index Key, or CIK, on the SEC website is 1665650, and JPMorgan Chase & Co.'s CIK is 19617. As used in thispricing
supplement, "we," "us" and "our" refer to JPMorgan Financial.