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JPMorgan Chase & Co.

08/25/2026 | Press release | Distributed by Public on 08/25/2026 04:02

Primary Offering Prospectus (Form 424B2)

The information in this preliminary pricing supplement is not complete and may be changed. This preliminary pricing supplement is not

an offer to sell nor does it seek an offer to buy these securities in any jurisdiction where the offer or sale is not permitted.

Subject to completion dated August 24, 2026

August , 2026 Registration Statement Nos. 333-293684 and 333-293684-01; Rule 424(b)(2)

Pricing supplement to product supplement no. 3-I dated April 17, 2026 and the prospectus and prospectus supplement, each dated April 17, 2026

JPMorgan Chase Financial Company LLC

Structured Investments

Contingent Interest Notes Linked to the Common Stock of

Micron Technology, Inc. due August 30, 2029

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 50.00% of the Initial Value, which

we refer to as the Interest Barrier.

• If the closing price of one share of the Reference Stock is greater than or equal to the Interest Barrier on any Review

Date, investors will receive, in addition to the Contingent Interest Payment with respect to that Review Date, any

previously unpaid Contingent Interest Payments for prior Review Dates.

• Investors should be willing to accept the risk of losing up to 50.00% 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 are expected to price on or about August 27, 2026 and are expected to settle on or about September 1, 2026.

• CUSIP: 46661M2A1

Investing in the notes involves a number of risks. See "Risk Factors" beginning on page S-2 of the accompanying

prospectus supplement, "Risk Factors" beginning on page PS-12 of the accompanying product supplement and

"Selected Risk Considerations" beginning on page PS-5 of this pricing supplement.

Neither the Securities and Exchange Commission (the "SEC") nor any state securities commission has approved or disapproved

of the notes or passed upon the accuracy or the adequacy of this pricing supplement or the accompanying product supplement,

prospectus supplement and prospectus. Any representation to the contrary is a criminal offense.

Price to Public (1)

Fees and Commissions (2)

Proceeds to Issuer

Per note

$1,000

Total

(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 it receives from us to other affiliated or unaffiliated dealers. In no event will these selling commissions exceed $6.00 per

$1,000 principal amount note. See "Plan of Distribution (Conflicts of Interest)" in the accompanying product supplement.

If the notes priced today, the estimated value of the notes would be approximately $980.00 per $1,000 principal amount

note. The estimated value of the notes, when the terms of the notes are set, will be provided in the pricing supplement

and will not be less than $950.00 per $1,000 principal amount note. See "The Estimated Value of the Notes" in this

pricing supplement for additional information.

The notes are not bank deposits, are not insured by the Federal Deposit Insurance Corporation or any other governmental agency

and are not obligations of, or guaranteed by, a bank.

PS-1 | Structured Investments

Contingent Interest Notes Linked to the Common Stock of Micron

Technology, Inc.

Key Terms

Issuer: JPMorgan Chase Financial Company LLC, a direct,

wholly owned finance subsidiary of JPMorgan Chase & Co.

Guarantor: JPMorgan Chase & Co.

Reference Stock: The common stock of Micron Technology,

Inc., par value $0.10 per share (Bloomberg ticker: MU). We

refer to Micron Technology, Inc. as "Micron."

Contingent Interest Payments: If 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 at least

$8.3333 (equivalent to a Contingent Interest Rate of at least

10.00% per annum, payable at a rate of at least 0.83333% per

month) (to be provided in the pricing supplement), plus any

previously unpaid Contingent Interest Payments for any prior

Review Dates.

If the Contingent Interest Payment is not paid on any Interest

Payment Date, that unpaid Contingent Interest Payment will be

paid on a later Interest Payment Date if the closing price of one

share of the Reference Stock on the Review Date related to that

later Interest Payment Date is greater than or equal to the

Interest Barrier. You will not receive any unpaid Contingent

Interest Payments if the closing price of one share of the

Reference Stock on each subsequent Review Date is less than

the Interest Barrier.

Contingent Interest Rate: At least 10.00% per annum, payable

at a rate of at least 0.83333% per month (to be provided in the

pricing supplement)

Interest Barrier / Buffer Threshold: 50.00% of the Initial Value

Buffer Amount: 50.00%

Pricing Date: On or about August 27, 2026

Original Issue Date (Settlement Date): On or about

September 1, 2026

Review Dates*: September 28, 2026, October 27, 2026,

November 27, 2026, December 28, 2026, January 27, 2027,

March 1, 2027, March 29, 2027, April 27, 2027, May 27, 2027,

June 28, 2027, July 27, 2027, August 27, 2027, September 27,

2027, October 27, 2027, November 29, 2027, December 27,

2027, January 27, 2028, February 28, 2028, March 27, 2028,

April 27, 2028, May 30, 2028, June 27, 2028, July 27, 2028,

August 28, 2028, September 27, 2028, October 27, 2028,

November 27, 2028, December 27, 2028, January 29, 2029,

February 27, 2029, March 27, 2029, April 27, 2029, May 29,

2029, June 27, 2029, July 27, 2029 and August 27, 2029 (final

Review Date)

Interest Payment Dates*: October 1, 2026, October 30, 2026,

December 2, 2026, December 31, 2026, February 1, 2027,

March 4, 2027, April 1, 2027, April 30, 2027, June 2, 2027, July

1, 2027, July 30, 2027, September 1, 2027, September 30,

2027, November 1, 2027, December 2, 2027, December 30,

2027, February 1, 2028, March 2, 2028, March 30, 2028, May

2, 2028, June 2, 2028, June 30, 2028, August 1, 2028, August

31, 2028, October 2, 2028, November 1, 2028, November 30,

2028, January 2, 2029, February 1, 2029, March 2, 2029, April

2, 2029, May 2, 2029, June 1, 2029, July 2, 2029, August 1,

2029 and the Maturity Date

Maturity Date*: August 30, 2029

Payment at Maturity:

If the Final Value is greater than or equal to the Buffer

Threshold, 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 applicable to the final Review Date

plus (c) any previously unpaid Contingent Interest Payments for

any prior Review Dates.

If the Final Value is less than the Buffer Threshold, your

payment at maturity per $1,000 principal amount note will be

calculated as follows:

$1,000 + [$1,000 × (Stock Return + Buffer Amount)]

If the Final Value is less than the Buffer Threshold, you will lose

some or most 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

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.

* 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 or early acceleration in the event of

an acceleration event as described under "General Terms of Notes -

Consequences of an Acceleration Event" in the accompanying product

supplement and "Selected Risk Considerations - Risks Relating to the

Notes Generally - We May Accelerate Your Notes If an Acceleration

Event Occurs" in this pricing supplement

PS-2 | Structured Investments

Contingent Interest Notes Linked to the Common Stock of Micron

Technology, Inc.

How the Notes Work

Payments in Connection with Review Dates Preceding the Final Review Date

Payment at Maturity

The closing price of one share of the Reference Stock

is greater than or equal to the Interest Barrier.

The closing price of one share of the Reference Stock

is less than the Interest Barrier.

Review Dates Preceding the Final Review Date

Compare the closing price of one share of the Reference Stock to the Interest Barrier on each Review Date.

You will receive, on the

applicable Interest Payment Date, (a) a Contingent Interest Payment plus

(b) any previously unpaid Contingent Interest Payments for any prior

Review Dates.

Proceed to the next Review Date.

No Contingent Interest Payment will be made with respect to

the applicable Review Date.

Proceed to the next Review Date.

You will receive (a) $1,000 plus (b)

the Contingent Interest Payment

applicable to the final Review Date

plus (c) any previously unpaid

Contingent Interest Payments for

any prior Review Dates.

Final Review Date Payment at Maturity

The Final Value is greater than or equal to the Buffer Threshold.

You will receive:

$1,000 + [$1,000 ×(Stock Return +

Buffer Amount)]

Under these circumstances, you will

lose some or most of your principal

amount at maturity.

The Final Value is less than the Buffer Threshold.

PS-3 | Structured Investments

Contingent Interest Notes Linked to the Common Stock of Micron

Technology, Inc.

Total Contingent Interest Payments

The table below illustrates the hypothetical total Contingent Interest Payments per $1,000 principal amount note over the term of the

notes based on a hypothetical Contingent Interest Rate of 10.00% per annum, depending on how many Contingent Interest Payments

are made prior to maturity. The actual Contingent Interest Rate will be provided in the pricing supplement and will be at least 10.00%

per annum (payable at a rate of at least 0.83333% per month).

Number of Contingent

Interest Payments

Total Contingent Interest

Payments

$300.0000

$291.6667

$283.3333

$275.0000

$266.6667

$258.3333

$250.0000

$241.6667

$233.3333

$225.0000

$216.6667

$208.3333

$200.0000

$191.6667

$183.3333

$175.0000

$166.6667

$158.3333

$150.0000

$141.6667

$133.3333

$125.0000

$116.6667

$108.3333

$100.0000

$91.6667

$83.3333

$75.0000

$66.6667

$58.3333

$50.0000

$41.6667

$33.3333

$25.0000

$16.6667

$8.3333

$0.0000

PS-4 | Structured Investments

Contingent Interest Notes Linked to the Common Stock of Micron

Technology, Inc.

Hypothetical Payout Examples

The following examples illustrate payments on the notes linked to a hypothetical Reference Stock, assuming a range of performances

for the hypothetical Reference Stock on the Review Dates. The hypothetical payments set forth below assume the following:

• an Initial Value of $100.00;

• an Interest Barrier and a Buffer Threshold of $50.00 (equal to 50.00% of the hypothetical Initial Value); and

• a Contingent Interest Rate of 10.00% per annum.

The hypothetical Initial Value of $100.00 has been chosen for illustrative purposes only and may not represent a likely actual Initial

Value. The actual Initial Value will be the closing price of one share of the Reference Stock on the Pricing Date and will be provided in

the pricing supplement. For historical data regarding the actual closing prices of one share of the Reference Stock, please see the

historical information set forth under "The Reference Stock" in this pricing supplement.

Each hypothetical payment set forth below is for illustrative purposes only and may not be the actual payment applicable to a purchaser

of the notes. The numbers appearing in the following examples have been rounded for ease of analysis.

Example 1 - The Final Value is greater than or equal to the Buffer Threshold.

Date

Closing Price

Payment (per $1,000 principal amount note)

First Review Date

$95.00

$8.3333

Second Review Date

$40.00

$8.3333

Third through Thirty-Fifth

Review Dates

Less than Interest Barrier

Final Review Date

$90.00

$1,283.3333

Total Payment

$1,300.00 (30.00% return)

Because the Final Value is greater than or equal to the Buffer Threshold, the payment at maturity, for each $1,000 principal amount

note, will be $1,283.3333 (or $1,000 plus the Contingent Interest Payment applicable to the final Review Date plus the unpaid

Contingent Interest Payments for any prior Review Dates). When added to the Contingent Interest Payments received with respect to

the prior Review Dates, the total amount paid, for each $1,000 principal amount note, is $1,300.00.

Example 2 - The Final Value is less than the Buffer Threshold.

Date

Closing Price

Payment (per $1,000 principal amount note)

First Review Date

$40.00

Second Review Date

$45.00

Third through Thirty-Fifth

Review Dates

Less than Interest Barrier

Final Review Date

$30.00

$800.00

Total Payment

$800.00 (-20.00% return)

Because the Final Value is less than the Buffer Threshold and the Stock Return is -70.00%, the payment at maturity will be $800.00 per

$1,000 principal amount note, calculated as follows:

$1,000 + [$1,000 × (-70.00% + 50.00%)] = $800.00

The hypothetical returns and hypothetical payments on the notes shown above apply only if you hold the notes for their entire term.

These hypotheticals do not reflect the fees or expenses that would be associated with any sale in the secondary market. If these fees

and expenses were included, the hypothetical returns and hypothetical payments shown above would likely be lower.

PS-5 | Structured Investments

Contingent Interest Notes Linked to the Common Stock of Micron

Technology, Inc.

Selected Risk Considerations

An investment in the notes involves significant risks. These risks are explained in more detail in the "Risk Factors" sections of the

accompanying prospectus supplement and product supplement.

Risks Relating to the Notes Generally

• YOUR INVESTMENT IN THE NOTES MAY RESULT IN A LOSS -

The notes do not guarantee any return of principal. If the Final Value is less than the Buffer Threshold, you will lose 1% of the

principal amount of your notes for every 1% that the Final Value is less than the Initial Value by more than 50.00%. Accordingly,

under these circumstances, you will lose up to 50.00% of your principal amount at maturity.

• THE NOTES DO NOT GUARANTEE THE PAYMENT OF INTEREST AND MAY NOT PAY ANY INTEREST AT ALL -

We will make a Contingent Interest Payment with respect to a Review Date (and we will pay you any previously unpaid Contingent

Interest Payments for any prior Review Dates) only if the closing price of one share of the Reference Stock on that Review Date is

greater than or equal to the Interest Barrier. If the closing price of one share of the Reference Stock on a Review Date is less than

the Interest Barrier, no Contingent Interest Payment will be made with respect to that Review Date. You will not receive any unpaid

Contingent Interest Payments if the closing price of one share of the Reference Stock on each subsequent Review Date is less

than the Interest Barrier. Accordingly, if the closing price of one share of the Reference Stock on each Review Date is less than

the Interest Barrier, you will not receive any interest payments over the term of the notes.

• CREDIT RISKS OF JPMORGAN FINANCIAL AND JPMORGAN CHASE & CO. -

Investors are dependent on our and JPMorgan Chase & Co.'s ability to pay all amounts due on the notes. Any actual or potential

change in our or JPMorgan Chase & Co.'s creditworthiness or credit spreads, as determined by the market for taking that credit

risk, is likely to adversely affect the value of the notes. If we and JPMorgan Chase & Co. were to default on our payment

obligations, you may not receive any amounts owed to you under the notes and you could lose your entire investment.

• AS A FINANCE SUBSIDIARY, JPMORGAN FINANCIAL HAS NO INDEPENDENT ACTIVITIES AND HAS LIMITED ASSETS -

As a finance subsidiary of JPMorgan Chase & Co., we have no independent activities beyond the issuance and administration of

our securities and the collection of intercompany obligations. Aside from the initial capital contribution from JPMorgan Chase &

Co., substantially all of our assets relate to obligations of JPMorgan Chase & Co. to make payments under loans made 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 an operating subsidiary of JPMorgan Chase & Co. and in a

bankruptcy or resolution of JPMorgan Chase & Co. we are not expected to have sufficient resources to meet our obligations in

respect of the notes as they come due. If JPMorgan Chase & Co. does not make payments to us and we are unable to make

payments on the notes, you may have to seek payment under the related guarantee by JPMorgan Chase & Co., and that

guarantee will rank pari passu with all other unsecured and unsubordinated obligations of JPMorgan Chase & Co. For more

information, see "Risk Factors - Holders of securities issued by JPMorgan Financial may be subject to losses if JPMorgan Chase

& Co. were to enter into a resolution" in the accompanying prospectus supplement.

• 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 appreciation of the Reference Stock, which may be significant. You will not participate in any appreciation of the

Reference Stock.

• YOU WILL NOT RECEIVE DIVIDENDS ON THE REFERENCE STOCK OR HAVE ANY RIGHTS WITH RESPECT TO THE

REFERENCE STOCK.

PS-6 | Structured Investments

Contingent Interest Notes Linked to the Common Stock of Micron

Technology, Inc.

• THE RISK OF THE CLOSING PRICE OF ONE SHARE OF THE REFERENCE STOCK FALLING BELOW THE INTEREST

BARRIER OR THE BUFFER THRESHOLD IS GREATER IF THE PRICE OF ONE SHARE OF THE REFERENCE STOCK IS

VOLATILE.

• WE MAY ACCELERATE YOUR NOTES IF AN ACCELERATION EVENT OCCURS -

Upon the announcement or occurrence of an acceleration event, we may, in our sole and absolute discretion, accelerate the

payment on your notes and pay you an amount determined by the calculation agent in good faith and in a commercially reasonable

manner by reference to the values of any fixed-income debt component and any derivatives underlying the economic terms of the

notes as of the date of the notice of acceleration. An acceleration event means a Reference Stock is no longer listed or admitted to

trading on its relevant exchange and the calculation agent determines, in its sole discretion, that no Replacement Reference Stock

(as defined in the accompanying product supplement) is available. If the payment on your notes is accelerated, your investment

may result in a loss, and you may not be able to reinvest your money in a comparable investment. Please see "The Underlyings -

Reference Stocks - Delisting of a Reference Stock or Nationalization of a Reference Stock Issuer" in the accompanying product

supplement for more information.

• LACK OF LIQUIDITY -

The notes will not be listed on any securities exchange. Accordingly, the price at which you may be able to trade your notes is

likely to depend on the price, if any, at which JPMS is willing to buy the notes. You may not be able to sell your notes. The notes

are not designed to be short-term trading instruments. Accordingly, you should be able and willing to hold your notes to maturity.

• THE FINAL TERMS AND VALUATION OF THE NOTES WILL BE PROVIDED IN THE PRICING SUPPLEMENT -

You should consider your potential investment in the notes based on the minimums for the estimated value of the notes and the

Contingent Interest Rate.

Risks Relating to Conflicts of Interest

• POTENTIAL CONFLICTS -

We and our affiliates play a variety of roles in connection with the notes. In performing these duties, our and JPMorgan Chase &

Co.'s economic interests are potentially adverse to your interests as an investor in the notes. It is possible that hedging or 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 "Risk Factors - 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 WILL BE 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 original issue price of the

notes will exceed the estimated value of the notes because costs associated with selling, structuring and hedging the notes are

included in the original issue price of the notes. These costs include the selling commissions, the projected profits, if any, that our

affiliates expect to realize for assuming risks inherent in hedging our obligations under the notes, the estimated cost of hedging our

obligations under the notes and the fees, if any, paid for third-party data analytics and/or electronic platform services. 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 pricing supplement.

• THE ESTIMATED VALUE OF THE NOTES IS DERIVED BY REFERENCE TO AN INTERNAL FUNDING RATE -

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 instruments of a similar maturity issued by JPMorgan Chase & Co. or its affiliates. Any difference may

be 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 ongoing liability management costs of the notes in comparison to those costs for the conventional fixed income

instruments of JPMorgan Chase & Co. This internal funding rate is based on certain market inputs and assumptions, which may

prove to be incorrect, and is intended to approximate the prevailing market replacement funding rate for the notes. The use of an

PS-7 | Structured Investments

Contingent Interest Notes Linked to the Common Stock of Micron

Technology, Inc.

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. See "The Estimated Value of the Notes" in this pricing 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 "Secondary Market Prices of the Notes" in this pricing supplement for additional information relating to this initial period.

Accordingly, the estimated value of your notes during this initial period may be lower than the value of the notes as 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 secondary market prices of the notes will likely be lower than the original issue price of the notes because, among other

things, secondary market prices take into account our internal secondary market funding rates for structured debt issuances and,

also, because secondary market prices may exclude selling commissions, projected hedging profits, if any, estimated hedging

costs and fees, if any, paid for third-party data analytics and/or electronic platform services 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 the notes from you in secondary market

transactions, if at all, is likely to be lower than the original issue price. Furthermore, if you sell your notes, you will likely be charged

a commission for secondary market transactions, or the price will likely reflect a dealer discount and/or fees for use of an electronic

platform to facilitate secondary market activity. Any sale 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 secondary market price of the notes during their term will be impacted by a number of economic and market factors, which

may either offset or magnify each other, aside from the selling commissions, projected hedging profits, if any, estimated hedging

costs and the price of one share of the Reference Stock. Additionally, independent pricing vendors and/or third party broker-

dealers may publish a price for the notes, which may also be reflected on customer account statements. This price may be

different (higher or lower) than the price of the notes, if any, at which JPMS may be willing to purchase your notes in the secondary

market. See "Risk Factors - Risks Relating to the Estimated Value and Secondary Market Prices of the Notes - Secondary

market prices of the notes will be impacted by many economic and market factors" in the accompanying product supplement.

Risks Relating to the Reference Stock

• NO AFFILIATION WITH THE REFERENCE STOCK ISSUER -

We have not independently verified any of the information about the Reference Stock issuer contained in this pricing supplement.

You should undertake your own investigation into the Reference Stock and its issuer. We are not responsible for the Reference

Stock issuer's public disclosure of information, whether contained in SEC filings or otherwise.

• THE ANTI-DILUTION PROTECTION FOR THE REFERENCE STOCK IS LIMITED AND MAY BE DISCRETIONARY -

The calculation agent will not make an adjustment in response to all events that could affect the Reference Stock. The calculation

agent may make adjustments in response to events that are not described in the accompanying product supplement to account for

any diluting or concentrative effect, but the calculation agent is under no obligation to do so or to consider your interests as a

holder of the notes in making these determinations.

PS-8 | Structured Investments

Contingent Interest Notes Linked to the Common Stock of Micron

Technology, Inc.

The Reference Stock

All information contained herein on the Reference Stock and on Micron is derived from publicly available sources, without independent

verification. According to its publicly available filings with the SEC, Micron designs, develops and manufactures memory and storage

products. The common stock of Micron, par value $0.10 per share (Bloomberg ticker: MU), is registered under the Securities Exchange

Act of 1934, as amended, which we refer to as the Exchange Act, and is listed on The Nasdaq Stock Market, which we refer to as the

relevant exchange for purposes of Micron in the accompanying product supplement. Information provided to or filed with the SEC by

Micron pursuant to the Exchange Act can be located by reference to the SEC file number 001-10658, and can be accessed through

www.sec.gov. We do not make any representation that these publicly available documents are accurate or complete.

Historical Information

The following graph sets forth the historical performance of the Reference Stock based on the weekly historical closing prices of one

share of the Reference Stock from January 8, 2021 through August 21, 2026. The closing price of one share of the Reference Stock on

August 21, 2026 was $966.78. We obtained the closing prices above and below from the Bloomberg Professional® service

("Bloomberg"), without independent verification. The closing prices above and below may have been adjusted by Bloomberg for

corporate actions, such as stock splits, public offerings, mergers and acquisitions, spin-offs, delistings and bankruptcy.

The historical closing prices of one share of the Reference Stock should not be taken as an indication of future performance, and no

assurance can be given as to the closing price of one share of the Reference Stock on the Pricing Date or any Review Date. There can

be no assurance that the performance of the Reference Stock will result in the return of any of your principal amount in excess of

$500.00 per $1,000 principal amount note, subject to the credit risks of JPMorgan Financial and JPMorgan Chase & Co., or the

payment of any interest.

PS-9 | Structured Investments

Contingent Interest Notes Linked to the Common Stock of Micron

Technology, Inc.

Tax Treatment

You should review carefully the section entitled "United States Federal Taxation" in the accompanying prospectus supplement. In

determining our reporting responsibilities we intend 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 "United States Federal Taxation - Tax Consequences to U.S. Holders - Program Securities Treated as Prepaid Financial

Contracts with Associated Coupons" in the accompanying prospectus supplement. Based on the advice of Davis Polk & Wardwell LLP,

our special tax counsel, we believe that this is a reasonable treatment, but that there are other reasonable treatments that the IRS or a

court may adopt, in which case the timing and character of any income or loss on the notes could be materially affected. In addition, in

2007 Treasury and the IRS released a notice requesting comments on the U.S. federal income tax treatment of "prepaid forward

contracts" and similar instruments. The notice focuses in particular on whether to require investors in these instruments to accrue

income over the term of their investment. It also asks for comments on a number of related topics, including the character of income or

loss with respect to these instruments and the relevance of factors such as the nature of the underlying property to which the

instruments are linked. While the notice requests comments on appropriate transition rules and effective dates, any Treasury

regulations or other guidance promulgated after consideration of these issues could materially affect the tax consequences of an

investment in the notes, possibly with retroactive effect. The discussions above and in the accompanying prospectus supplement do

not address the consequences to taxpayers subject to special tax accounting rules under Section 451(b) of the Code. You should

consult your tax adviser regarding the U.S. federal income tax consequences of 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 is uncertain, 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 rate specified by an

applicable income tax treaty under an "other income" or similar provision. We will not be required to pay any additional amounts with

respect to amounts withheld. In order to claim an 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 is eligible for such an exemption or

reduction under an applicable tax treaty. If you are a Non-U.S. Holder, you should consult your tax adviser regarding the tax treatment

of the notes, including the possibility of obtaining a refund of any withholding tax and the certification 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 equivalents paid or deemed paid to Non-U.S. Holders with respect to certain

financial instruments linked 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 the applicable

Treasury regulations. Additionally, a recent IRS notice excludes from the 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 pay U.S.-source dividends for U.S. federal

income tax purposes (each an "Underlying Security"). Based on certain determinations made by us, we expect that Section 871(m) will

not 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 its application may depend on your particular circumstances, including whether you

enter into other transactions with respect to an Underlying Security. If necessary, further information regarding the potential application

of Section 871(m) will be provided in the pricing supplement for the notes. You should consult your tax adviser regarding the potential

application of Section 871(m) to the notes.

In the event of any withholding on the notes, we will not be required to pay any 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 is equal to the sum of the values of the following

hypothetical components: (1) a fixed-income debt component with the same maturity as 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 value of the

notes does not represent a minimum price at which JPMS would be willing to buy your notes in any secondary market (if any exists) 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 instruments of a similar maturity issued by JPMorgan Chase & Co. or its affiliates. Any difference

may be 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 ongoing liability management costs of the notes in comparison to those costs for the conventional fixed income

instruments of JPMorgan Chase & Co. This internal funding rate is based on certain market inputs and assumptions, which may 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 to that rate may have an adverse effect on the terms of the notes and any secondary market

PS-10 | Structured Investments

Contingent Interest Notes Linked to the Common Stock of Micron

Technology, Inc.

prices of the notes. For additional information, see "Selected Risk Considerations - Risks Relating to the Estimated Value and

Secondary Market Prices of the Notes - The Estimated Value of the Notes Is Derived by Reference to an Internal Funding Rate" in this

pricing supplement.

The value of the derivative or derivatives underlying the economic terms of the notes is derived from internal pricing models of our

affiliates. These models are dependent on inputs such as the traded market prices of comparable derivative instruments and on

various other inputs, some of which are market-observable, and which can include volatility, dividend rates, interest rates and other

factors, as well as assumptions about future market events and/or environments. Accordingly, the estimated value of the notes is

determined when the terms of the notes are set based on market conditions and other relevant factors and assumptions existing at that

time.

The estimated value of the notes does not represent future values of the notes and may differ from others' estimates. Different pricing

models and assumptions could provide valuations for the notes that are greater than or less than the estimated value of the notes. In

addition, market conditions and other relevant factors in the future may change, and any assumptions may prove to be incorrect. On

future dates, the value of the notes could change 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

which JPMS would be willing to buy notes from you in secondary market transactions.

The estimated value of the notes will be lower than the original issue price of the notes because costs associated with selling,

structuring and hedging the notes are included in the original issue price of the notes. These costs include the selling commissions

paid to JPMS and other affiliated or unaffiliated dealers, the projected profits, if any, that our affiliates expect to realize for assuming

risks inherent in hedging our obligations under the notes, the estimated cost of hedging our obligations under the notes and the fees, if

any, paid for third-party data analytics and/or electronic platform services. Because hedging our obligations entails risk and may be

influenced by market forces beyond our control, this hedging may result in a profit that is more or less than expected, or it may result in

a loss. A portion of the profits, if any, realized in hedging our obligations under the notes may be allowed to other affiliated or

unaffiliated dealers, and we or one or more of 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 Will Be Lower

Than the Original Issue Price (Price to Public) of the Notes" in this pricing supplement.

Secondary Market Prices of the Notes

For information about factors that will impact any secondary market 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 impacted by many

economic and market 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 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. These costs can include selling commissions,

projected hedging profits, if any, and, in some circumstances, estimated hedging costs, our internal secondary market funding rates for

structured debt issuances and the fees paid for third-party data analytics and/or electronic platform services. This initial predetermined

time period is intended to be the shorter of six months and one-half of the stated term of the notes. The length of any such initial period

reflects the 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 costs are incurred, as determined by our 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 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" in this pricing supplement.

Supplemental Use of Proceeds

The notes are offered 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" in this pricing supplement for an illustration of the risk-return

profile of the notes and "The Reference Stock" in this pricing supplement for a description of the market exposure provided by the

notes.

The original issue price of the notes is equal to the estimated value of the notes plus the selling commissions paid to JPMS and other

affiliated or unaffiliated dealers, plus (minus) the projected profits (losses) that our affiliates expect to realize for assuming risks inherent

in hedging our obligations under the notes, plus the estimated cost of hedging our obligations under the notes, plus the fees, if any, paid

for third-party data analytics and/or electronic platform services.

PS-11 | Structured Investments

Contingent Interest Notes Linked to the Common Stock of Micron

Technology, Inc.

Additional Terms Specific to the Notes

You may revoke your offer to purchase the notes at any time prior to the time at which we accept such offer by notifying the applicable

agent. We reserve the right to change the terms of, or reject any offer to purchase, the notes prior to their issuance. In the event of any

changes to the terms of the notes, we will notify you and you will be asked to accept such changes in connection with your purchase.

You may also choose to reject such changes, in which case we may reject your offer to purchase.

You should read this pricing supplement together with the accompanying prospectus, as supplemented by the accompanying

prospectus supplement relating to our Series A medium-term notes of which these notes are a part, and the more detailed information

contained in the accompanying product supplement. This pricing supplement, together with the documents listed below, contains the

terms of the notes and supersedes all other prior or contemporaneous oral statements as well as any other written materials including

preliminary or indicative pricing terms, correspondence, trade ideas, structures for implementation, sample structures, fact sheets,

brochures or other educational materials of ours. You should carefully consider, among other things, the matters set forth in the "Risk

Factors" sections of the accompanying prospectus supplement and the accompanying product supplement, as the notes involve risks

not 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 documents on the SEC website at www.sec.gov as follows (or if such address has changed, by reviewing our

filings for the relevant date on the SEC website):

• Product supplement no. 3-I dated April 17, 2026:

http://www.sec.gov/Archives/edgar/data/19617/000121390026045198/ea0285802-20_424b2.pdf

• Prospectus supplement and prospectus, each dated April 17, 2026:

http://www.sec.gov/Archives/edgar/data/19617/000095010326005889/crt_dp245141-424b2.pdf

Our Central Index Key, or CIK, on the SEC website is 1665650, and JPMorgan Chase & Co.'s CIK is 19617. As used in this pricing

supplement, "we," "us" and "our" refer to JPMorgan Financial.

JPMorgan Chase & Co. published this content on August 25, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on August 25, 2026 at 10:02 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]

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