Issuer: JPMorgan Chase Financial Company LLC, a direct,
wholly owned finance subsidiary of JPMorgan Chase & Co.
Guarantor: JPMorgan Chase & Co.
Funds: State Street® Consumer Discretionary Select Sector
SPDR® ETF (Bloomberg ticker: XLY) and the VanEck®
Semiconductor ETF (Bloomberg ticker: SMH)
Contingent Interest Payments: If the notes have not been
previously redeemed early and the closing price of one share of
each Fund on any Review Date is greater than or equal to its
Interest Barrier, you will receive on the applicable Interest
Payment Date for each $1,000 principal amount note a
Contingent Interest Payment equal to at least $11.0417
(equivalent to a Contingent Interest Rate of at least 13.25% per
annum, payable at a rate of at least 1.10417% per month) (to
be provided in the pricing supplement).
If the closing price of one share of either Fund on any Review
Date is less than its Interest Barrier, no Contingent Interest
Payment will be made with respect to that Review Date.
Contingent Interest Rate: At least 13.25% per annum, payable
at a rate of at least 1.10417% per month (to be provided in the
pricing supplement)
Interest Barrier: With respect to each Fund, 60.00% of its
Initial Value
Trigger Value: With respect to each Fund, 50.00% of its Initial
Value
Pricing Date: On or about February 10, 2026
Original Issue Date (Settlement Date): On or about February
13, 2026
Review Dates*: March 10, 2026, April 10, 2026, May 11, 2026,
June 10, 2026, July 10, 2026, August 10, 2026, September 10,
2026, October 12, 2026, November 10, 2026, December 10,
2026, January 11, 2027, February 10, 2027, March 10, 2027,
April 12, 2027, May 10, 2027, June 10, 2027, July 12, 2027,
August 10, 2027, September 10, 2027, October 11, 2027,
November 10, 2027, December 10, 2027, January 10, 2028,
February 10, 2028, March 10, 2028, April 10, 2028, May 10,
2028, June 12, 2028, July 10, 2028, August 10, 2028,
September 11, 2028, October 10, 2028, November 10, 2028,
December 11, 2028, January 10, 2029, February 12, 2029 (final
Review Date)
Interest Payment Dates*: March 13, 2026, April 15, 2026, May
14, 2026, June 15, 2026, July 15, 2026, August 13, 2026,
September 15, 2026, October 15, 2026, November 16, 2026,
December 15, 2026, January 14, 2027, February 16, 2027,
March 15, 2027, April 15, 2027, May 13, 2027, June 15, 2027,
July 15, 2027, August 13, 2027, September 15, 2027, October
14, 2027, November 16, 2027, December 15, 2027, January 13,
2028, February 15, 2028, March 15, 2028, April 13, 2028, May
15, 2028, June 15, 2028, July 13, 2028, August 15, 2028,
September 14, 2028, October 13, 2028, November 15, 2028,
December 14, 2028, January 16, 2029 and the Maturity Date
Maturity Date*: February 15, 2029
* Subject to postponement in the event of a market disruption event
and as described under "General Terms of Notes - Postponement
of a Determination Date - Notes Linked to Multiple Underlyings"
and "General Terms of Notes - Postponement of a Payment Date"
in the accompanying product supplement
Early Redemption:
We, at our election, may redeem the notes early, in whole but
not in part, on any of the Interest Payment Dates (other than the
first, second and final Interest Payment Dates) at a price, for
each $1,000 principal amount note, equal to (a) $1,000 plus (b)
the Contingent Interest Payment, if any, applicable to the
immediately preceding Review Date. If we intend to redeem
your notes early, we will deliver notice to The Depository Trust
Company, or DTC, at least three business days before the
applicable Interest Payment Date on which the notes are
redeemed early.
Payment at Maturity:
If the notes have not been redeemed early and the Final Value
of each Fund is greater than or equal to its Trigger Value, you
will receive a cash payment at maturity, for each $1,000
principal amount note, equal to (a) $1,000 plus (b) the
Contingent Interest Payment, if any, applicable to the final
Review Date.
If the notes have not been redeemed early and the Final Value
of either Fund is less than its Trigger Value, your payment at
maturity per $1,000 principal amount note will be calculated as
follows:
$1,000 + ($1,000 × Lesser Performing Fund Return)
If the notes have not been redeemed early and the Final Value
of either Fund is less than its Trigger Value, you will lose more
than 50.00% of your principal amount at maturity and could lose
all of your principal amount at maturity.
Lesser Performing Fund: The Fund with the Lesser
Performing Fund Return
Lesser Performing Fund Return: The lower of the Fund
Returns of the Funds
Fund Return:
With respect to each Fund,
(Final Value - Initial Value)
Initial Value
Initial Value: With respect to each Fund, the closing price of
one share of that Fund on the Pricing Date
Final Value: With respect to each Fund, the closing price of
one share of that Fund on the final Review Date
Share Adjustment Factor: With respect to each Fund, the
Share Adjustment Factor is referenced in determining the
closing price of one share of that Fund and is set equal to 1.0
on the Pricing Date. The Share Adjustment Factor of each
Fund is subject to adjustment upon the occurrence of certain
events affecting that Fund. See "The Underlyings - Funds -
Anti-Dilution Adjustments" in the accompanying product
supplement for further information.