Issuer: JPMorgan Chase Financial Company LLC, a direct,
wholly owned finance subsidiary of JPMorgan Chase & Co.
Guarantor: JPMorgan Chase & Co.
Funds: The 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 $10.9167 (equivalent to a
Contingent Interest Rate of 13.10% per annum, payable at a
rate of 1.09167% per month).
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: 13.10% per annum, payable at a
rate of 1.09167% per month
Interest Barrier: With respect to each Fund, 60.00% of its
Initial Value, which is $74.526 for the State Street® Consumer
Discretionary Select Sector SPDR® ETF and $234.918 for the
VanEck® Semiconductor ETF
Trigger Value: With respect to each Fund, 50.00% of its Initial
Value, which is $62.105 for the State Street® Consumer
Discretionary Select Sector SPDR® ETF and $195.765 for the
VanEck® Semiconductor ETF
Pricing Date: January 13, 2026
Original Issue Date (Settlement Date): On or about January
16, 2026
Review Dates*: February 13, 2026, March 13, 2026, April 13,
2026, May 13, 2026, June 15, 2026, July 13, 2026, August 13,
2026, September 14, 2026, October 13, 2026, November 13,
2026, December 14, 2026, January 13, 2027, February 16,
2027, March 15, 2027, April 13, 2027, May 13, 2027, June 14,
2027, July 13, 2027, August 13, 2027, September 13, 2027,
October 13, 2027, November 15, 2027, December 13, 2027,
January 13, 2028, February 14, 2028, March 13, 2028, April 13,
2028, May 15, 2028, June 13, 2028, July 13, 2028, August 14,
2028, September 13, 2028, October 13, 2028, November 13,
2028, December 13, 2028 and January 16, 2029 (final Review
Date)
Interest Payment Dates*: February 19, 2026, March 18, 2026,
April 16, 2026, May 18, 2026, June 18, 2026, July 16, 2026,
August 18, 2026, September 17, 2026, October 16, 2026,
November 18, 2026, December 17, 2026, January 19, 2027,
February 19, 2027, March 18, 2027, April 16, 2027, May 18,
2027, June 17, 2027, July 16, 2027, August 18, 2027,
September 16, 2027, October 18, 2027, November 18, 2027,
December 16, 2027, January 19, 2028, February 17, 2028,
March 16, 2028, April 19, 2028, May 18, 2028, June 16, 2028,
July 18, 2028, August 17, 2028, September 18, 2028, October
18, 2028, November 16, 2028, December 18, 2028 and the
Maturity Date
Maturity Date*: January 19, 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, which was $124.21
for the State Street® Consumer Discretionary Select Sector
SPDR® ETF and $391.53 for the VanEck® Semiconductor ETF
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.