Issuer: JPMorgan Chase Financial Company LLC, a direct, wholly owned finance subsidiary of JPMorgan Chase & Co.
Guarantor: JPMorgan Chase & Co.
Underlyings: The Dow Jones Industrial AverageTM (Bloomberg ticker: INDU) and the S&P 500® Index (Bloomberg ticker: SPX) (each an “Index” and collectively, the “Indices”) and the Utilities Select Sector SPDR® Fund (Bloomberg ticker: XLU) (the “Fund”) (each of the Indices and the Fund, an “Underlying” and collectively, the “Underlyings”)
Contingent Interest Payments:
If the notes have not been automatically called and the closing value of each Underlying 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 $6.4167 (equivalent to a Contingent Interest Rate of at least 7.70% per annum, payable at a rate of at least 0.64167% per month) (to be provided in the pricing supplement).
If the closing value of any Underlying 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 7.70% per annum, payable at a rate of at least 0.64167% per month (to be provided in the pricing supplement)
Interest Barrier/Trigger Value: With respect to each Underlying, 70.00% of its Initial Value
Pricing Date: On or about July 10, 2024
Original Issue Date (Settlement Date): On or about July 15, 2024
Review Dates*: August 12, 2024, September 10, 2024, October 10, 2024, November 11, 2024, December 10, 2024, January 10, 2025, February 10, 2025, March 10, 2025, April 10, 2025, May 12, 2025, June 10, 2025, July 10, 2025, August 11, 2025, September 10, 2025, October 10, 2025, November 10, 2025, December 10, 2025 and January 12, 2026 (final Review Date)
Interest Payment Dates*: August 15, 2024, September 13, 2024, October 16, 2024, November 14, 2024, December 13, 2024, January 15, 2025, February 13, 2025, March 13, 2025, April 15, 2025, May 15, 2025, June 13, 2025, July 15, 2025, August 14, 2025, September 15, 2025, October 16, 2025, November 14, 2025, December 15, 2025 and the Maturity Date
Maturity Date*: January 15, 2026
Call Settlement Date*: If the notes are automatically called on any Review Date (other than the first, second, third, fourth, fifth and final Review Dates), the first Interest Payment Date immediately following that Review Date
* 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
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Automatic Call:
If the closing value of each Underlying on any Review Date (other than the first, second, third, fourth, fifth and final Review Dates) is greater than or equal to its Initial Value, the notes will be automatically called for a cash payment, for each $1,000 principal amount note, equal to (a) $1,000 plus (b) the Contingent Interest Payment applicable to that 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 been automatically called and the Final Value of each Underlying 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 applicable to the final Review Date.
If the notes have not been automatically called and the Final Value of any Underlying 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 × Least Performing Underlying Return)
If the notes have not been automatically called and the Final Value of any Underlying is less than its Trigger Value, you will lose more than 30.00% of your principal amount at maturity and could lose all of your principal amount at maturity.
Least Performing Underlying: The Underlying with the Least Performing Underlying Return
Least Performing Underlying Return: The lowest of the Underlying Returns of the Underlyings
Underlying Return: With respect to each Underlying,
(Final Value – Initial Value) Initial Value
Initial Value: With respect to each Underlying, the closing value of that Underlying on the Pricing Date
Final Value: With respect to each Underlying, the closing value of that Underlying on the final Review Date
Share Adjustment Factor: The Share Adjustment Factor is referenced in determining the closing value of the Fund and is set equal to 1.0 on the Pricing Date. The Share Adjustment Factor is subject to adjustment upon the occurrence of certain events affecting the Fund. See “The Underlyings – Funds – Anti-Dilution Adjustments” in the accompanying product supplement for further information.
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