Free Writing Prospectus - Filing Under Securities Act Rules 163/433 (fwp)
07 Februar 2023 - 12:01PM
Edgar (US Regulatory)

North America Structured Investments 3yr NDX/RTY Uncapped Dual
Directional Buffered Return Enhanced Notes The following is a
summary of the terms of the notes offered by the preliminary
pricing supplement highlighted below. Summary of Terms Issuer:
Guarantor: Minimum Denomination: Underlyings: Pricing Date:
Observation Date: Maturity Date: Upside Leverage Factor: Buffer
Amount: Payment At Maturity: JPMorgan Chase Financial Company LLC
JPMorgan Chase & Co. $1,000 NASDAQ - 100 Index ® and Russell
2000 ® Index February 28, 2023 March 2, 2026 March 5, 2026 At least
1.03* 15.00% If the Final Value of each Underlying is greater than
its Initial Value, your payment at maturity per $1,000 principal
amount note will be calculated as follows: $1,000 + ($1,000 î
Lesser Performing Underlying Return î Upside Leverage Factor) If
(i) the Final Value of one Underlying is greater than its Initial
Value and the Final Value of the other Underlying is equal to its
Initial Value or is less than its Initial Value by up to the Buffer
Amount or (ii) the Final Value of each Underlying is equal to its
Initial Value or is less than its Initial Value by up to the Buffer
Amount, your payment at maturity per $1,000 principal amount note
will be calculated as follows: $1,000 + ($1,000 î Absolute
Underlying Return of the Lesser Performing Underlying) This payout
formula results in an effective cap of 15.00% on your return at
maturity if the Lesser Performing Underlying Return is negative.
Under these limited circumstances, your maximum payment at maturity
is $1,150.00 per $1,000 principal amount note. If the Final Value
of either Underlying is less than its Initial Value by more than
the Buffer Amount, your payment at maturity per $1,000 principal
amount note will be calculated as follows: $1,000 + [$1,000 x
(Lesser Performing Underlying Return + Buffer Amount)] If the Final
Value of either Underlying is less than its Initial Value by more
than the Buffer Amount, you will lose some or most of your
principal amount at maturity. 48133TM44 CUSIP: Preliminary Pricing
Supplement:
http://sp.jpmorgan.com/document/cusip/48133TM44/doctype/Product_Termsheet/document.pd
f Estimated Value : The estimated value of the notes, when the
terms of the notes are set, will not be less than $900.00 per
$1,000 principal amount note. For information about the estimated
value of the notes, which likely will be lower than the price you
paid for the notes, see the hyperlink above. * The actual Upside
Leverage Factor will be provided in the pricing supplement and will
not be less than 1.03 ** Reflects Upside Leverage Factor equal to
the minimum set forth herein, for illustrative purposes. Any
payment on the notes is subject to the credit risk of JPMorgan
Chase Financial Company LLC, as issuer of the notes and the credit
risk of JPMorgan Chase & Co., as guarantor of the notes. - The
"total return" as used above is the number, expressed as a
percentage, that results from comparing the payment at maturity per
$1,000 principal amount note to $1,000. - The hypothetical returns
on the Notes shown above apply only at maturity. These
hypotheticals do not reflect fees or expenses that would be
associated with any sale in the secondary market. If these fees and
expenses were included, the hypothetical returns shown above would
likely be lower. Hypothetical Returns on the Notes at Maturity**
Lesser Performing Underlying Performance Note Payoff at Maturity
Payment at Maturity Lesser Performing Underlying Return Lesser
Performing Underlying Return Absolute Underlying Return Total
Return on the Notes 65.00% N/A 66.95% 50.00% N/A 51.50% 30.00% N/A
30.90% 20.00% N/A 20.60% 10.00% N/A 10.30% 5.00% N/A 5.15% 0.00%
0.00% 0.00% - 5.00% 5.00% 5.00% - 10.00% 10.00% 10.00% - 15.00%
15.00% 15.00% - 30.00% N/A - 15.00% - 40.00% N/A - 25.00% - 60.00%
N/A - 45.00% - 80.00% N/A - 65.00% - 100.00% N/A - 85.00% J.P.
Morgan Structured Investments | 1 800 576 3529 |
jpm_structured_investments@jpmorgan.com

North America Structured Investments 3yr NDX/RTY Uncapped Dual
Directional Buffered Return Enhanced Notes Ɣ Your investment in the
notes may result in a loss. The notes do not guarantee any return
of principal. Your maximum gain on the notes is limited by the
Buffer Amount if the Lesser Performing Underlying Return is
negative. Your payment at maturity will be determined by the Lesser
Performing Underlying. You are exposed to the risk of decline in
the level of each Underlying. Any payment on the notes is subject
to the credit risks of JPMorgan Chase Financial Company LLC and
JPMorgan Chase & Co. Therefore the value of the notes prior to
maturity will be subject to changes in the market’s view of the
creditworthiness of JPMorgan Chase Financial Company LLC or
JPMorgan Chase & Co. No interest payments, dividend payments or
voting rights. The notes are subject to risks associated with non -
U.S. securities. As a finance subsidiary, JPMorgan Chase Financial
Company LLC has no independent operations and has limited assets.
The notes are subject to the risks associated with small
capitalization stocks. Selected Risks Selected Risks (continued) Ɣ
Ɣ Ɣ Ɣ Ɣ Ɣ Ɣ Ɣ Ɣ 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 determined by reference to an
internal funding rate. The estimated value of the notes does not
represent future values and may differ from others’ estimates. The
value of the notes, which may be reflected in customer account
statements, may be higher than the then current estimated value of
the notes for a limited time period. Lack of liquidity : J . P .
Morgan Securities LLC (who we refer to as JPMS), intends to offer
to purchase the notes in the secondary market but is not required
to do so . The price, if any, at which JPMS will be willing to
purchase notes from you in the secondary market, if at all, may
result in a significant loss of your principal . Potential
conflicts: We and our affiliates play a variety of roles in
connection with the issuance of notes, including acting as
calculation agent and hedging our obligations under the notes, and
making the assumptions used to determine the pricing of the notes
and the estimated value of the notes when the terms of the notes
are set. It is possible that such hedging or other trading
activities of J.P. Morgan or its affiliates could result in
substantial returns for J.P. Morgan and its affiliates while the
value of the notes decline. The tax consequences of the notes may
be uncertain. You should consult your tax adviser regarding the
U.S. federal income tax consequences of an investment in the notes.
Ɣ Ɣ Ɣ Ɣ Ɣ Ɣ The risks identified above are not exhaustive. Please
see “Risk Factors” in the prospectus supplement and the applicable
product supplement and underlying supplement and “Selected Risk
Considerations” in the applicable preliminary pricing supplement
for additional information. Additional Information SEC Legend:
JPMorgan Chase Financial Company LLC and JPMorgan Chase & Co.
have filed a registration statement (including a prospectus) with
the SEC for any offerings to which these materials relate. Before
you invest, you should read the prospectus in that registration
statement and the other documents relating to this offering that
JPMorgan Chase Financial Company LLC and JPMorgan Chase & Co.
has filed with the SEC for more complete information about JPMorgan
Chase Financial Company LLC and JPMorgan Chase & Co. and this
offering. You may get these documents without cost by visiting
EDGAR on the SEC web site at www.sec.gov. Alternatively, JPMorgan
Chase Financial Company LLC and JPMorgan Chase & Co., any agent
or any dealer participating in this offering will arrange to send
you the prospectus and each prospectus supplement, as well as any
product supplement, underlying supplement and preliminary pricing
supplement if you so request by calling toll - free 1 - 866 - 535 -
9248. IRS Circular 230 Disclosure: JPMorgan Chase & Co. and its
affiliates do not provide tax advice. Accordingly, any discussion
of U.S. tax matters contained herein (including any attachments) is
not intended or written to be used, and cannot be used, in
connection with the promotion, marketing or recommendation by
anyone unaffiliated with JPMorgan Chase & Co. of any of the
matters addressed herein or for the purpose of avoiding U.S. tax -
related penalties. Investment suitability must be determined
individually for each investor, and the financial instruments
described herein may not be suitable for all investors. This
information is not intended to provide and should not be relied
upon as providing accounting, legal, regulatory or tax advice.
Investors should consult with their own advisers as to these
matters. This material is not a product of J.P. Morgan Research
Departments. Free Writing Prospectus Filed Pursuant to Rule 433,
Registration Statement Nos. 333 - 236659 and 333 - 236659 - 01 J.P.
Morgan Structured Investments | 1 800 576 3529 |
jpm_structured_investments@jpmorgan.com
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