Prospectus Filed Pursuant to Rule 424(b)(3) (424b3)
01 Juni 2023 - 10:49PM
Edgar (US Regulatory)

H The following is a summary of the terms of the notes offered by
the preliminary pricing supplement hyperlinked below. Overview The
notes provide exposure to the J.P. Morgan Large - Cap Dynamic Blend
℠ 5 Index (the “Index”). The Index attempts to provide a dynamic
rules - based allocation to the J.P. Morgan US Large Cap Equities
Futures Index (the “Equity Constituent”) and the J.P. Mo rgan 2Y US
Treasury Futures Index (the “Bond Constituent” and, together with
the Equity Constituent, the “Portfolio Constituents”) wh ile
targeting a level volatility of 5.0%. The Index tracks the return
of (a) a notional dynamic portfolio consisting of the Equi ty
Constituent and the Bond Constituent, less (b) the daily deduction
of 0.50% per annum. Each futures contract underlying a Portfolio
Cons tit uent as of a particular time is referred to as an
“Underlying Futures Contract.” The Equity Constituent is an excess
return index th at tracks the return of a notional rolling futures
position in futures contracts on the S&P 500 ® Index. The Bond
Constituent is an excess return index that tracks the return of a
notional rolling futures position in futures contracts on 2 - Year
U.S. treasury notes. Summary of Terms Issuer: JPMorgan Chase
Financial Company LLC Guarantor: JPMorgan Chase & Co. Minimum
Denomination: $1,000 Index: J.P. Morgan Large - Cap Dynamic Blend
SM 5 Index Index Ticker: JPUSSDB5 <Index> Pricing Date: June
27, 2023 Observation Date: June 29, 2026 Maturity Date: July 2,
2026 Contingent Digital Return: At least 21.00%* Payment at
Maturity: If the Final Value is greater than or equal to the
Initial Value, your payment at maturity per $1,000 principal amount
note will be calculated as follows: $1,000 + ($1,000 î Contingent
Digital Return) If the Final Value is less than the Initial Value,
you will receive the principal amount of your notes at maturity.
You are entitled to repayment of principal in full at maturity,
subject to the credit risks of JPMorgan Financial and JPMorgan
Chase & Co. CUSIP: 48133XGW0 Preliminary Pricing
http://sp.jpmorgan.com/document/cusip/48133XGW0 /
doctype/Product_Termsheet/document.pdf Supplement: 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 th e price you paid for the notes, please
see the hyperlink above. Any payment on the notes is subject to the
credit risk of JPMorgan Chase Financial Company LLC, as issuer of
the notes, and t he credit risk of JPMorgan Chase & Co., as
guarantor of the notes. *The actual Contingent Digital Return will
be provided in the pricing supplement and will not be less than
21.00% **Reflects Contingent Digital Return equal to the minimum
Contingent Digital Return set forth herein, for illustrative purpos
es. The “total return” as used above is the number, expressed as a
percentage, that results from comparing the payment at maturit y p
er $1,000 principal amount note to $1,000. The hypothetical returns
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 . Investing
in the notes linked to the Index involves a number of risks. See
"Selected Risks" on page 2 of this document, "Ris k Factors" in the
prospectus supplement and the relevant product supplement and
underlying supplement and "Selected Risk Considerations" in the
relevant pricing supplement. Neither the Securities and Exchange
Commission nor any state securities commission has approved or
disapproved of the notes o r p assed upon the accuracy or the
adequacy of this document or the relevant product supplement or
underlying supplement or the prospec tus supplement or the
prospectus. Any representation to the contrary is a criminal
offense. J.P. Morgan Structured Investments | 1 800 576 3529 |
jpm_structured_investments@jpmorgan.com Hypothetical Total
Returns** Total Return on the Notes Index Return Final Value 21.00%
80.00% 180.00 21.00% 65.00% 165.00 21.00% 50.00% 150.00 21.00%
40.00% 140.00 21.00% 30.00% 130.00 21.00% 21.00% 121.00 21.00%
20.00% 120.00 21.00% 10.00% 110.00 21.00% 5.00% 105.00 21.00% 1.00%
101.00 21.00% 0.00% 100.00 0.00% - 5.00% 95.00 0.00% - 10.00% 90.00
0.00% - 20.00% 80.00 0.00% - 40.00% 60.00 0.00% - 60.00% 40.00
0.00% - 80.00% 20.00 0.00% - 100.00% 0.00 3yr J.P. Morgan Large -
Cap Dynamic Blend SM 5 Index Capped Digital Notes North America
Structured Investments Terms supplement to the prospectus dated
April 13, 2023, the prospectus supplement dated April 13, 2023, the
product supplement no. 3 - I dated April 13, 2023 and the
underlying supplement no. 17 - I dated April 13, 2023 Registration
Statement Nos. 333 - 270004 and 333 - 270004 - 01 Dated June 1,
2023 Rule 424(b)(3)

J.P. Morgan Structured Investments | 1 800 576 3529 |
jpm_structured_investments@jpmorgan.com Selected Risks • The notes
may not pay more than the principal amount at maturity. • Our
affiliate, JPMS, the index sponsor and the index calculation agent
of the Index and each Portfolio Constituent, may have interests
that conflict with yours and may adjust the Index or each Portfolio
Constituent in a way that affects its level. • The level of the
Index will include a 0.50% per annum daily deduction. • Your
maximum gain on the notes is limited to the Contingent Digital
Return. • Your ability to receive the Contingent Digital Return may
terminate on the Observation Date. • The Index may not be
successful, may not outperform any alternative strategy and may not
approximate its target volatility of 5.0%. • 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. • The Index may be significantly
uninvested. • The Index may be more heavily influenced by the
performance of the Equity Constituent than the performance of the
Bond Constituent in general over time. • A significant portion of
the Index’s exposure may be allocated to the Bond Constituent. •
The investment strategy used to construct the Index involves daily
adjustments to its notional exposure to its Portfolio Constituents.
• There is no assurance that the strategy employed by the Equity
Constituent will be successful. • JPMorgan Chase & Co. is
currently one of the companies that make up the S&P 500 ®
Index, the reference index underlying the Underlying Futures
Contracts of the Equity Constituent. • The returns of the
Constituents may offset each other or become correlated in decline.
• A Portfolio Constituent may be replaced by a substitute
constituent or futures contract if certain extraordinary events
occur. • Each Portfolio Constituent is subject to significant risks
associated with the Underlying Futures Contracts. • Suspension or
disruptions of market trading in the Underlying Futures Contract
may adversely affect the value the of your notes. • An increase in
the margin requirements for the Underlying Futures Contract
included in the Portfolio Constituents may adversely affect the
level of that Portfolio Constituent. • The Index may in the future
include Underlying Futures Contracts that are not traded on
regulated futures exchange. • Negative roll returns associated with
the Underlying Futures Contracts constituting the Portfolio
Constituents may adversely affect the performance of the Portfolio
Constituents and the value of the notes. Selected Risks (continued)
• The Index, which was established on March 2, 2022, and the
Portfolio Constituents, which were established on December 22,
2020, have limited operating histories and may perform in
unanticipated ways. • The Index comprises notional assets and
liabilities. There is no actual portfolio of assets to which any
person is entitled or in which any person has any ownership
interest. • No interest payment or rights to the futures contracts
underlying the Portfolio Constituents. • As a finance subsidiary,
JPMorgan Chase Financial Company LLC has no independent operations
and has limited assets. • 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. Additional Information Any information
relating to performance contained in these materials is
illustrative and no assurance is given that any indic ati ve
returns, performance or results, whether historical or
hypothetical, will be achieved. These terms are subject to change,
and J.P. Morgan undertakes no duty to update this information. This
document shall be amended, supers ede d and replaced in its
entirety by a subsequent preliminary pricing supplement and/or
pricing supplement, and the documents referred to therein. In the
event any inconsistency between the information presented herein an
d a ny such preliminary pricing supplement and/or pricing
supplement, such preliminary pricing supplement and/or pricing
supplement shall govern. Past performance, and especially
hypothetical back - tested performance, is not indicative of future
results. Actual performance may vary significantly from past
performance or any hypothetical back - tested performance. This
type of information has inherent limitations and you should
carefully consider these limitations before placing reliance on s
uch information. 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 Cha se & 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 m att
ers. This material is not a product of J.P. Morgan Research
Departments. North America Structured Investments 3yr J.P. Morgan
Large - Cap Dynamic Blend SM 5 Index Capped Digital Notes The risks
identified above are not exhaustive. Please see “Risk Factors” in
the prospectus supplement and the applicable pro duc t supplement
and underlying supplement and “Selected Risk Considerations” in the
applicable preliminary pricing supplement for additional
information.
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