Issuer: JPMorgan Chase Financial Company LLC, an indirect,
wholly owned finance subsidiary of JPMorgan Chase & Co.
Guarantor: JPMorgan Chase & Co.
Funds: The Health Care Select Sector SPDR® Fund
(Bloomberg ticker: XLV) and the Technology Select Sector
SPDR® Fund (Bloomberg ticker: XLK) (each a “Fund” and
collectively, the “Funds”)
Contingent Interest Payments:
If the notes have not been automatically called 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 $5.625
(equivalent to a Contingent Interest Rate of 6.75% per annum,
payable at a rate of 0.5625% 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: 6.75% per annum, payable at a rate
of 0.5625% per month
Interest Barrier/Trigger Value: With respect to each Fund,
80.00% of its Initial Value, which is $116.80 for the Health Care
Select Sector SPDR® Fund and $171.448 for the Technology
Select Sector SPDR® Fund
Pricing Date: May 20, 2024
Original Issue Date (Settlement Date): On or about May 23,
2024
Review Dates*: June 20, 2024, July 22, 2024, August 20, 2024,
September 20, 2024, October 21, 2024, November 20, 2024,
December 20, 2024, January 21, 2025, February 20, 2025,
March 20, 2025, April 21, 2025, May 20, 2025, June 20, 2025,
July 21, 2025, August 20, 2025, September 22, 2025, October
20, 2025, November 20, 2025, December 22, 2025, January 20,
2026, February 20, 2026, March 20, 2026 and April 20, 2026
(final Review Date)
Interest Payment Dates*: June 25, 2024, July 25, 2024, August
23, 2024, September 25, 2024, October 24, 2024, November
25, 2024, December 26, 2024, January 24, 2025, February 25,
2025, March 25, 2025, April 24, 2025, May 23, 2025, June 25,
2025, July 24, 2025, August 25, 2025, September 25, 2025,
October 23, 2025, November 25, 2025, December 26, 2025,
January 23, 2026, February 25, 2026, March 25, 2026 and the
Maturity Date
Maturity Date*: April 23, 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 price of one share of each Fund 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 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 applicable to the final Review Date.
If the notes have not been automatically called 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 automatically called and the Final
Value of either Fund is less than its Trigger Value, you will lose
more than 20.00% 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 $146.00
for the Health Care Select Sector SPDR® Fund and $214.31 for
the Technology Select Sector SPDR® Fund
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.
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