March 26, 2024
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Registration Statement Nos. 333-270004 and 333-270004-01; Rule 424(b)(2)
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JPMorgan Chase Financial Company LLC
Structured Investments
$1,000,000
Yield Notes Linked to the Lesser Performing of the
Russell 2000® Index and the S&P 500® Index due May
1, 2025
Fully and Unconditionally Guaranteed by JPMorgan Chase & Co.
●The notes are designed for investors who seek a higher interest rate than the yield on a conventional debt security with the
same maturity issued by us. The notes will pay 6.05% per annum interest over the term of the notes, payable at a rate of
0.50417% per month.
●Investors should be willing to accept the risk of losing some or all of their principal and be willing to forgo dividend payments,
in exchange for Interest Payments.
●The notes are unsecured and unsubordinated obligations of JPMorgan Chase Financial Company LLC, which we refer to as
JPMorgan Financial, the payment on which is fully and unconditionally guaranteed by JPMorgan Chase & Co. Any payment
on the notes is subject to the credit risk of JPMorgan Financial, as issuer of the notes, and the credit risk of
JPMorgan Chase & Co., as guarantor of the notes.
●Payments on the notes are not linked to a basket composed of the Indices. Payments on the notes are linked to the
performance of each of the Indices individually, as described below.
●Minimum denominations of $1,000 and integral multiples thereof
●The notes priced on March 26, 2024 and are expected to settle on or about March 28, 2024.
●CUSIP: 48134XJZ9
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Price to Public (1)
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Fees and Commissions (2)
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Proceeds to Issuer
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Per note
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$1,000
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$15
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$985
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Total
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$1,000,000
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$15,000
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$985,000
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(1) See “Supplemental Use of Proceeds” in this pricing supplement for information about the components of the price to public of the notes.
(2) J.P. Morgan Securities LLC, which we refer to as JPMS, acting as agent for JPMorgan Financial, will pay all of the selling commissions of
$15.00 per $1,000 principal amount note it receives from us to other affiliated or unaffiliated dealers. See “Plan of Distribution (Conflicts of
Interest)” in the accompanying product supplement.
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Issuer: JPMorgan Chase Financial Company LLC, an indirect,
wholly owned finance subsidiary of JPMorgan Chase & Co.
Guarantor: JPMorgan Chase & Co.
Indices: The Russell 2000® Index (Bloomberg ticker: RTY)
and the S&P 500® Index (Bloomberg ticker: SPX) (each an
“Index” and collectively, the “Indices”)
Interest Payments: You will receive on each Interest Payment
Date for each $1,000 principal amount note an Interest
Payment equal to $5.0417 (equivalent to an Interest Rate of
6.05% per annum, payable at a rate of 0.50417% per month).
Interest Rate: 6.05% per annum, payable at a rate of
0.50417% per month
Trigger Value: With respect to each Index, 70.00% of its Initial
Value, which is 1,449.1141 for the Russell 2000® Index and
3,642.506 for the S&P 500® Index
Pricing Date: March 26, 2024
Original Issue Date (Settlement Date): On or about March
28, 2024
Interest Payment Dates*: May 1, 2024, May 31, 2024, July 1,
2024, July 31, 2024, August 29, 2024, October 1, 2024,
October 31, 2024, December 2, 2024, December 31, 2024,
January 30, 2025, March 3, 2025, March 31, 2025 and the
Maturity Date
Observation Date*: April 28, 2025
Maturity Date*: May 1, 2025
* 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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Payment at Maturity:
If the Final Value of each Index 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 Interest Payment applicable to the Maturity Date.
If the Final Value of either Index is less than its Trigger Value,
your payment at maturity per $1,000 principal amount note, in
addition to the Interest Payment applicable to the Maturity
Date, will be calculated as follows:
$1,000 + ($1,000 × Lesser Performing Index Return)
If the Final Value of either Index 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.
Lesser Performing Index: The Index with the Lesser
Performing Index Return
Lesser Performing Index Return: The lower of the Index
Returns of the Indices
Index Return: With respect to each Index,
(Final Value – Initial Value)
Initial Value
Initial Value: With respect to each Index, the closing level of
that Index on the Pricing Date, which was 2,070.163 for the
Russell 2000® Index and 5,203.58 for the S&P 500® Index
Final Value: With respect to each Index, the closing level of
that Index on the Observation Date
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PS-1 | Structured Investments
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Yield Notes Linked to the Lesser Performing of the Russell 2000® Index and
the S&P 500® Index
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Date
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Closing Level of Lesser
Performing Index
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Observation Date
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105.00
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Final Value of Lesser Performing Index is greater than or equal to its
Trigger Value
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Total Payment
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$1,065.5417 (6.55417% return)
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PS-2 | Structured Investments
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Yield Notes Linked to the Lesser Performing of the Russell 2000® Index and
the S&P 500® Index
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Date
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Closing Level of Lesser
Performing Index
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Observation Date
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50.00
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Final Value of Lesser Performing Index is less than its Trigger Value
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Total Payment
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$565.5417 (-43.44583% return)
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PS-3 | Structured Investments
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Yield Notes Linked to the Lesser Performing of the Russell 2000® Index and
the S&P 500® Index
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PS-4 | Structured Investments
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Yield Notes Linked to the Lesser Performing of the Russell 2000® Index and
the S&P 500® Index
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Historical Performance of the Russell 2000® Index
Source: Bloomberg
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PS-5 | Structured Investments
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Yield Notes Linked to the Lesser Performing of the Russell 2000® Index and
the S&P 500® Index
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Historical Performance of the S&P 500® Index
Source: Bloomberg
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PS-6 | Structured Investments
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Yield Notes Linked to the Lesser Performing of the Russell 2000® Index and
the S&P 500® Index
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PS-7 | Structured Investments
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Yield Notes Linked to the Lesser Performing of the Russell 2000® Index and
the S&P 500® Index
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PS-8 | Structured Investments
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Yield Notes Linked to the Lesser Performing of the Russell 2000® Index and
the S&P 500® Index
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