May , 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
Buffered Digital Notes Linked to the Least Performing
of the NASDAQ-100 Index®, the Russell 2000® Index
and the S&P 500® Index due August 21, 2025
Fully and Unconditionally Guaranteed by JPMorgan Chase & Co.
●The notes are designed for investors who seek a fixed return of at least 10.00% at maturity if the Final Value of the least
performing of the NASDAQ-100 Index®, the Russell 2000® Index and the S&P 500® Index, which we refer to as the Indices, is
greater than or equal to its Initial Value or is less than its Initial Value by up to 20.00%.
●Investors should be willing to forgo interest and dividend payments and be willing to lose up to 80.00% of their principal
amount at maturity.
●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 are expected to price on or about May 17, 2024 and are expected to settle on or about May 22, 2024.
●CUSIP: 48135MLG1
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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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$1,000
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$
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$
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Total
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$
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$
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$
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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 it
receives from us to other affiliated or unaffiliated dealers. In no event will these selling commissions exceed $7.25 per $1,000 principal amount
note. 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 NASDAQ-100 Index® (Bloomberg ticker: NDX),
the Russell 2000® Index (Bloomberg ticker: RTY) and the S&P
500® Index (Bloomberg ticker: SPX) (each an “Index” and
collectively, the “Indices”)
Contingent Digital Return: At least 10.00% (to be provided in
the pricing supplement)
Buffer Amount: 20.00%
Pricing Date: On or about May 17, 2024
Original Issue Date (Settlement Date): On or about May 22,
2024
Observation Date*: August 18, 2025
Maturity Date*: August 21, 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
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 × Contingent Digital Return)
If the Final Value of any Index 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 × (Least Performing Index Return + Buffer
Amount)]
If the Final Value of any Index is less than its Initial Value by
more than the Buffer Amount, you will lose some or most of
your principal amount at maturity.
Least Performing Index: The Index with the Least
Performing Index Return
Least Performing Index Return: The lowest 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
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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Buffered Digital Notes Linked to the Least Performing of the NASDAQ-100 Index®, the
Russell 2000® Index and the S&P 500® Index
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Final Value of the
Least Performing
Index
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Least Performing
Index Return
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Total Return on the Notes
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Payment at Maturity
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180.00
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80.00%
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10.00%
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$1,100.00
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165.00
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65.00%
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10.00%
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$1,100.00
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150.00
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50.00%
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10.00%
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$1,100.00
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140.00
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40.00%
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10.00%
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$1,100.00
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130.00
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30.00%
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10.00%
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$1,100.00
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120.00
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20.00%
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10.00%
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$1,100.00
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110.00
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10.00%
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10.00%
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$1,100.00
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105.00
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5.00%
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10.00%
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$1,100.00
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101.00
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1.00%
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10.00%
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$1,100.00
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100.00
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0.00%
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10.00%
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$1,100.00
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95.00
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-5.00%
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10.00%
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$1,100.00
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90.00
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-10.00%
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10.00%
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$1,100.00
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80.00
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-20.00%
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10.00%
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$1,100.00
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70.00
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-30.00%
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-10.00%
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$900.00
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60.00
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-40.00%
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-20.00%
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$800.00
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50.00
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-50.00%
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-30.00%
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$700.00
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40.00
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-60.00%
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-40.00%
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$600.00
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30.00
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-70.00%
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-50.00%
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$500.00
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20.00
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-80.00%
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-60.00%
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$400.00
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10.00
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-90.00%
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-70.00%
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$300.00
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0.00
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-100.00%
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-80.00%
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$200.00
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PS-2 | Structured Investments
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Buffered Digital Notes Linked to the Least Performing of the NASDAQ-100 Index®, the
Russell 2000® Index and the S&P 500® Index
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PS-3 | Structured Investments
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Buffered Digital Notes Linked to the Least Performing of the NASDAQ-100 Index®, the
Russell 2000® Index and the S&P 500® Index
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PS-4 | Structured Investments
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Buffered Digital Notes Linked to the Least Performing of the NASDAQ-100 Index®, the
Russell 2000® Index and the S&P 500® Index
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PS-5 | Structured Investments
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Buffered Digital Notes Linked to the Least Performing of the NASDAQ-100 Index®, the
Russell 2000® Index and the S&P 500® Index
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Historical Performance of the NASDAQ-100 Index®
Source: Bloomberg
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Historical Performance of the Russell 2000® Index
Source: Bloomberg
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PS-6 | Structured Investments
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Buffered Digital Notes Linked to the Least Performing of the NASDAQ-100 Index®, 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-7 | Structured Investments
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Buffered Digital Notes Linked to the Least Performing of the NASDAQ-100 Index®, the
Russell 2000® Index and the S&P 500® Index
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PS-8 | Structured Investments
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Buffered Digital Notes Linked to the Least Performing of the NASDAQ-100 Index®, the
Russell 2000® Index and the S&P 500® Index
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PS-9 | Structured Investments
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Buffered Digital Notes Linked to the Least Performing of the NASDAQ-100 Index®, the
Russell 2000® Index and the S&P 500® Index
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