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PRICING SUPPLEMENT
\nFiled Pursuant to Rule 424(b)(2)
\nRegistration Statement Nos. 333-293684 and 333-293684-01
\nDated October 28, 2026

JPMorgan Chase Financial Company LLC Capped Buffer GEARS

$1,243,750 Linked to the S&P 500^® Index due November\n2, 2028

Fully and Unconditionally Guaranteed by JPMorgan Chase & Co.

\n \n \n

Investment\n Description

\n \n \n

Capped Buffer GEARS (Growth Enhanced Asset Return Securities), which we refer to as the “Securities,” are unsecured and unsubordinated debt securities issued by JPMorgan Chase Financial Company LLC (“JPMorgan Financial”), the payment on which is fully and unconditionally guaranteed by JPMorgan Chase & Co., with a return linked to the performance of the S&P 500^® Index (the “Underlying”). If the Underlying Return is positive, JPMorgan Financial will repay your principal amount at maturity plus pay a return equal to the Underlying Return times the Upside Gearing of 3.00, up to the Maximum Gain of 24.40%. If the Underlying Return is zero or negative but the Final Value is greater than or equal to the Downside Threshold (90.00% of the Initial Value), JPMorgan Financial will repay your principal amount at maturity. However, if the Underlying Return is negative and the Final Value is less than the Downside Threshold, JPMorgan Financial will repay less than your principal amount at maturity, resulting in a loss of 1% of your principal amount for every 1% that the Underlying has declined by more than the Buffer. Investing in the Securities involves significant risks. You may lose up to 90% of your principal amount. You will not receive dividends or other distributions paid on any stocks included in the Underlying, and the Securities will not pay interest. The downside market exposure to the Underlying is buffered only if you hold the Securities to maturity. Any payment on the Securities, including any repayment of principal, is subject to the creditworthiness of JPMorgan Financial, as issuer of the Securities, and the creditworthiness of JPMorgan Chase & Co., as guarantor of the Securities. If JPMorgan Financial and JPMorgan Chase & Co. were to default on their payment obligations, you may not receive any amounts owed to you under the Securities and you could lose your entire investment.

\n \n \n

Features

Enhanced Growth Potential Subject to Maximum Gain — At maturity,\nthe Upside Gearing feature will provide leveraged exposure to any positive performance of the Underlying, up to the Maximum Gain of 24.40%.\nIf the Underlying Return is negative, investors may be exposed to the negative Underlying Return at maturity, subject to the Buffer.

Buffered Downside Market Exposure — If the Underlying Return\nis zero or negative but the Final Value is greater than or equal to the Downside Threshold, JPMorgan Financial will repay your principal\namount at maturity. However, if the Underlying Return is negative and the Final Value is less than the Downside Threshold, JPMorgan Financial\nwill repay less than your principal amount, resulting in a loss of 1% of your principal amount for every 1% that the Underlying has declined\nby more than the Buffer. You may lose up to 90% of your principal amount. The downside market exposure to the Underlying is subject to\nthe Buffer only if you hold the Securities to maturity. Any payment on the Securities, including any repayment of principal, is subject\nto the creditworthiness of JPMorgan Financial and JPMorgan Chase & Co.

\n \n \n

Key\n Dates

\n \n \n \n \n \n \n \n \n \n \n \n \n

Trade Date	October 28, 2026
Original Issue Date (Settlement Date)	October 30, 2026
Final Valuation Date¹	October 30, 2028
Maturity Date¹	November 2, 2028

\n \n \n \n

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 a Single Underlying –– Notes Linked to a Single Underlying (Other Than a Commodity Index)” and “General Terms of Notes — Postponement of a Payment Date” in the accompanying product supplement

\n \n \n

THE SECURITIES ARE SIGNIFICANTLY RISKIER THAN CONVENTIONAL DEBT INSTRUMENTS.\n JPMORGAN FINANCIAL IS NOT NECESSARILY OBLIGATED TO REPAY THE FULL PRINCIPAL AMOUNT OF THE SECURITIES AT MATURITY, AND THE SECURITIES MAY\n HAVE DOWNSIDE MARKET RISK SIMILAR TO THE UNDERLYING, SUBJECT TO THE BUFFER. THIS MARKET RISK IS IN ADDITION TO THE CREDIT RISK INHERENT\n IN PURCHASING A DEBT OBLIGATION OF JPMORGAN FINANCIAL FULLY AND UNCONDITIONALLY GUARANTEED BY JPMORGAN CHASE & CO. YOU SHOULD\n NOT PURCHASE THE SECURITIES IF YOU DO NOT UNDERSTAND OR ARE NOT COMFORTABLE WITH THE SIGNIFICANT RISKS INVOLVED IN INVESTING IN THE SECURITIES.

YOU SHOULD CAREFULLY CONSIDER THE RISKS DESCRIBED UNDER “KEY RISKS”\n BEGINNING ON PAGE 6 OF THIS PRICING SUPPLEMENT, UNDER “RISK FACTORS” BEGINNING ON PAGE S-2 OF THE ACCOMPANYING PROSPECTUS\n SUPPLEMENT AND UNDER “RISK FACTORS” BEGINNING ON PAGE PS-12 OF THE ACCOMPANYING PRODUCT SUPPLEMENT BEFORE PURCHASING ANY SECURITIES.\n EVENTS RELATING TO ANY OF THOSE RISKS, OR OTHER RISKS AND UNCERTAINTIES, COULD ADVERSELY AFFECT THE MARKET VALUE OF, AND THE RETURN ON,\n YOUR SECURITIES. YOU MAY LOSE UP TO 90% OF YOUR INITIAL INVESTMENT IN THE SECURITIES. THE SECURITIES WILL NOT BE LISTED ON ANY SECURITIES\n EXCHANGE.

\n \n \n

Security\n Offering

\n \n \n

We are offering Capped Buffer GEARS linked to the S&P 500^® Index. The Securities are offered at a minimum investment of $1,000 in denominations of $10 and integral multiples thereof. The return on the Securities is subject to, and will not exceed, the Maximum Gain.

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

Underlying	Upside \nGearing	Maximum \nGain	Initial \nValue	Downside \nThreshold	Buffer	CUSIP	ISIN
S&P 500^® Index \n(Bloomberg ticker: SPX)	3.00	24.40%	7,743.98	6,969.58, which is 90% of the Initial Value	10%	48135H299	US48135H2994

See “Additional Information about JPMorgan Financial, JPMorgan Chase & Co.\nand the Securities” in this pricing supplement. The Securities will have the terms specified in the prospectus and the prospectus\nsupplement, each dated April 17, 2026, product supplement no. 3-I dated April 17, 2026, underlying supplement no. 1-I dated April 17,\n2026 and this pricing supplement. The terms of the Securities as set forth in this pricing supplement, to the extent they differ or\nconflict with those set forth in the accompanying product supplement, will supersede the terms set forth in that product supplement.

Neither the Securities and Exchange Commission (the “SEC”)\nnor any state securities commission has approved or disapproved of the Securities or passed upon the accuracy or the adequacy of this\npricing supplement or the accompanying prospectus, the accompanying prospectus supplement, the accompanying product supplement and the\naccompanying underlying supplement. Any representation to the contrary is a criminal offense.

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

	Price to Public¹	Fees and Commissions²	Proceeds to Issuer
Offering of Securities	Total	Per Security	Total	Per Security	Total	Per Security
Securities linked to the S&P 500^® Index	$1,243,750	$10.00	—	—	$1,243,750	$10.00

\n \n \n \n \n \n \n

See “Supplemental Use of Proceeds” in this pricing supplement for information about the components of the price to public of the Securities.

All sales of the Securities will be made to certain fee-based advisory accounts for which UBS Financial Services Inc., which we refer to as UBS, is an investment adviser and UBS will act as placement agent. The purchase price will be $10.00 per Security and UBS will forgo any commissions related to these sales. See “Plan of Distribution (Conflicts of Interest)” in the accompanying product supplement, as supplemented by “Supplemental Plan of Distribution” in this pricing supplement.

The estimated value of the Securities, when the terms of the Securities\nwere set, was $9.955 per $10 principal amount Security. See “The Estimated Value of the Securities” in this pricing supplement\nfor additional information.

The Securities are not bank deposits, are not insured by the Federal Deposit\nInsurance Corporation or any other governmental agency and are not obligations of, or guaranteed by, a bank.

\n \n \n \n

UBS Financial Services Inc.

$\"\"$

\n \n \n

Additional\n Information about JPMorgan Financial, JPMorgan Chase & Co. and the Securities

You should read this pricing supplement together with the accompanying\nprospectus, as supplemented by the accompanying prospectus supplement relating to our Series A medium-term notes of which these Securities\nare a part, and the more detailed information contained in the accompanying product supplement and the accompanying underlying supplement.\nThis pricing supplement, together with the documents listed below, contains the terms of the Securities and supersedes all other prior\nor contemporaneous oral statements as well as any other written materials including preliminary or indicative pricing terms, correspondence,\ntrade ideas, structures for implementation, sample structures, fact sheets, brochures or other educational materials of ours. You\nshould carefully consider, among other things, the matters set forth in the “Risk Factors” sections of the accompanying prospectus\nsupplement and the accompanying product supplement, as the Securities involve risks not associated with conventional debt securities.

You may access these documents on the SEC website at www.sec.gov\nas follows (or if such address has changed, by reviewing our filings for the relevant date on the SEC website):

Product supplement no. 3-I dated April 17, 2026:
\nhttp://www.sec.gov/Archives/edgar/data/19617/000121390026045198/ea0285802-20_424b2.pdf

Underlying supplement no. 1-I dated April 17, 2026:
\nhttp://www.sec.gov/Archives/edgar/data/19617/000121390026045209/ea0285802-11_424b2.pdf

Prospectus supplement and prospectus, each dated April 17, 2026:
\nhttp://www.sec.gov/Archives/edgar/data/19617/000095010326005889/crt_dp245141-424b2.pdf

Our Central Index Key, or CIK, on the SEC website is 1665650, and\nJPMorgan Chase & Co.’s CIK is 19617. As used in this pricing supplement, the “Issuer,” “JPMorgan\nFinancial,” “we,” “us” and “our” refer to JPMorgan Chase Financial Company LLC.

\n \n \n

Supplemental\n Terms of the Securities

For purposes of the accompanying product supplement, the S&P 500^®\nIndex is an “Index.”

Notwithstanding anything to the contrary in the accompanying product\nsupplement, all values of an Underlying or values to which the value of that Underlying may be compared in the determination of any payment\non the Securities will be rounded to the same number of decimal places as the closing value of that Underlying published by the Bloomberg\nProfessional^® service (“Bloomberg”).

Investor\nSuitability

\n \n \n \n \n

The Securities may be suitable for\n you if, among other considerations:

t You\n fully understand the risks inherent in an investment in the Securities, including the risk of loss of up to 90% of your principal amount.

t You\n can tolerate a loss of a substantial portion of your investment and are willing to make an investment that may have similar downside market\n risk as a hypothetical investment in the Underlying, subject to the Buffer.

t You\n believe the level of the Underlying will increase over the term of the Securities and that the appreciation is unlikely to exceed an amount\n equal to the Maximum Gain indicated on the cover hereof.

t You\n understand and accept that your potential return is limited by the Maximum Gain and you are willing to invest in the Securities based\n on the Maximum Gain indicated on the cover hereof.

t You\n can tolerate fluctuations in the price of the Securities prior to maturity that may be similar to or exceed the downside fluctuations\n in the level of the Underlying.

t You\n do not seek current income from your investment and are willing to forgo dividends paid on the stocks included in the Underlying.

t You\n are willing and able to hold the Securities to maturity.

t You\n accept that there may be little or no secondary market for the Securities and that any secondary market will depend in large part on the\n price, if any, at which J.P. Morgan Securities LLC, which we refer to as JPMS, is willing to trade the Securities.

t You\n understand and accept the risks associated with the Underlying.

t You\n are willing to assume the credit risks of JPMorgan Financial and JPMorgan Chase & Co. for all payments under the Securities,\n and understand that if JPMorgan Financial and JPMorgan Chase & Co. default on their obligations, you may not receive any\n amounts due to you including any repayment of principal.

The Securities may not be suitable\n for you if, among other considerations:

t You\n do not fully understand the risks inherent in an investment in the Securities, including the risk of loss of up to 90% of your principal\n amount.

t You\n require an investment designed to provide a full return of principal at maturity.

t You\n cannot tolerate a loss of a substantial portion of your investment, or you are not willing to make an investment that may have similar\n downside market risk as a hypothetical investment in the Underlying, subject to the Buffer.

t You\n believe the level of the Underlying will decline over the term of the Securities and is likely to close below the Downside Threshold on\n the Final Valuation Date, or you believe the Underlying will appreciate over the term of the Securities by more than the Maximum Gain\n indicated on the cover hereof.

t You\n seek an investment that has unlimited return potential without a cap on appreciation.

t You\n are unwilling to invest in the Securities based on the Maximum Gain indicated on the cover hereof.

t You\n cannot tolerate fluctuations in the price of the Securities prior to maturity that may be similar to or exceed the downside fluctuations\n in the level of the Underlying.

t You\n seek current income from your investment or prefer not to forgo dividends paid on the stocks included in the Underlying.

t You\n are unwilling or unable to hold the Securities to maturity or seek an investment for which there will be an active secondary market.

t You\n do not understand or accept the risks associated with the Underlying.

t You\n are not willing to assume the credit risks of JPMorgan Financial and JPMorgan Chase & Co. for all payments under the Securities,\n including any repayment of principal.

The suitability considerations identified above are not exhaustive.\nWhether or not the Securities are a suitable investment for you will depend on your individual circumstances, and you should reach an\ninvestment decision only after you and your investment, legal, tax, accounting and other advisers have carefully considered the suitability\nof an investment in the Securities in light of your particular circumstances. You should also review carefully the “Key Risks”\nsection of this pricing supplement and the “Risk Factors” sections of the accompanying prospectus supplement and the accompanying\nproduct supplement for risks related to an investment in the Securities. For more information on the Underlying, please see the section\ntitled “The Underlying” below.

\n \n \n

Final\n Terms

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

Issuer:		JPMorgan Chase Financial Company LLC, a direct, wholly owned finance subsidiary of JPMorgan Chase & Co.
Guarantor:		JPMorgan Chase & Co.
Issue Price:		$10.00 per Security (subject to a minimum purchase of 100 Securities or $1,000)
Principal Amount:		$10.00 per Security. The payment at maturity will be based on the principal amount.
Underlying:		S&P 500^® Index
Term:		Approximately 2 years
Payment at Maturity (per $10 principal amount Security):		\n If the Underlying Return is positive, JPMorgan\n Financial will pay you a cash payment at maturity per $10 principal amount Security equal to: \n $10.00 + ($10.00 × Underlying Return ×\n Upside Gearing), \n provided, however, that in no event will JPMorgan Financial\n pay you at maturity an amount greater than: \n $10.00 + ($10.00 × Maximum Gain) \n If the Underlying Return is zero or negative but the Final Value\n is greater than or equal to the Downside Threshold, JPMorgan Financial will\n pay you a cash payment at maturity of $10.00 per $10 principal amount Security. \n If the Underlying Return is negative, and the Final Value is less\n than the Downside Threshold, JPMorgan Financial will pay you a cash payment\n at maturity per $10 principal amount Security equal to: \n $10.00 + [$10.00 × (Underlying Return \n + Buffer)] \n *In this scenario, you will lose 1% of your principal amount for\n every 1% that the Underlying has declined by more than the Buffer. You may lose up to 90% of your principal amount.*
Underlying Return:		\n (Final Value – Initial Value) \n Initial Value
Upside Gearing:		3.00
Maximum Gain:		24.40%. In no event will the return on the principal amount be greater than the Maximum Gain.
Initial Value:		The closing level of the Underlying on the Trade Date, as specified on the cover of this pricing supplement
Final Value:		The closing level of the Underlying on the Final Valuation Date
Downside Threshold:		90.00% of the Initial Value, as specified on the cover of this pricing supplement
Buffer:		10%, if held to maturity

\n \n \n

Investment\n Timeline

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n



Trade Date		The Initial Value is observed. The Downside Threshold and Maximum Gain are finalized.
$\"\"$
Maturity Date		\n The Final Value and the Underlying Return are determined. \n If the Underlying Return is positive, JPMorgan\n Financial will pay you a cash payment at maturity per $10 principal amount Security equal to: \n $10.00 + ($10.00 × Underlying Return × \n Upside Gearing), \n provided, however, that in no event will JPMorgan Financial\n pay you at maturity an amount greater than: \n $10.00 + ($10.00 × Maximum Gain) \n If the Underlying Return is zero or negative but the Final Value\n is greater than or equal to the Downside Threshold, JPMorgan Financial will\n pay you a cash payment at maturity of $10.00 per $10 principal amount Security. \n If the Underlying Return is negative, and the Final Value is less\n than the Downside Threshold, JPMorgan Financial will pay you a cash payment\n at maturity per $10 principal amount Security equal to: \n $10.00 + [$10.00 × (Underlying Return + Buffer)] \n *Under these circumstances, you may lose up to 90% of your principal\n amount.*

INVESTING IN THE SECURITIES INVOLVES SIGNIFICANT RISKS. YOU MAY LOSE UP\nTO 90% OF YOUR PRINCIPAL AMOUNT. ANY PAYMENT ON THE SECURITIES, INCLUDING ANY REPAYMENT OF PRINCIPAL, IS SUBJECT TO THE CREDITWORTHINESS\nOF JPMORGAN FINANCIAL AND JPMORGAN CHASE & CO. IF JPMORGAN FINANCIAL AND JPMORGAN CHASE & CO. WERE TO DEFAULT\nON THEIR PAYMENT OBLIGATIONS, YOU MAY NOT RECEIVE ANY AMOUNTS OWED TO YOU UNDER THE SECURITIES AND YOU COULD LOSE YOUR ENTIRE INVESTMENT.

\n \n \n

What\n Are the Tax Consequences of the Securities?

You should review carefully the section entitled “United States\nFederal Taxation” in the accompanying prospectus supplement. The following discussion, when read in combination with that section,\nconstitutes the full opinion of our special tax counsel, Davis Polk & Wardwell LLP, regarding the material U.S. federal income tax\nconsequences of owning and disposing of Securities.

Based on current market conditions, in the opinion of our special tax\ncounsel it is reasonable to treat the Securities as “open transactions” that are not debt instruments for U.S. federal income\ntax purposes, as more fully described in “United States Federal Taxation — Tax Consequences to U.S. Holders — Program\nSecurities Treated as Prepaid Financial Contracts That are Open Transactions” in the accompanying prospectus supplement. Assuming\nthis treatment is respected, the gain or loss on your Securities should be treated as long-term capital gain or loss if you hold your\nSecurities for more than a year, whether or not you are an initial purchaser of Securities at the issue price. However, the IRS or a court\nmay not respect this treatment, in which case the timing and character of any income or loss on the Securities could be materially and\nadversely affected. In addition, in 2007 Treasury and the IRS released a notice requesting comments on the U.S. federal income tax treatment\nof “prepaid forward contracts” and similar instruments. The notice focuses in particular on whether to require investors in\nthese instruments to accrue income over the term of their investment. It also asks for comments on a number of related topics, including\nthe character of income or loss with respect to these instruments; the relevance of factors such as the nature of the underlying property\nto which the instruments are linked; the degree, if any, to which income (including any mandated accruals) realized by non-U.S. investors\nshould be subject to withholding tax; and whether these instruments are or should be subject to the “constructive ownership”\nregime, which very generally can operate to recharacterize certain long-term capital gain as ordinary income and impose a notional interest\ncharge. While the notice requests comments on appropriate transition rules and effective dates, any Treasury regulations or other guidance\npromulgated after consideration of these issues could materially and adversely affect the tax consequences of an investment in the Securities,\npossibly with retroactive effect. You should consult your tax adviser regarding the U.S. federal income tax consequences of an investment\nin the Securities, including possible alternative treatments and the issues presented by this notice.

Section 871(m) of the Code and Treasury regulations promulgated thereunder\n(“Section 871(m)”) generally impose a 30% withholding tax (unless an income tax treaty applies) on dividend equivalents paid\nor deemed paid to Non-U.S. Holders with respect to certain financial instruments linked to U.S. equities or indices that include U.S.\nequities. Section 871(m) provides certain exceptions to this withholding regime, including for instruments linked to certain broad-based\nindices that meet requirements set forth in the applicable Treasury regulations. Additionally, a recent IRS notice excludes from\nthe scope of Section 871(m) instruments issued prior to January 1, 2029 that do not have a delta of one with respect to underlying securities\nthat could pay U.S.-source dividends for U.S. federal income tax purposes (each an “Underlying Security”). Based on\ncertain determinations made by us, our special tax counsel is of the opinion that Section 871(m) should not apply to the Securities with\nregard to Non-U.S. Holders. Our determination is not binding on the IRS, and the IRS may disagree with this determination. \nSection 871(m) is complex and its application may depend on your particular circumstances, including whether you enter into other transactions\nwith respect to an Underlying Security. You should consult your tax adviser regarding the potential application of Section\n871(m) to the Securities.

\n \n \n

Key\n Risks

An investment in the Securities involves significant risks. Investing\nin the Securities is not equivalent to investing directly in the Underlying. These risks are explained in more detail in the “Risk\nFactors” sections of the accompanying prospectus supplement and the accompanying product supplement. We also urge you to consult\nyour investment, legal, tax, accounting and other advisers before you invest in the Securities.

Risks Relating to the Securities Generally

Your Investment in the Securities May Result in a Loss —\nThe Securities differ from ordinary debt securities in that we will not necessarily repay the full principal amount of the Securities.\nIf the Underlying Return is negative, we will pay you the principal amount of your Securities in cash only if the Final Value has not\ndeclined below the Downside Threshold. If the Underlying Return is negative and the Final Value is less than the Downside Threshold, you\nwill lose 1% of your principal amount for every 1% that the Underlying has declined by more than the Buffer. Accordingly, you could lose\nup to 90% of your principal amount.

Credit Risks of JPMorgan Financial and JPMorgan Chase & Co.\n— The Securities are unsecured and unsubordinated debt obligations of the Issuer, JPMorgan Chase Financial Company LLC,\nthe payment on which is fully and unconditionally guaranteed by JPMorgan Chase & Co. The Securities will rank pari passu\nwith all of our other unsecured and unsubordinated obligations, and the related guarantee by JPMorgan Chase & Co. will rank\npari passu with all of JPMorgan Chase & Co.’s other unsecured and unsubordinated obligations. The Securities\nand related guarantees are not, either directly or indirectly, an obligation of any third party. Any payment to be made on the Securities,\nincluding any repayment of principal, depends on the ability of JPMorgan Financial and JPMorgan Chase & Co. to satisfy their\nobligations as they come due. As a result, the actual and perceived creditworthiness of JPMorgan Financial and JPMorgan Chase & Co.\nmay affect the market value of the Securities and, in the event JPMorgan Financial and JPMorgan Chase & Co. were to default\non their obligations, you may not receive any amounts owed to you under the terms of the Securities and you could lose your entire investment.

As a Finance Subsidiary, JPMorgan Financial Has No Independent Activities\nand Limited Assets — As a finance subsidiary of JPMorgan Chase & Co., we have no independent activities\nbeyond the issuance and administration of our securities and the collection of intercompany obligations. Aside from the initial capital\ncontribution from JPMorgan Chase & Co., substantially all of our assets relate to obligations of JPMorgan Chase & Co.\nto make payments under loans made by us to JPMorgan Chase & Co. or under other intercompany agreements. As a result, we\nare dependent upon payments from JPMorgan Chase & Co. to meet our obligations under the Securities. We are not an operating\nsubsidiary of JPMorgan Chase & Co. and in a bankruptcy or resolution of JPMorgan Chase & Co. we are not expected\nto have sufficient resources to meet our obligations in respect of the Securities as they come due. If JPMorgan Chase & Co.\ndoes not make payments to us and we are unable to make payments on the Securities, you may have to seek payment under the related guarantee\nby JPMorgan Chase & Co., and that guarantee will rank pari passu with all other unsecured and unsubordinated obligations\nof JPMorgan Chase & Co. For more information, see “Risk Factors — Holders of securities issued by JPMorgan Financial\nmay be subject to losses if JPMorgan Chase & Co. were to enter into a resolution” in the accompanying prospectus supplement.

The Appreciation Potential of the Securities Is Limited by the Maximum\nGain — The appreciation potential of the Securities is limited by the Maximum Gain of 24.40%. Accordingly, the appreciation\npotential of the Securities will be limited by the Maximum Gain even if the Underlying Return times the Upside Gearing is greater\nthan the Maximum Gain.

The Upside Gearing Applies Only If You Hold the Securities to Maturity\n— You should be willing to hold your Securities to maturity. If you are able to\nsell your Securities prior to maturity in the secondary market, if any, the price you receive likely will not reflect the full economic\nvalue of the Upside Gearing or the Securities themselves, and the return you realize may be less than the product of the performance of\nthe Underlying and the Upside Gearing and may be less than the Underlying’s return, even if that return is positive and does not\nexceed the Maximum Gain. You can receive the full benefit of the Upside Gearing, subject to the Maximum Gain, only if you hold your Securities\nto maturity.

The Downside Market Exposure to the Underlying Is Buffered Only If You\nHold the Securities to Maturity — You should be willing to hold your Securities\nto maturity. If you are able to sell your Securities in the secondary market, if any, prior to maturity, you may have to sell them at\na loss relative to your initial investment even if the closing level of the Underlying is above the Downside Threshold. If you hold the\nSecurities to maturity, JPMorgan Financial will repay your principal amount as long as the Final Value is not below the Downside Threshold.\nHowever, if the Underlying Return is negative and the Final Value is less than the Downside Threshold, JPMorgan Financial will repay less\nthan your principal amount at maturity, resulting in a loss of 1% of your principal amount for every 1% that the Underlying has declined\nby more than the Buffer.

No Interest Payments — JPMorgan Financial will not make\nany interest payments to you with respect to the Securities.

The Probability That the Final Value Will Fall Below the Downside Threshold\non the Final Valuation Date Will Depend on the Volatility of the Underlying — “Volatility” refers to the\nfrequency and magnitude of changes in the level of the Underlying. Greater expected volatility with respect to the Underlying reflects\na higher expectation as of the Trade Date that the Underlying could close below the Downside Threshold on the Final Valuation Date of\nthe Securities, resulting in the loss of some or most of your investment. However, the Underlying’s volatility can change significantly\nover the term of the Securities. The level of the Underlying could fall sharply, which could result in a significant loss of principal.

Investing in the Securities Is Not Equivalent to Investing in the Stocks\nComposing the Underlying — Investing in the Securities is not equivalent to investing in the stocks included in the Underlying.\nAs an investor in the Securities, you will not have any ownership interest or rights in the stocks included in the Underlying, such as\nvoting rights, dividend payments or other distributions.

We Cannot Control Actions by the Sponsor of the Underlying and That Sponsor\nHas No Obligation to Consider Your Interests — We and our affiliates are not affiliated\nwith the sponsor of the Underlying and have no ability to control or predict its actions, including any errors in or discontinuation of\npublic disclosure regarding methods or policies relating to the calculation of the Underlying. The sponsor of the Underlying is not involved\nin this Security offering in any way and has no obligation to consider your interest as an owner of the Securities in taking any actions\nthat might affect the market value of your Securities.

Your Return on the Securities Will Not Reflect Dividends on the Stocks\nComposing the Underlying — Your return on the Securities will not reflect the return you would realize if you actually\nowned the stocks included in the Underlying and received the dividends on the stocks included in the Underlying. This is because the calculation\nagent will calculate the amount payable to you at maturity of the Securities by reference to the Final Value, which reflects the closing\nlevel of the Underlying on the Final Valuation Date without taking into consideration the value of dividends on the stocks included in\nthe Underlying.

Lack of Liquidity — The Securities will not be listed\non any securities exchange. JPMS intends to offer to purchase the Securities in the secondary market, but is not required to do so. Even\nif there is a secondary market, it may not provide enough liquidity to allow you to trade or sell the Securities easily. Because other\ndealers are not likely to make a secondary market for the Securities, the price at which you may be able to trade your Securities is likely\nto depend on the price, if any, at which JPMS is willing to buy the Securities.

Tax Treatment — Significant aspects of the tax treatment\nof the Securities are uncertain. You should consult your tax adviser about your tax situation.

Risks Relating to Conflicts of Interest

Potential Conflicts — We and our affiliates play a variety\nof roles in connection with the issuance of the Securities, including acting as calculation agent and hedging our obligations under the\nSecurities and making the assumptions used to determine the pricing of the Securities and the estimated value of the Securities when the\nterms of the Securities are set, which we refer to as the estimated value of the Securities. In performing these duties, our and JPMorgan\nChase & Co.’s economic interests and the economic interests of the calculation agent and other affiliates of ours\nare potentially adverse to your interests as an investor in the Securities. In addition, our and JPMorgan Chase & Co.’s\nbusiness activities, including hedging and trading activities, could cause our and JPMorgan Chase & Co.’s economic\ninterests to be adverse to yours and could adversely affect any payment on the Securities and the value of the Securities. It is possible\nthat hedging or trading activities of ours or our affiliates in connection with the Securities could result in substantial returns for\nus or our affiliates while the value of the Securities declines. Please refer to “Risk Factors — Risks Relating to Conflicts\nof Interest” in the accompanying product supplement for additional information about these risks.

Potentially Inconsistent Research, Opinions or Recommendations by JPMS,\nUBS or Their Affiliates — JPMS, UBS or their affiliates may publish research, express opinions or provide recommendations\nthat are inconsistent with investing in or holding the Securities, and that may be revised at any time. Any such research, opinions or\nrecommendations may or may not recommend that investors buy or hold investments linked to the Underlying and could affect the value of\nthe Underlying, and therefore the market value of the Securities.

Potential JPMorgan Financial Impact on the Market Price of the Underlying\n— Trading or transactions by JPMorgan Financial or its affiliates in the Underlying or in futures, options or other derivative\nproducts on the Underlying may adversely affect the market value of the Underlying and, therefore, the market value of the Securities.

Risks Relating to the Estimated Value and Secondary Market Prices\nof the Securities

The Estimated Value of the Securities Is Lower Than the Original Issue\nPrice (Price to Public) of the Securities — The estimated value of the Securities is only an estimate determined by reference\nto several factors. The original issue price of the Securities exceeds the estimated value of the Securities because costs associated\nwith structuring and hedging the Securities are included in the original issue price of the Securities. These costs include the projected\nprofits, if any, that our affiliates expect to realize for assuming risks inherent in hedging our obligations under the Securities, the\nestimated cost of hedging our obligations under the Securities and the fees, if any, paid for third-party data analytics and/or electronic\nplatform services. See “The Estimated Value of the Securities” in this pricing supplement.

The Estimated Value of the Securities Does Not Represent Future Values\nof the Securities and May Differ from Others’ Estimates — The estimated value of the Securities is determined by\nreference to internal pricing models of our affiliates when the terms of the Securities are set. This estimated value of the Securities\nis based on market conditions and other relevant factors existing at that time and assumptions about market parameters, which can include\nvolatility, dividend rates, interest rates and other factors. Different pricing models and assumptions could provide valuations for the\nSecurities that are greater than or less than the estimated value of the Securities. In addition, market conditions and other relevant\nfactors in the future may change, and any assumptions may prove to be incorrect. On future dates, the value of the Securities could change\nsignificantly based on, among other things, changes in

market conditions, our or JPMorgan Chase & Co.’s\ncreditworthiness, interest rate movements and other relevant factors, which may impact the price, if any, at which JPMS would be willing\nto buy Securities from you in secondary market transactions. See “The Estimated Value of the Securities” in this pricing supplement.

The Estimated Value of the Securities Is Derived by Reference to an Internal\nFunding Rate — The internal funding rate used in the determination of the estimated value of the Securities may differ\nfrom the market-implied funding rate for vanilla fixed income instruments of a similar maturity issued by JPMorgan Chase & Co.\nor its affiliates. Any difference may be based on, among other things, our and our affiliates’ view of the funding value of the\nSecurities as well as the higher issuance, operational and ongoing liability management costs of the Securities in comparison to those\ncosts for the conventional fixed income instruments of JPMorgan Chase & Co. This internal funding rate is based on certain\nmarket inputs and assumptions, which may prove to be incorrect, and is intended to approximate the prevailing market replacement funding\nrate for the Securities. The use of an internal funding rate and any potential changes to that rate may have an adverse effect on the\nterms of the Securities and any secondary market prices of the Securities. See “The Estimated Value of the Securities” in\nthis pricing supplement.

The Value of the Securities as Published by JPMS (and Which May Be Reflected\non Customer Account Statements) May Be Higher Than the Then-Current Estimated Value of the Securities for a Limited Time Period —\nWe generally expect that some of the costs included in the original issue price of the Securities will be partially paid back to you in\nconnection with any repurchases of your Securities by JPMS in an amount that will decline to zero over an initial predetermined period.\nThese costs can include projected hedging profits, if any, and, in some circumstances, estimated hedging costs, our internal secondary\nmarket funding rates for structured debt issuances and the fees paid for third-party data analytics and/or electronic platform services.\nSee “Secondary Market Prices of the Securities” in this pricing supplement for additional information relating to this initial\nperiod. Accordingly, the estimated value of your Securities during this initial period may be lower than the value of the Securities as\npublished by JPMS (and which may be shown on your customer account statements).

Secondary Market Prices of the Securities Will Likely Be Lower Than the\nOriginal Issue Price of the Securities — Any secondary market prices of the Securities will likely be lower than the\noriginal issue price of the Securities because, among other things, secondary market prices take into account our internal secondary market\nfunding rates for structured debt issuances and, also, because secondary market prices may exclude projected hedging profits, if any,\nestimated hedging costs and fees, if any, paid for third-party data analytics and/or electronic platform services that are included in\nthe original issue price of the Securities. As a result, the price, if any, at which JPMS will be willing to buy Securities from you in\nsecondary market transactions, if at all, is likely to be lower than the original issue price. Furthermore, if you sell your Securities,\nyou will likely be charged a commission for secondary market transactions, or the price will likely reflect a dealer discount and/or fees\nfor use of an electronic platform to facilitate secondary market activity. Any sale by you prior to the Maturity Date could result in\na substantial loss to you. See the immediately following risk factor for information about additional factors that will impact any secondary\nmarket prices of the Securities.

The Securities are not designed to be short-term\ntrading instruments. Accordingly, you should be able and willing to hold your Securities to maturity. See “— Risks Relating\nto the Securities Generally — Lack of Liquidity” above.

Many Economic and Market Factors Will Impact the Value of the Securities\n— As described under “The Estimated Value of the Securities” in this pricing supplement, the Securities can\nbe thought of as securities that combine a fixed-income debt component with one or more derivatives. As a result, the factors that influence\nthe values of fixed-income debt and derivative instruments will also influence the terms of the Securities at issuance and their value\nin the secondary market. Accordingly, the secondary market price of the Securities during their term will be impacted by a number of economic\nand market factors, which may either offset or magnify each other, aside from the projected hedging profits, if any, estimated hedging\ncosts and the level of the Underlying, including:

any actual or potential change in our or JPMorgan Chase & Co.’s creditworthiness or credit spreads;

customary bid-ask spreads for similarly sized trades;

our internal secondary market funding rates for structured debt issuances;

the actual and expected volatility in the level of the Underlying;

the time to maturity of the Securities;

the dividend rates on the equity securities included in the Underlying;

interest and yield rates in the market generally; and

a variety of other economic, financial, political, regulatory and judicial events.

Additionally, independent pricing vendors\nand/or third party broker-dealers may publish a price for the Securities, which may also be reflected on customer account statements.\nThis price may be different (higher or lower) than the price of the Securities, if any, at which JPMS may be willing to purchase your\nSecurities in the secondary market.

Risks Relating to the Underlying

JPMorgan Chase & Co. Is Currently One of the Companies that Make Up the Underlying\n— JPMorgan Chase & Co. is currently one of the\ncompanies that make up the Underlying. JPMorgan Chase & Co. will not have any obligation to consider your interests as a\nholder of the Securities in taking any corporate action that might affect the value of the Underlying and the Securities.

\n \n \n

Hypothetical\n Examples and Return Table

Hypothetical terms only. Actual terms may vary.\nSee the cover page for actual offering terms.

The following table and hypothetical\nexamples below illustrate the payment at maturity per $10 principal amount Security for a hypothetical range of Underlying Returns from\n-100.00% to +100.00% on an offering of the Securities linked to a hypothetical Underlying and assume a hypothetical Initial Value of 100,\na hypothetical Downside Threshold of 95, a hypothetical Upside Gearing of 1.20, a hypothetical Maximum Gain of 9.00% and a hypothetical\nBuffer of 5%. The hypothetical Initial Value of 100 has been chosen for illustrative purposes only and does not represent the actual Initial\nValue. The actual Initial Value and Downside Threshold are based on the closing level of the Underlying on the Trade Date and are specified\non the cover of this pricing supplement. For historical data regarding the actual closing levels of the Underlying, please see the historical\ninformation set forth under “The Underlying” in this pricing supplement. The actual Upside Gearing, Buffer and Maximum Gain\nare specified on the cover of this pricing supplement. The hypothetical payment at maturity examples set forth below are for illustrative\npurposes only and may not be the actual returns applicable to a purchaser of the Securities. The actual payment at maturity may be more\nor less than the amounts displayed below and will be determined based on the actual terms of the Securities, including the Upside Gearing,\nthe Initial Value, the Downside Threshold, the Buffer, the Maximum Gain and the Final Value on the Final Valuation Date. You should consider\ncarefully whether the Securities are suitable to your investment goals. The numbers appearing in the table below have been rounded for\nease of analysis.

\n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n

Final Value	Underlying Return (%)	Payment at Maturity ($)	Return at Maturity per \n$10.00 issue price (%)
200.00	100.00%	$10.90	9.00%
190.00	90.00%	$10.90	9.00%
180.00	80.00%	$10.90	9.00%
170.00	70.00%	$10.90	9.00%
160.00	60.00%	$10.90	9.00%
150.00	50.00%	$10.90	9.00%
140.00	40.00%	$10.90	9.00%
130.00	30.00%	$10.90	9.00%
120.00	20.00%	$10.90	9.00%
110.00	10.00%	$10.90	9.00%
107.50	7.50%	$10.90	9.00%
104.00	4.00%	$10.48	4.80%
102.00	2.00%	$10.24	2.40%
100.00	0.00%	$10.00	0.00%
97.50	-2.50%	$10.00	0.00%
95.00	-5.00%	$10.00	0.00%
90.00	-10.00%	$9.50	-5.00%
80.00	-20.00%	$8.50	-15.00%
70.00	-30.00%	$7.50	-25.00%
60.00	-40.00%	$6.50	-35.00%
50.00	-50.00%	$5.50	-45.00%
40.00	-60.00%	$4.50	-55.00%
30.00	-70.00%	$3.50	-65.00%
20.00	-80.00%	$2.50	-75.00%
10.00	-90.00%	$1.50	-85.00%
0.00	-100.00%	$0.50	-95.00%

Example 1 — The level of the Underlying increases by 2% from\nthe Initial Value of 100 to the Final Value of 102.

Because the Upside Gearing of 1.20 times the Underlying Return\nof 2% is less than the Maximum Gain of 9.00%, JPMorgan Financial will pay you your principal amount plus a return equal to the\nUnderlying Return times the Upside Gearing, resulting in a payment at maturity of $10.24 per $10 principal amount Security, calculated\nas follows:

$10.00 + ($10.00 × Underlying Return ×\nUpside Gearing)
\n$10.00 + ($10.00 × 2% × 1.20) = $10.24

Example 2 — The level of the Underlying increases by 10% from\nthe Initial Value of 100 to the Final Value of 110.

Because the Upside Gearing of 1.20 times the Underlying Return\nof 10% is greater than the Maximum Gain of 9.00%, JPMorgan Financial will pay you your principal amount plus a return equal to\nthe Maximum Gain of 9.00%, resulting in a payment at maturity of $10.90 per $10 principal amount Security, calculated as follows:

$10.00 + ($10.00 × Maximum Gain)
\n$10.00 + ($10.00 × 9.00%) = $10.90

Example 3 — The level of the Underlying decreases by 2.50%\nfrom the Initial Value of 100 to the Final Value of 97.50.

Because the Underlying Return is negative and the Final Value is greater\nthan the Downside Threshold, at maturity, JPMorgan Financial will pay you your principal amount of $10.00 per $10 principal amount Security.

Example 4 — The level of the Underlying decreases by 40% from\nthe Initial Value of 100 to the Final Value of 60.

Because the Underlying Return is -40% and the Final Value is less than\nthe Downside Threshold of 95, at maturity, JPMorgan Financial will pay you a payment at maturity of $6.50 per $10 principal amount Security,\ncalculated as follows:

$10.00 + [$10.00 × (Underlying Return + Buffer)]
\n$10.00 + [$10.00 × (-40.00% + 5.00%)] = $6.50

If the Underlying Return is negative and the Final Value is less\nthan the Downside Threshold, investors will lose 1% of their principal amount for every 1% that the Underlying has declined in excess\nof the Buffer. Investors could lose up to 95% of their principal amount.

The hypothetical returns and hypothetical payments on the Securities\nshown above apply only if you hold the Securities for their entire term. These hypotheticals do not reflect fees or expenses that\nwould be associated with any sale in the secondary market. If these fees and expenses were included, the hypothetical returns and hypothetical\npayments shown above would likely be lower.

\n \n \n

The\n Underlying

The S&P 500^® Index consists of stocks of 500 companies\nselected to provide a performance benchmark for the large market capitalization segment of the U.S. equity markets. For additional information\nabout the S&P 500^® Index, see “Equity Index Descriptions — The S&P U.S. Indices” in the accompanying\nunderlying supplement.

Historical Information

The graph below illustrates the daily performance of the Underlying from\nJanuary 4, 2016 through October 28, 2026, based on information from the Bloomberg Professional^® service (“Bloomberg”),\nwithout independent verification. The closing level of the Underlying on October 28, 2026 was 7,743.98. We obtained the closing levels\nof the Underlying above and below from Bloomberg, without independent verification.

The dotted line represents the Downside Threshold of 6,969.58, equal\nto 90% of the closing level of the Underlying on October 28, 2026.

Past performance of the Underlying is not indicative\nof the future performance of the Underlying.

$\"\"$

The historical performance of the Underlying should not be\ntaken as an indication of future performance, and no assurance can be given as to the closing level of the Underlying on the Final Valuation\nDate. There can be no assurance that the performance of the Underlying will result in the return of any of your principal amount.
\n

\n \n \n

Supplemental\n Plan of Distribution

We and JPMorgan Chase & Co. have agreed to indemnify\nUBS and JPMS against liabilities under the Securities Act of 1933, as amended, or to contribute to payments that UBS may be required to\nmake relating to these liabilities as described in the prospectus supplement and the prospectus. We have agreed that UBS may sell all\nor a part of the Securities that it purchases from us to the public or its affiliates at the price to public indicated on the cover hereof.

Subject to regulatory constraints, JPMS intends to offer to purchase\nthe Securities in the secondary market, but it is not required to do so.

We or our affiliates may enter into swap agreements or related hedge\ntransactions with one of our other affiliates or unaffiliated counterparties in connection with the sale of the Securities, and JPMS and/or\nan affiliate may earn additional income as a result of payments pursuant to the swap or related hedge transactions. See “Supplemental\nUse of Proceeds” in this pricing supplement and “Use of Proceeds and Hedging” in the accompanying product supplement.

All sales of the Securities will be made to certain fee-based advisory\naccounts for which UBS is an investment adviser and UBS will act as placement agent. The purchase price will be $10.00 per Security and\nUBS will forgo any selling commissions related to these sales.

\n \n \n

The\n Estimated Value of the Securities

The estimated value of the Securities set forth on the cover of this\npricing supplement is equal to the sum of the values of the following hypothetical components: (1) a fixed-income debt component with\nthe same maturity as the Securities, valued using the internal funding rate described below, and (2) the derivative or derivatives underlying\nthe economic terms of the Securities. The estimated value of the Securities does not represent a minimum price at which JPMS would be\nwilling to buy your Securities in any secondary market (if any exists) at any time. The internal funding rate used in the determination\nof the estimated value of the Securities may differ from the market-implied funding rate for vanilla fixed income instruments of a similar\nmaturity issued by JPMorgan Chase & Co. or its affiliates. Any difference may be based on, among other things, our and our\naffiliates’ view of the funding values of the Securities as well as the higher issuance, operational and ongoing liability management\ncosts of the Securities in comparison to those costs for the conventional fixed income instruments of JPMorgan Chase & Co.\nThis internal funding rate is based on certain market inputs and assumptions, which may prove to be incorrect, and is intended to approximate\nthe prevailing market replacement funding rate for the Securities. The use of an internal funding rate and any potential changes to that\nrate may have an adverse effect on the terms of the Securities and any secondary market prices of the Securities. For additional information,\nsee “Key Risks — Risks Relating to the Estimated Value and Secondary Market Prices of the Securities — The Estimated\nValue of the Securities Is Derived by Reference to an Internal Funding Rate” in this pricing supplement. The value of the derivative\nor derivatives underlying the economic terms of the Securities is derived from internal pricing models of our affiliates. These models\nare dependent on inputs such as the traded market prices of comparable derivative instruments and on various other inputs, some of which\nare market-observable, and which can include volatility, dividend rates, interest rates and other factors, as well as assumptions about\nfuture market events and/or environments. Accordingly, the estimated value of the Securities is determined when the terms of the Securities\nare set based on market conditions and other relevant factors and assumptions existing at that time. See “Key Risks — Risks\nRelating to the Estimated Value and Secondary Market Prices of the Securities — The Estimated Value of the Securities Does Not Represent\nFuture Values of the Securities and May Differ from Others’ Estimates” in this pricing supplement.

The estimated value of the Securities is lower than the original\nissue price of the Securities because costs associated with structuring and hedging the Securities are included in the original issue\nprice of the Securities. These costs include the projected profits, if any, that our affiliates expect to realize for assuming risks inherent\nin hedging our obligations under the Securities, the estimated cost of hedging our obligations under the Securities and the fees, if any,\npaid for third-party data analytics and/or electronic platform services. Because hedging our obligations entails risk and may be influenced\nby market forces beyond our control, this hedging may result in a profit that is more or less than expected, or it may result in a loss.\nWe or one or more of our affiliates will retain any profits realized in hedging our obligations under the Securities. See “Key Risks\n— Risks Relating to the Estimated Value and Secondary Market Prices of the Securities — The Estimated Value of the Securities\nIs Lower Than the Original Issue Price (Price to Public) of the Securities” in this pricing supplement.

\n \n \n

Secondary\n Market Prices of the Securities

For information about factors that will impact any secondary market\nprices of the Securities, see “Key Risks — Risks Relating to the Estimated Value and Secondary Market Prices of the Securities\n— Many Economic and Market Factors Will Impact the Value of the Securities” in this pricing supplement. In addition, we generally\nexpect that some of the costs included in the original issue price of the Securities will be partially paid back to you in connection\nwith any repurchases of your Securities by JPMS in an amount that will decline to zero over an initial predetermined period that is intended\nto be up to five months. The length of any such initial period reflects secondary market volumes for the Securities, the structure of\nthe Securities, whether our affiliates expect to earn a profit in connection with our hedging activities, the estimated costs of hedging\nthe Securities and when these costs are incurred, as determined by our affiliates. See “Key Risks — Risks Relating to the\nEstimated Value and Secondary Market Prices of the Securities — The Value of the Securities as Published by JPMS (and Which May\nBe Reflected on Customer Account Statements) May Be Higher Than the Then-Current Estimated Value of the Securities for a Limited Time\nPeriod” in this pricing supplement.

\n \n \n

Supplemental\n Use of Proceeds

The Securities are offered to meet investor demand for products that\nreflect the risk-return profile and market exposure provided by the Securities. See “Hypothetical Examples and Return Table”\nin this pricing supplement for an illustration of the risk-return profile of the Securities and “The Underlying” in this pricing\nsupplement for a description of the market exposure provided by the Securities.

The original issue price of the Securities is equal to the estimated\nvalue of the Securities plus (minus) the projected profits (losses) that our affiliates expect to realize for assuming risks inherent\nin hedging our obligations under the Securities, plus the estimated cost of hedging our obligations under the Securities, plus the fees,\nif any, paid for third-party data analytics and/or electronic platform services.

\n \n \n

Validity\n of the Securities and the Guarantee

In the opinion of Davis Polk & Wardwell LLP, as special products\ncounsel to JPMorgan Financial and JPMorgan Chase & Co., when the Securities offered by this pricing supplement have been\nissued by JPMorgan Financial pursuant to the indenture, the trustee and/or paying agent has made, in accordance with the instructions\nfrom JPMorgan Financial, the appropriate entries or notations in its records relating to the master global note that represents such Securities\n(the “master note”), and such Securities have been delivered against payment as contemplated herein, such Securities will\nbe valid and binding obligations of JPMorgan Financial and the related guarantee will constitute a valid and binding obligation of JPMorgan\nChase & Co., enforceable in accordance with their terms, subject to applicable bankruptcy, insolvency and similar laws affecting\ncreditors’ rights generally, concepts of reasonableness and equitable principles of general applicability (including, without limitation,\nconcepts of good faith, fair dealing and the lack of bad faith), provided that such counsel expresses no opinion as to (x)(i) the\neffect of fraudulent conveyance, fraudulent transfer or similar provision of applicable law on the conclusions expressed above or (ii)\nany provision of the indenture that purports to avoid the effect of fraudulent conveyance, fraudulent transfer or similar provision of\napplicable law by limiting the amount of JPMorgan Chase & Co.’s obligation under the related guarantee or (y) the\nvalidity, legally binding effect or enforceability of any provision that permits holders to collect any portion of the stated principal\namount upon acceleration of the Securities to the extent determined to constitute unearned interest. This opinion is given as of the date\nhereof and is limited to the laws of the State of New York, the General Corporation Law of the State of Delaware and the Delaware Limited\nLiability Company Act, except that such counsel expresses no opinion as to (i) any law, rule or regulation that is applicable to JPMorgan\nFinancial or JPMorgan Chase & Co., the indenture, the Securities, the related guarantee (together with the indenture and\nthe Securities, the “Documents”) or such transactions solely because such law, rule or regulation is part of a regulatory\nregime applicable to any party to any of the Documents or any of its affiliates due to the specific assets or business of such party or\nsuch affiliate or (ii) any law, rule or regulation relating to national security. In addition, this opinion is subject to customary assumptions\nabout the trustee’s authorization, execution and delivery of the indenture and its authentication of the master note and the validity,\nbinding nature and enforceability of the indenture with respect to the trustee, all as stated in the letter of such counsel dated February\n24, 2026, which was filed as an exhibit to the Registration Statement on Form S-3 by JPMorgan Financial and JPMorgan Chase & Co.\non February 24, 2026.

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