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PRICING SUPPLEMENT NO.

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

JPMorgan Chase Financial Company LLC Barrier Market Linked Notes (with\ndaily barrier observation)

$3,723,000 Linked to the SPDR^® Gold Trust due November\n2, 2028

Fully and Unconditionally Guaranteed by JPMorgan Chase & Co.

\n \n \n

Investment\n Description

Barrier Market Linked Notes, which we refer to as the “Notes,”\nare unsecured and unsubordinated debt securities issued by JPMorgan Chase Financial Company LLC (“JPMorgan Financial”), the\npayment on which is fully and unconditionally guaranteed by JPMorgan Chase & Co., with a return linked to the performance\nof the SPDR^® Gold Trust (the “Underlying”). If a Barrier Event has occurred, meaning that the closing\nprice of one share of the Underlying is greater than the Upper Barrier on any day during the period from but excluding the Trade Date\nto and including the Final Valuation Date (the “Observation Period”), JPMorgan Financial will repay your principal amount\nat maturity plus pay an amount equal to the Conditional Return of 10.00% of the principal amount. The Upper Barrier is equal to\nthe Initial Value plus 48.00% of the Initial Value. If a Barrier Event has not occurred and the Underlying Return\nis positive, JPMorgan Financial will repay your principal amount plus an amount reflecting the Underlying Return. If a Barrier\nEvent has not occurred and the Underlying Return is zero or negative, JPMorgan Financial will repay your principal amount\nat maturity but you will not receive any positive return on your investment. The closing price of one share of the Underlying is subject\nto adjustments in the case of certain events described in the accompanying product supplement under “The Underlyings — Funds\n— Anti-Dilution Adjustments.”

Investing in the Notes involves significant risks. The Notes will\nnot pay interest. Because the Upper Barrier is equal to the Initial Value plus 48.00% of the Initial Value, the maximum payment\nat maturity is $1,480.00 per $1,000 principal amount Note. The repayment of principal applies only if you hold the Notes to maturity.\nAny payment on the Notes, including any repayment of principal, is subject to the creditworthiness of JPMorgan Financial, as issuer of\nthe Notes, and the creditworthiness of JPMorgan Chase & Co., as guarantor of the Notes. If JPMorgan Financial and JPMorgan\nChase & Co. were to default on their payment obligations, you may not receive any amounts owed to you under the Notes and\nyou could lose your entire investment.

\n \n \n

Features

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

q	Conditional Return at Maturity If a Barrier Event Has Occurred — If a Barrier Event has occurred, JPMorgan Financial will repay your principal amount at maturity plus pay an amount equal to the Conditional Return of 10.00% of the principal amount.
q	Growth Potential Only If A Barrier Event Has Not Occurred — If a Barrier Event has not occurred and the Underlying Return is positive, JPMorgan Financial will repay your principal amount plus an amount reflecting the Underlying Return. However, if a Barrier Event has not occurred and the Underlying Return is zero or negative, JPMorgan Financial will repay your principal amount at maturity but you will not receive any positive return on your investment.
q	Repayment of Principal at Maturity — If you hold the Notes to maturity, JPMorgan Financial will repay at least your principal amount at maturity. The repayment of principal applies only if you hold the Notes to maturity. Any payment on the Notes, including any repayment of principal, is subject to the creditworthiness of JPMorgan Financial and JPMorgan Chase & Co.

\n \n \n

Key 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 or early acceleration in the event of an acceleration event as described under “General Terms of Notes — Consequences of an Acceleration Event” in the accompanying product supplement and “Key Risks — Risks Relating to the Notes Generally — We May Accelerate Your Notes If an Acceleration Event Occurs” in this pricing supplement

YOU MAY RECEIVE ONLY THE FULL PRINCIPAL AMOUNT OF THE NOTES AT MATURITY,\nAND MAY NOT RECEIVE ANY POSITIVE RETURN ON THE NOTES. THE NOTES ARE EXPOSED TO MARKET RISK SIMILAR TO THE UNDERLYING, IN ADDITION TO THE\nCREDIT RISK INHERENT IN PURCHASING A DEBT OBLIGATION OF JPMORGAN FINANCIAL FULLY AND UNCONDITIONALLY GUARANTEED BY JPMORGAN CHASE & CO.\nYOU SHOULD NOT PURCHASE THE NOTES IF YOU DO NOT UNDERSTAND OR ARE NOT COMFORTABLE WITH THE SIGNIFICANT RISKS INVOLVED IN INVESTING IN\nTHE NOTES.

YOU SHOULD CAREFULLY CONSIDER THE RISKS DESCRIBED UNDER “KEY RISKS”\nBEGINNING ON PAGE 6 OF THIS PRICING SUPPLEMENT, UNDER “RISK FACTORS” BEGINNING ON PAGE S-2 OF THE ACCOMPANYING PROSPECTUS\nSUPPLEMENT AND UNDER “RISK FACTORS” BEGINNING ON PAGE PS-12 OF THE ACCOMPANYING PRODUCT SUPPLEMENT BEFORE PURCHASING ANY NOTES.\nEVENTS RELATING TO ANY OF THOSE RISKS, OR OTHER RISKS AND UNCERTAINTIES, COULD ADVERSELY AFFECT THE MARKET VALUE OF, AND THE RETURN ON,\nYOUR NOTES. THE NOTES WILL NOT BE LISTED ON ANY SECURITIES EXCHANGE.

\n \n \n

Note Offering

We are offering Barrier Market Linked Notes linked to the SPDR^®\nGold Trust. The Notes are offered at a minimum investment of $1,000 in denominations of $1,000 and integral multiples thereof.

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

Underlying

Initial Value

Upper Barrier*

Conditional Return

CUSIP/ ISIN

SPDR^® Gold Trust
\n(Bloomberg ticker: GLD)

$373.51

$552.79, which is the Initial Value plus 48.00% of the Initial Value

10.00%

46661PUC9 /

US46661PUC93

*Rounded to two decimal places

See “Additional Information about JPMorgan Financial, JPMorgan\nChase & Co. and the Notes” in this pricing supplement. The Notes will have the terms specified in the prospectus\nand the prospectus supplement, each dated April 17, 2026, product supplement no. 3-I dated April 17, 2026, underlying supplement no.\n1-I dated April 17, 2026 and this pricing supplement. The\nterms of the Notes as set forth in this pricing supplement, to the extent they differ or conflict with those set forth in the\naccompanying 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 Notes or passed upon the accuracy or the adequacy of this pricing\nsupplement or the accompanying prospectus, the accompanying prospectus supplement, the accompanying product supplement and the accompanying\nunderlying 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 Notes	Total	Per Note	Total	Per Note	Total	Per Note
Notes Linked to the SPDR^® Gold Trust	$3,723,000	$1,000.00	$74,460	$20.00	$3,648,540	$980.00

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

¹	See “Supplemental Use of Proceeds” in this pricing supplement for information about the components of the price to public of the Notes.
²	UBS Financial Services Inc., which we refer to as UBS, will receive selling commissions from us of $20.00 per $1,000 principal amount Note. 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 Notes, when the terms of the Notes were\nset, was $968.00 per $1,000 principal amount Note. See “The Estimated Value of the Notes” in this pricing supplement for\nadditional information.

The Notes are not bank deposits, are not insured by the Federal\nDeposit Insurance Corporation or any other governmental agency and are not obligations of, or guaranteed by, a bank.

\n \n \n \n

UBS Financial Services Inc.

J.P.Morgan

\n \n \n

Additional Information about JPMorgan Financial, JPMorgan Chase & Co. and the Notes

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 Notes\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 Notes and supersedes all other prior or\ncontemporaneous 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 Notes 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 Terms of the Notes

For purposes of the accompanying product supplement, the SPDR^®\nGold Trust is a “Fund.”

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 Notes will be rounded to the same number of decimal places as the closing value of that Underlying published by the Bloomberg Professional^®\nservice (“Bloomberg”).

\n \n \n

Investor Suitability

\n \n \n \n \n

The Notes may be suitable for you if, among other considerations:

t You\n fully understand the risks inherent in an investment in the Notes, including the risk of receiving little or no positive return on your\n investment.

t You\n understand and accept that your potential return is limited by the Conditional Return if a Barrier Event has occurred or the Upper Barrier\n if a Barrier Event has not occurred.

t You\n believe that the price of the Underlying will increase moderately and will not increase above the Upper Barrier during the term of the\n Notes.

t You\n can tolerate receiving only your principal amount at maturity if a Barrier Event does not occur and the Final Value is equal to or less\n than the Initial Value.

t You\n can tolerate receiving only the Conditional Return at maturity if a Barrier Event has occurred.

t You\n understand and accept that you will participate in any positive Underlying Return only if a Barrier Event has not occurred, and you believe\n that a Barrier Event will not occur.

t You\n are willing to invest in the Notes based on the Upper Barrier indicated on the cover hereof.

t You\n can tolerate fluctuations in the price of the Notes prior to maturity that may cause the market value of the Notes to decline.

t You\n do not seek current income from your investment.

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

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

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 Notes,\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 Notes may not be suitable for you if, among other considerations:

t You\n do not fully understand the risks inherent in an investment in the Notes, including the risk of receiving little or no positive return\n on your investment.

t You\n seek an investment that has unlimited return potential.

t You\n believe that the price of the Underlying will increase significantly and will increase above the Upper Barrier during the term of the\n Notes.

t You\n cannot tolerate receiving only your principal amount at maturity if a Barrier Event has not occurred and the Final Value is equal to or\n less than the Initial Value.

t You\n cannot tolerate receiving only the Conditional Return at maturity if a Barrier Event has occurred.

t You\n believe that a Barrier Event will occur.

t You\n are unwilling to invest in the Notes based on the Upper Barrier indicated on the cover hereof.

t You\n cannot tolerate fluctuations in the price of the Notes prior to maturity that may cause the market value of the Notes to decline.

t You\n seek current income from your investment.

t You\n are unwilling or unable to hold the Notes 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 Notes,\n including any repayment of principal.

The suitability considerations identified above are not exhaustive.\nWhether or not the Notes are a suitable investment for you will depend on your individual circumstances, and you should reach an investment\ndecision only after you and your investment, legal, tax, accounting and other advisers have carefully considered the suitability of an\ninvestment in the Notes in light of your particular circumstances. You should also review carefully the “Key Risks” section\nof 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 Notes. For more information on the Underlying, please see the section titled\n“The Underlying” below.

\n \n \n

Final 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 \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:		$1,000 per Note
Principal Amount:		$1,000 per Note. The payment at maturity will be based on the principal amount.
Underlying:		SPDR^® Gold Trust
Term:		Approximately 2 years
Payment at Maturity (per $1,000 principal amount Note):		\n If a Barrier Event has occurred, JPMorgan Financial will pay you a\n cash payment at maturity per $1,000 principal amount Note equal to: \n $1,000 + ($1,000 × Conditional Return) \n If a Barrier Event has not occurred and the Underlying Return is\n positive, JPMorgan Financial will pay you a cash payment at maturity per $1,000 principal amount Note equal to: \n $1,000 + ($1,000 × Underlying Return) \n Because the payment at maturity will not reflect any\n positive Underlying Return if a Barrier Event has occurred, the Upper Barrier is effectively a cap on your return at maturity. Because\n the Upper Barrier is equal to the Initial Value plus 48.00% of the Initial Value, the maximum payment at maturity is $1,480.00 per $1,000\n principal amount Note. \n If a Barrier Event has not occurred and the Underlying\n Return is zero or negative, JPMorgan Financial will pay you a cash payment at maturity of $1,000 per $1,000 principal amount Note. \n In this scenario, you will not receive any positive\n return on your investment.
Underlying Return:		\n (Final Value – Initial Value) \n Initial Value
Barrier Event:		A Barrier Event occurs if, on any day during the Observation Period, the closing price of one share of the Underlying is greater than the Upper Barrier.
Upper Barrier:		Equal to the Initial Value plus 48.00% of the Initial Value, as specified on the cover of this pricing supplement
Observation Period:		The period from but excluding the Trade Date to and including the Final Valuation Date
Conditional Return:		10.00%
Initial Value:		The closing price of one share of the Underlying on the Trade Date, as specified on the cover of this pricing supplement
Final Value:		The closing price¹of one share of the Underlying on the Final Valuation Date
Share Adjustment \nFactor¹:		The Share Adjustment Factor is referenced in determining the closing price of one share of the Underlying. The Share Adjustment Factor is set initially at 1.0 on the Trade Date.

¹ The closing price and the Share Adjustment Factor of the\nUnderlying are subject to adjustments in the case of certain events described in the accompanying product supplement under “The\nUnderlyings — Funds — Anti-Dilution Adjustments.”

\n \n \n

Investment 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 Trade Date \n \n		The Initial Value is observed, and the Upper Barrier is determined.
$\"\"$
Every Day during \n the Observation \n Period		The closing price of one share of the Underlying is observed.
$\"\"$
Maturity Date		\n The Final Value and the Underlying Return are determined on the Final\n Valuation Date. \n If a Barrier Event has occurred, JPMorgan Financial will pay\n you a cash payment at maturity per $1,000 principal amount Note equal to: \n $1,000 + ($1,000 × Conditional Return) \n If a Barrier Event has not occurred and the Underlying Return is\n positive, JPMorgan Financial will pay you a cash payment at maturity per $1,000 principal amount Note equal to: \n $1,000 + ($1,000 × Underlying Return) \n If a Barrier Event has not occurred and the Underlying Return is\n zero or negative, JPMorgan Financial will pay you a cash payment at maturity of $1,000 per $1,000 principal amount Note. \n In this scenario, you will not receive any positive return on your\n investment.

INVESTING IN THE NOTES INVOLVES SIGNIFICANT RISKS. ANY PAYMENT ON THE\nNOTES, INCLUDING ANY REPAYMENT OF PRINCIPAL, IS SUBJECT TO THE CREDITWORTHINESS OF JPMORGAN FINANCIAL AND JPMORGAN CHASE & CO.\nIF JPMORGAN FINANCIAL AND JPMORGAN CHASE & CO. WERE TO DEFAULT ON THEIR PAYMENT OBLIGATIONS, YOU MAY NOT RECEIVE ANY AMOUNTS\nOWED TO YOU UNDER THE NOTES AND YOU COULD LOSE YOUR ENTIRE INVESTMENT.

\n \n \n

What Are the Tax Consequences of the Notes?

Tax Treatment

There is uncertainty regarding\nthe U.S. federal income tax consequences of an investment in the Notes due to the lack of governing authority. You should review carefully\nthe section entitled “United States Federal Taxation,” and in particular the subsection thereof entitled “— Tax\nConsequences to U.S. Holders — Program Securities Treated as Debt Instruments — Program Securities Treated as Contingent Payment\nDebt Instruments” in the accompanying prospectus supplement. Our special tax counsel, Davis Polk & Wardwell LLP, is of the opinion\nthat the notes should be treated for U.S. federal income tax purposes as debt instruments. Accordingly, and based on current market conditions,\nwe intend to treat the Notes for U.S. federal income tax purposes as “contingent payment debt instruments.” Assuming this\ntreatment is respected, as discussed in that subsection, unlike a traditional debt instrument that provides for periodic payments of interest\nat a single fixed rate, with respect to which a cash-method investor generally recognizes income only upon receipt of stated interest,\nyou generally will be required to accrue original issue discount (“OID”) on your Notes in each taxable year at the “comparable\nyield,” as determined by us, although we will not make any payment with respect to the Notes until maturity. Upon sale or exchange\n(including at maturity), you will recognize taxable income or loss equal to the difference between the amount received from the sale or\nexchange and your adjusted basis in the Note, which generally will equal the cost thereof, increased by the amount of OID you have accrued\nin respect of the Note. You generally must treat any income as interest income and any loss as ordinary loss to the extent of previous\ninterest inclusions, and the balance as capital loss. The deductibility of capital losses is subject to limitations. Special rules may\napply if the amount payable at maturity is treated as becoming fixed prior to maturity. You should consult your tax adviser concerning\nthe application of these rules. The discussions herein and in the accompanying prospectus supplement do not address the consequences to\ntaxpayers subject to special tax accounting rules under Section 451(b) of the Code. Purchasers who are not initial purchasers of Notes\nat their issue price should consult their tax advisers with respect to the tax consequences of an investment in Notes, including the treatment\nof the difference, if any, between the basis in their Notes and the Notes’ adjusted issue price.

Our intended treatment of the Notes\nas CPDIs will be binding on you, unless you properly disclose to the IRS an alternative treatment. Also, the IRS may challenge the treatment\nof the Notes as CPDIs. If the IRS successfully challenges the treatment of the Notes as CPDIs, then the Notes will be treated as debt\ninstruments that are not CPDIs and, would require the accrual of original issue discount as ordinary interest income based on a yield\nto maturity higher than the comparable yield. Accordingly, under this treatment, your annual taxable income from (and adjusted tax basis\nin) the Notes would be higher than if the Notes were treated as CPDIs, and any loss recognized upon a disposition of the Notes (including\nupon maturity) would be capital loss, the deductibility of which is subject to limitations. Accordingly, this alternative treatment could\nresult in adverse tax consequences to you.

Section 871(m) of the Code and\nTreasury regulations promulgated thereunder (“Section 871(m)”) generally impose a 30% withholding tax (unless an income tax\ntreaty applies) on dividend equivalents paid or deemed paid to Non-U.S. Holders with respect to certain financial instruments linked to\nU.S. equities or indices that include U.S. equities. Section 871(m) provides certain exceptions to this withholding regime, including\nfor instruments linked to certain broad-based indices that meet requirements set forth in the applicable Treasury regulations. Additionally,\na recent IRS notice excludes from the scope of Section 871(m) instruments issued prior to January 1, 2029 that do not have a delta of\none with respect to underlying securities that could pay U.S.-source dividends for U.S. federal income tax purposes (each an “Underlying\nSecurity”). Because the SPDR^® Gold Trust is not a corporation for U.S. federal income tax purposes, and does not\nown underlying securities, Section 871(m) does not apply to the Notes.

The discussions in the preceding\nparagraphs, when read in combination with the section entitled “United States Federal Taxation” (and in particular the subsection\nthereof entitled “— Tax Consequences to U.S. Holders — Program Securities Treated as Debt Instruments — Program\nSecurities Treated as Contingent Payment Debt Instruments”) in the accompanying prospectus supplement, to the extent they reflect\nstatements of law, constitute the full opinion of Davis Polk & Wardwell LLP regarding the material U.S. federal income tax consequences\nof owning and disposing of Notes.

Comparable Yield and Projected\nPayment Schedule

We have determined that the “comparable\nyield” is an annual rate of 5.24%, compounded semiannually. Based on our determination of the comparable yield, the “projected\npayment schedule” per $1,000 principal amount Note consists of a single payment at maturity, equal to $1,109.47. Assuming a semiannual\naccrual period, the following table sets out the amount of OID that will accrue with respect to a Note during each calendar period, based\nupon our determination of the comparable yield and projected payment schedule.

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

Calendar Period	Accrued OID During \n Calendar Period (Per $1,000 \n Principal Amount Note)	Total Accrued OID from Original Issue \n Date (Per $1,000 Principal Amount \n Note) as of End of Calendar Period
October 30, 2026 through December 31, 2026	$8.73	$8.73
January 1, 2027 through December 31, 2027	$53.55	$62.28
January 1, 2028 through November 2, 2028	$47.19	$109.47

The comparable yield and projected\npayment schedule are determined solely to calculate the amount on which you will be taxed with respect to the Notes in each year and are\nneither a prediction nor a guarantee of what the actual yield will be. The amount you actually receive at maturity or earlier sale or\nexchange of your Notes will affect your income for that year, as described above under “Tax Treatment.”

\n \n \n

Key Risks

An investment in the Notes involves significant risks. Investing in\nthe Notes is not equivalent to investing directly in the Underlying. These risks are explained in more detail in the “Risk Factors”\nsections of the accompanying prospectus supplement and the accompanying product supplement. We also urge you to consult your investment,\nlegal, tax, accounting and other advisers before you invest in the Notes.

Risks Relating to the Notes Generally

The Notes May Not Pay More Than the Principal Amount at Maturity —\nYou may receive a lower payment at maturity than you would have received if you had invested in a traditional fixed-rated debt security\nof a similar term from us or if you had invested directly in the Underlying, the commodities held by the Underlying or contracts relating\nto the Underlying for which there is an active secondary market. If a Barrier Event has not occurred and the Final Value is equal to or\nless than the Initial Value, you will receive only the principal amount of your Notes at maturity, and you will not be compensated for\nany loss in value due to inflation and other factors relating to the value of money over time.

Credit Risks of JPMorgan Financial and JPMorgan Chase & Co.\n— The Notes are unsecured and unsubordinated debt obligations of the Issuer, JPMorgan Chase Financial Company LLC, the payment\non which is fully and unconditionally guaranteed by JPMorgan Chase & Co. The Notes will rank pari passu with all\nof our other unsecured and unsubordinated obligations, and the related guarantee by JPMorgan Chase & Co. will rank pari\npassu with all of JPMorgan Chase & Co.’s other unsecured and unsubordinated obligations. The Notes and related\nguarantees are not, either directly or indirectly, an obligation of any third party. Any payment to be made on the Notes, including any\nrepayment of principal, depends on the ability of JPMorgan Financial and JPMorgan Chase & Co. to satisfy their obligations\nas 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 Notes and, in the event JPMorgan Financial and JPMorgan Chase & Co. were to default on\ntheir obligations, you may not receive any amounts owed to you under the terms of the Notes 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 beyond\nthe issuance and administration of our securities and the collection of intercompany obligations. Aside from the initial capital contribution\nfrom JPMorgan Chase & Co., substantially all of our assets relate to obligations of JPMorgan Chase & Co. to\nmake payments under loans made by us to JPMorgan Chase & Co. or under other intercompany agreements. As a result, we are\ndependent upon payments from JPMorgan Chase & Co. to meet our obligations under the Notes. We are not an operating subsidiary\nof JPMorgan Chase & Co. and in a bankruptcy or resolution of JPMorgan Chase & Co. we are not expected to have\nsufficient resources to meet our obligations in respect of the Notes as they come due. If JPMorgan Chase & Co. does not\nmake payments to us and we are unable to make payments on the Notes, you may have to seek payment under the related guarantee by JPMorgan\nChase & Co., and that guarantee will rank pari passu with all other unsecured and unsubordinated obligations of JPMorgan\nChase & Co. For more information, see “Risk Factors — Holders of securities issued by JPMorgan Financial may\nbe subject to losses if JPMorgan Chase & Co. were to enter into a resolution” in the accompanying prospectus supplement.

We May Accelerate Your Notes If an Acceleration Event Occurs —\nUpon the announcement or occurrence of an acceleration event, we may, in our sole and absolute discretion, accelerate the payment on your\nNotes and pay you an amount determined by the calculation agent in good faith and in a commercially reasonable manner by reference to\nthe values of any fixed-income debt component and any derivatives underlying the economic terms of the Notes as of the date of the notice\nof acceleration. An acceleration event means an Underlying is delisted, liquidated or otherwise terminated and the calculation agent determines,\nin its sole discretion, that no successor fund is available. If the payment on your Notes is accelerated, your investment may result in\na loss, and you may not be able to reinvest your money in a comparable investment. Please see “The Underlyings — Funds —\nDiscontinuation or Modification of a Fund” in the accompanying product supplement for more information.

The Appreciation Potential of the Notes Is Limited by the Upper Barrier\nIf a Barrier Event Has Not Occurred — Because the payment at maturity will not reflect any positive Underlying Return if a Barrier\nEvent has occurred, the Upper Barrier is effectively a cap on your return at maturity. Because the Upper Barrier is equal to the Initial\nValue plus 48.00% of the Initial Value, the maximum payment at maturity is $1,480.00 per $1,000 principal amount Note.

The Appreciation Potential of the Notes Is Limited to the Conditional Return\nIf a Barrier Event Has Occurred — If a Barrier Event has occurred, the return on your Notes at maturity will be limited to the\nConditional Return, regardless of any appreciation of the Underlying, which may be significant.

A Barrier Event May Occur on Any Day During the\nObservation Period — If, on any day during the Observation Period,\nthe closing price of one share of the Underlying is greater than the Upper Barrier (i.e., a Barrier Event occurs), you will receive\nat maturity a return equal to only the Conditional Return, and you will not participate in any positive Underlying Return, regardless\nof any appreciation of the Underlying, which may be significant.

You May Receive a Lower Return on the Notes If\na Barrier Event Has Not Occurred Than If a Barrier Event Has Occurred — If\na Barrier Event has not occurred and the Underlying Return is positive but is less than 10.00%, the return on the Notes at maturity will\nbe less than the Conditional Return of 10.00% you would have received at maturity if a Barrier Event had occurred.

The Repayment of Principal Applies Only If You Hold the Notes to Maturity\n— You should be willing to hold your Notes to maturity. If you are able to sell your Notes\nin the secondary market, if any, prior to maturity, you may have to sell them at a loss relative to your initial investment even if the\nclosing price of one share of the Underlying is above the Initial Value. If you hold the Notes to maturity, JPMorgan Financial will repay\nyour principal amount. The repayment of principal applies only if you hold your Notes to maturity.

No Interest Payments — JPMorgan Financial will not make any interest\npayments to you with respect to the Notes.

The Probability That a Barrier Event Will Occur Will Depend on the Volatility\nof the Underlying — “Volatility” refers to the frequency and magnitude of changes in the price of the Underlying.\nGreater expected volatility with respect to the Underlying reflects a higher expectation as of the Trade Date that a Barrier Event will\noccur during the Observation Period, resulting in the loss of the opportunity to earn a return on the Notes at maturity based on any positive\nUnderlying Return. However, the Underlying’s volatility can change significantly over the term of the Notes. The price of the Underlying\ncould rise sharply, which could trigger a Barrier Event and result in your receiving only the Conditional Return at maturity.

Investing in the Notes Is Not Equivalent to Investing in the Underlying\nor the Commodities Held by the Underlying — Investing in the Notes is not equivalent to investing in the Underlying or the commodities\nheld by the Underlying. As an investor in the Notes, you will not have any ownership interest or rights in the Underlying or the commodities\nheld by the Underlying, such as voting rights.

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

Tax Treatment — Significant aspects of the tax treatment of the\nNotes 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 of\nroles in connection with the issuance of the Notes, including acting as calculation agent and hedging our obligations under the Notes\nand making the assumptions used to determine the pricing of the Notes and the estimated value of the Notes when the terms of the Notes\nare set, which we refer to as the estimated value of the Notes. In performing these duties, our and JPMorgan Chase & Co.’s\neconomic interests and the economic interests of the calculation agent and other affiliates of ours are potentially adverse to your interests\nas an investor in the Notes. In addition, our and JPMorgan Chase & Co.’s business activities, including hedging and\ntrading activities, could cause our and JPMorgan Chase & Co.’s economic interests to be adverse to yours and could\nadversely affect any payment on the Notes and the value of the Notes. It is possible that hedging or trading activities of ours or our\naffiliates in connection with the Notes could result in substantial returns for us or our affiliates while the value of the Notes declines.\nPlease refer to “Risk Factors — Risks Relating to Conflicts of Interest” in the accompanying product supplement for\nadditional information about these risks.

In addition, the benchmark price of the Underlying’s\nUnderlying Commodity (as defined under “The Underlying” below) is administered by the London Bullion Market Association (“LBMA”)\nor an independent service provider appointed by the LBMA, and we are, or one of our affiliates is, a price participant that contributes\nto the determination of that price. Furthermore, our affiliate is the custodian of the Underlying. We and our affiliates will have no\nobligation to consider your interests as a holder of the Notes in taking any actions in connection with our roles as a price participant\nand a custodian that might affect the Underlying or the Notes.

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 that\nare inconsistent with investing in or holding the Notes, and that may be revised at any time. Any such research, opinions or recommendations\nmay or may not recommend that investors buy or hold the Underlying and could affect the value of the Underlying, and therefore the market\nvalue of the Notes.

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 products\non the Underlying may adversely affect the market price of the Underlying and, therefore, the market price of the Notes.

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

The Estimated Value of the Notes Is Lower Than the Original Issue Price\n(Price to Public) of the Notes — The estimated value of the Notes is only an estimate determined by reference to several factors.\nThe original issue price of the Notes exceeds the estimated value of the Notes because costs associated with selling, structuring and\nhedging the Notes are included in the original issue price of the Notes. These costs include the selling commissions, the projected profits,\nif any, that our affiliates expect to realize for assuming risks inherent in hedging our obligations under the Notes, the estimated cost\nof hedging our obligations under the Notes and the fees, if any, paid for third-party data analytics and/or electronic platform services.\nSee “The Estimated Value of the Notes” in this pricing supplement.

The Estimated Value of the Notes Does Not Represent Future Values of the\nNotes and May Differ from Others’ Estimates — The estimated value of the Notes is determined by reference to internal\npricing models of our affiliates when the terms of the Notes are set. This estimated value of the Notes is based on market conditions\nand other relevant factors existing at that time and assumptions about market parameters, which can include volatility, interest rates\nand other factors. Different pricing models and assumptions could provide valuations for the Notes that are greater than or less than\nthe estimated value of the Notes. In addition, market conditions and other relevant factors in the future may change, and any assumptions\nmay prove to be incorrect. On future dates, the value of the Notes could change significantly based on, among other things, changes in\nmarket conditions, our or JPMorgan Chase & Co.’s creditworthiness, interest rate movements and other relevant factors,\nwhich may impact the price, if any, at which JPMS would be willing to buy Notes from you in secondary market transactions. See “The\nEstimated Value of the Notes” in this pricing supplement.

The Estimated Value of the Notes Is Derived by Reference to an Internal\nFunding Rate — The internal funding rate used in the determination of the estimated value of the Notes may differ from the market-implied\nfunding rate for vanilla fixed income instruments of a similar maturity issued by JPMorgan Chase & Co. or its affiliates.\nAny difference may be based on, among other things, our and our affiliates’ view of the funding value of the Notes as well as the\nhigher issuance, operational and ongoing liability management costs of the Notes in comparison to those costs for the conventional fixed\nincome instruments of JPMorgan Chase & Co. This internal funding rate is based on certain market inputs and assumptions,\nwhich may prove to be incorrect, and is intended to approximate the

prevailing market replacement funding\nrate for the Notes. The use of an internal funding rate and any potential changes to that rate may have an adverse effect on the terms\nof the Notes and any secondary market prices of the Notes. See “The Estimated Value of the Notes” in this pricing supplement.

The Value of the Notes as Published by JPMS (and Which May Be Reflected\non Customer Account Statements) May Be Higher Than the Then-Current Estimated Value of the Notes for a Limited Time Period —\nWe generally expect that some of the costs included in the original issue price of the Notes will be partially paid back to you in connection\nwith any repurchases of your Notes by JPMS in an amount that will decline to zero over an initial predetermined period. These costs can\ninclude selling commissions, 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 Notes” in this pricing supplement for additional information relating to this initial\nperiod. Accordingly, the estimated value of your Notes during this initial period may be lower than the value of the Notes as published\nby JPMS (and which may be shown on your customer account statements).

Secondary Market Prices of the Notes Will Likely Be Lower Than the Original\nIssue Price of the Notes — Any secondary market prices of the Notes will likely be lower than the original issue price of the\nNotes because, among other things, secondary market prices take into account our internal secondary market funding rates for structured\ndebt issuances and, also, because secondary market prices may exclude selling commissions, projected hedging profits, if any, estimated\nhedging costs and fees, if any, paid for third-party data analytics and/or electronic platform services that are included in the original\nissue price of the Notes. As a result, the price, if any, at which JPMS will be willing to buy Notes from you in secondary market transactions,\nif at all, is likely to be lower than the original issue price. Furthermore, if you sell your Notes, you will likely be charged a commission\nfor secondary market transactions, or the price will likely reflect a dealer discount and/or fees for use of an electronic platform to\nfacilitate secondary market activity. Any sale by you prior to the Maturity Date could result in a substantial loss to you. See the immediately\nfollowing risk factor for information about additional factors that will impact any secondary market prices of the Notes.

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

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

any actual or potential change in our or JPMorgan Chase & Co.’s\ncreditworthiness 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 price of one share of the Underlying;

supply and demand trends for the Underlying Commodity;

the time to maturity of the Notes;

the occurrence of certain events affecting the Underlying that may or may\nnot require an adjustment to the closing price and the Share Adjustment Factor of the Underlying;

interest and yield rates in the market generally; and

a variety of other economic, financial, political, regulatory, geographical\nand judicial events.

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

Risks Relating to the Underlying

No Affiliation with the Underlying — We are not affiliated with\nthe Underlying. We have not independently verified the information about the Underlying contained in this pricing supplement. You should\nmake your own investigation into the Underlying. We are not responsible for the public disclosure of information by the Underlying, whether\ncontained in SEC filings or otherwise.

The Underlying Is Not an Investment Company or a Commodity Pool and Will\nNot Be Subject to Regulation Under the Investment Company Act of 1940, as Amended, or the Commodity Exchange Act, as Amended —\nAccordingly, you will not benefit from any regulatory protections afforded to persons who invest in regulated investment companies or\ncommodity pools.

There Are Risks Associated with the Underlying\n— Although shares of the Underlying are listed for trading on a securities\nexchange and a number of similar products have been trading on a securities exchange for varying periods of time, there is no assurance\nthat an active trading market will continue for the shares of the Underlying or that there will be liquidity in the trading market. \n

The Performance and Market Value of the Underlying,\nParticularly During Periods of Market Volatility, May Not Correlate with the Performance of the Underlying’s Underlying Commodity\nas well as the Net Asset Value per Share — The Underlying does\nnot fully replicate the performance of its Underlying Commodity due to the fees and expenses charged by the Underlying or by

restrictions on access to the Underlying\nCommodity due to other circumstances. The Underlying does not generate any income, and as the Underlying regularly sells its Underlying\nCommodity to pay for ongoing expenses, the amount of its Underlying Commodity represented by each share gradually declines over time.\nThe Underlying sells its Underlying Commodity to pay expenses on an ongoing basis irrespective of whether the trading price of the shares\nrises or falls in response to changes in the price of its Underlying Commodity. The sale by the Underlying of its Underlying Commodity\nto pay expenses at a time of low prices for its Underlying Commodity could adversely affect the value of the Notes. Additionally, there\nis a risk that part or all of the Underlying’s holdings in its Underlying Commodity could be lost, damaged or stolen. Access to\nthe Underlying’s Underlying Commodity could also be restricted by natural events (such as an earthquake) or human actions (such\nas a terrorist attack). All of these factors may lead to a lack of correlation between the performance of the Underlying and its Underlying\nCommodity. In addition, because the shares of the Underlying are traded on a securities exchange and are subject to market supply and\ninvestor demand, the market value of one share of the Underlying may differ from the net asset value per share of the Underlying.

During periods of market volatility, the Underlying’s\nUnderlying Commodity may be unavailable in the secondary market, market participants may be unable to calculate accurately the net asset\nvalue per share of the Underlying and the liquidity of the Underlying may be adversely affected. This kind of market volatility\nmay also disrupt the ability of market participants to create and redeem shares of the Underlying. Further, market volatility may\nadversely affect, sometimes materially, the prices at which market participants are willing to buy and sell shares of the Underlying.\n As a result, under these circumstances, the market value of shares of the Underlying may vary substantially from the net asset value\nper share of the Underlying. For all of the foregoing reasons, the performance of the Underlying may not correlate with the performance\nof its Underlying Commodity as well as the net asset value per share of the Underlying, which could materially and adversely affect the\nvalue of the Notes in the secondary market and/or reduce any payment on the Notes.

Risks Associated\nwith Gold — The investment objective of the Underlying is for\nits shares to reflect the performance of the price of gold bullion, less the Underlying’s expenses. The price of gold is primarily\naffected by the global demand for and supply of gold. The market for gold bullion is global, and gold prices are subject to volatile price\nmovements over short periods of time and are affected by numerous factors, including macroeconomic factors, such as the structure of and\nconfidence in the global monetary system, expectations regarding the future rate of inflation, the relative strength of, and confidence\nin, the U.S. dollar (the currency in which the price of gold is usually quoted), interest rates, gold borrowing and lending rates and\nglobal or regional economic, financial, political, regulatory, judicial or other events. Gold prices may be affected by industry factors,\nsuch as industrial and jewelry demand as well as lending, sales and purchases of gold by the official sector, including central banks\nand other governmental agencies and multilateral institutions that hold gold. Additionally, gold prices may be affected by levels of gold\nproduction, production costs and short-term changes in supply and demand due to trading activities in the gold market. From time to time,\nabove-ground inventories of gold may also influence the market. It is not possible to predict the aggregate effect of all or any combination\nof these factors. The price of gold has recently been, and may continue to be, extremely volatile.

Risks Relating to Commodities Trading on the LBMA — The investment\nobjective of the Underlying is for its shares to reflect the performance of the price of gold bullion, less the Underlying’s expenses.\nThe price of gold is determined by the LBMA or an independent service provider appointed by the LBMA. The LBMA is a self-regulatory association\nof bullion market participants. Although all market-making members of the LBMA are supervised by the Bank of England and are required\nto satisfy a capital adequacy test, the LBMA itself is not a regulated entity. If the LBMA should cease operations, or if bullion trading\nshould become subject to a value added tax or other tax or any other form of regulation currently not in place, the role of the LBMA gold\nprice as a global benchmark for the value of gold may be adversely affected. The LBMA is a principals' market, which operates in a manner\nmore closely analogous to an over-the-counter physical commodity market than regulated futures markets, and certain features of U.S. futures\ncontracts are not present in the context of LBMA trading. The LBMA may alter, discontinue or suspend calculation or dissemination of the\nLBMA gold price, which could adversely affect the value of the Notes. The LBMA, or an independent service provider appointed by the LBMA,\nwill have no obligation to consider your interests in calculating or revising the LBMA gold price.

Single Commodity Prices Tend to Be More Volatile Than, and May Not Correlate\nwith, the Prices of Commodities Generally — The Underlying is linked to a single commodity and not to a diverse basket of commodities\nor a broad-based commodity index. The Underlying's Underlying Commodity may not correlate to the price of commodities generally and may\ndiverge significantly from the prices of commodities generally. As a result, the Notes carry greater risk and may be more volatile than\nNotes linked to the prices of more commodities or a broad-based commodity index.

Anti-Dilution Protection Is Limited —\nAlthough the calculation agent will adjust the closing price of one share of the Underlying for certain events affecting the Underlying,\nthe calculation agent is not required to make an adjustment for every event that can affect the Underlying. If an event occurs that\ndoes not require the calculation agent to adjust the closing price of one share of the Underlying, the market value of your Notes and\nany payment on the Notes may be materially and adversely affected.

\n \n \n

Hypothetical Examples and Return Table

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

The following table and hypothetical examples below illustrate the payment\nat maturity per $1,000 principal amount Note for a hypothetical range of Underlying Returns from -100.00% to +100.00% on an offering of\nthe Notes linked to a hypothetical Underlying and assume a hypothetical Initial Value of $100, a hypothetical Upper Barrier of $115 (equal\nto the Initial Value plus 15% of the Initial Value) and a hypothetical Conditional Return of 1.00%. The hypothetical Initial Value of\n$100 has been chosen for illustrative purposes only and does not represent the actual Initial Value. The actual Initial Value is based\non the closing price of one share of the Underlying on the Trade Date and is specified on the cover of this pricing supplement. For historical\ndata regarding the actual closing prices of one share of the Underlying, please see the historical information set forth under “The\nUnderlying” in this pricing supplement. The actual Conditional Return and Upper Barrier are specified on the cover of this pricing\nsupplement. The hypothetical payment at maturity examples set forth below are for illustrative purposes only and may not be the actual\nreturns applicable to a purchaser of the Notes. The actual payment at maturity may be more or less than the amounts displayed below and\nwill be determined based on the actual terms of the Notes, including the Initial Value, the Conditional Return, the Upper Barrier and\nthe Final Value on the Final Valuation Date. You should consider carefully whether the Notes are suitable to your investment goals. The\nnumbers appearing in the table below have been rounded for ease 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 \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 \n Return (%)	A Barrier Event Has Not Occurred (1)	A Barrier Event Has Occurred (1)
Payment at \n Maturity ($)	Return at Maturity \n per $1,000 issue \n price (%)	Payment at \n Maturity ($)	Return at Maturity \n per $1,000 issue price \n (%)
$200.00	100.00%	N/A	N/A	$1,010.00	1.00%
$190.00	90.00%	N/A	N/A	$1,010.00	1.00%
$180.00	80.00%	N/A	N/A	$1,010.00	1.00%
$170.00	70.00%	N/A	N/A	$1,010.00	1.00%
$160.00	60.00%	N/A	N/A	$1,010.00	1.00%
$150.00	50.00%	N/A	N/A	$1,010.00	1.00%
$140.00	40.00%	N/A	N/A	$1,010.00	1.00%
$130.00	30.00%	N/A	N/A	$1,010.00	1.00%
$120.00	20.00%	N/A	N/A	$1,010.00	1.00%
$115.00	15.00%	$1,150.00	15.00%	$1,010.00	1.00%
$110.00	10.00%	$1,100.00	10.00%	$1,010.00	1.00%
$105.00	5.00%	$1,050.00	5.00%	$1,010.00	1.00%
$102.00	2.00%	$1,020.00	2.00%	$1,010.00	1.00%
$101.00	1.00%	$1,010.00	1.00%	$1,010.00	1.00%
$100.00	0.00%	$1,000.00	0.00%	$1,010.00	1.00%
$99.00	-1.00%	$1,000.00	0.00%	$1,010.00	1.00%
$98.00	-2.00%	$1,000.00	0.00%	$1,010.00	1.00%
$95.00	-5.00%	$1,000.00	0.00%	$1,010.00	1.00%
$90.00	-10.00%	$1,000.00	0.00%	$1,010.00	1.00%
$80.00	-20.00%	$1,000.00	0.00%	$1,010.00	1.00%
$70.00	-30.00%	$1,000.00	0.00%	$1,010.00	1.00%
$60.00	-40.00%	$1,000.00	0.00%	$1,010.00	1.00%
$50.00	-50.00%	$1,000.00	0.00%	$1,010.00	1.00%
$40.00	-60.00%	$1,000.00	0.00%	$1,010.00	1.00%
$30.00	-70.00%	$1,000.00	0.00%	$1,010.00	1.00%
$20.00	-80.00%	$1,000.00	0.00%	$1,010.00	1.00%
$10.00	-90.00%	$1,000.00	0.00%	$1,010.00	1.00%
$0.00	-100.00%	$1,000.00	0.00%	$1,010.00	1.00%

(1) A Barrier Event occurs if, on any day during the Observation\nperiod, the closing price of one share of the Underlying is greater than the Upper Barrier.

EXAMPLES 1 THROUGH 3 ASSUME THAT A BARRIER EVENT HAS OCCURRED

Example 1 — The price of the Underlying increases by 50% from\nthe Initial Value of $100 to the Final Value of $150. Although the Underlying Return of 50% is significantly greater than the Conditional\nReturn of 1.00%, because a Barrier Event has occurred, JPMorgan Financial will pay you your principal amount plus a return equal\nto only the Conditional Return of 1.00%, resulting in a payment at maturity of $1,010.00 per $1,000 principal amount Note, calculated\nas follows:

$1,000 + ($1,000 × Conditional Return)
\n$1,000 + ($1,000 × 1%) = $1,010.00

Example 2 — The price of the Underlying increases by 10% from\nthe Initial Value of $100 to the Final Value of $110. Although the Underlying Return of 10% is greater than the Conditional Return\nof 1.00%, because a Barrier Event has occurred, JPMorgan Financial will pay you your principal amount plus a return equal to only\nthe Conditional Return of 1.00%, resulting in a payment at maturity of $1,010.00 per $1,000 principal amount Note, calculated as follows:

$1,000 + ($1,000 × Conditional Return)
\n$1,000 + ($1,000 × 1%) = $1,010.00

Even though the Final Value is between the Upper\nBarrier and the Initial Value, because a Barrier Event has occurred, your return on the Notes is not determined based on the Underlying\nReturn and is limited to the Conditional Return.

Example 3 — The price of the Underlying decreases by 10% from\nthe Initial Value of $100 to the Final Value of $90. Although the Underlying Return is negative, because a Barrier Event has occurred,\nJPMorgan Financial will pay you your principal amount plus a return equal to the Conditional Return of 1.00%, resulting in a payment\nat maturity of $1,010.00 per $1,000 principal amount Note, calculated as follows:

$1,000 + ($1,000 × Conditional Return)
\n$1,000 + ($1,000 × 1%) = $1,010.00

EXAMPLES 4 THROUGH 6 ASSUME THAT A BARRIER EVENT HAS NOT OCCURRED

Example 4 — The price of the Underlying increases by 10% from\nthe Initial Value of $100 to the Final Value of $110. Because a Barrier Event has not occurred, JPMorgan Financial will pay you your\nprincipal amount plus an amount representing the Underlying Return, which is 10%, resulting in a payment at maturity of $1,100.00\nper $1,000 principal amount Note, calculated as follows:

$1,000 + ($1,000 × Underlying Return)
\n$1,000 + ($1,000 × 10%) = $1,100.00

Example 5 — The price of the Underlying increases by 0.50%\nfrom the Initial Value of $100 to the Final Value of $100.50. Because a Barrier Event has not occurred, JPMorgan Financial will pay\nyou your principal amount plus an amount representing the Underlying Return, which is 0.50%, resulting in a payment at maturity\nof $1,005.00 per $1,000 principal amount Note, calculated as follows:

$1,000 + ($1,000 × Underlying Return)
\n$1,000 + ($1,000 × 0.50%) = $1,005.00

Even though a Barrier Event has not occurred, your\npayment at maturity will be less than your payment at maturity if a Barrier Event had occurred.

Example 6 — The price of the Underlying decreases by 50% from\nthe Initial Value of $100 to the Final Value of $50. Because a Barrier Event has not occurred and the Underlying Return is negative,\nJPMorgan Financial will pay you your principal amount of $1,000 per $1,000 principal amount Note.

The hypothetical returns and hypothetical payments on the Notes shown\nabove apply only if you hold the Notes for their entire term. These hypotheticals do not reflect fees or expenses that would be\nassociated 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 Underlying

The SPDR^® Gold Trust is an investment trust sponsored\nby World Gold Trust Services, LLC. The investment objective of the SPDR^® Gold Trust is for its shares to reflect the performance\nof the price of gold bullion, less the SPDR^® Gold Trust’s expenses. The SPDR^® Gold Trust holds gold\nbars. We refer to gold as the Underlying Commodity with respect to the SPDR^® Gold Trust. For additional information about\nthe SPDR^® Gold Trust, see “Fund Descriptions — The SPDR^® Gold Trust” in the accompanying\nunderlying supplement.

Historical Information

The graph below illustrates the daily performance of the Underlying\nfrom January 4, 2016 through October 28, 2026, based on information from the Bloomberg Professional^® service (“Bloomberg”),\nwithout independent verification. The closing price of one share of the Underlying on October 28, 2026 was $373.51. We obtained the closing\nprices of one share of the Underlying above and below from Bloomberg, without independent verification. The closing prices above and below\nmay have been adjusted by Bloomberg for certain actions, such as stock splits.

The dotted line represents the Upper Barrier of $552.79, equal to 148.00%\nof the closing price of one share of the Underlying on October 28, 2026.

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

$\"\"$

The historical performance of the Underlying should not be taken\nas an indication of future performance, and no assurance can be given as to the closing price of one share of the Underlying on any day\nduring the Observation Period or the Final Valuation Date. There can be no assurance that the performance of the Underlying will result\nin the return of more than your principal amount at maturity, subject to the credit risks of JPMorgan Financial and JPMorgan Chase & Co.

\n \n \n

Supplemental Plan of Distribution

We and JPMorgan Chase & Co. have agreed to indemnify UBS\nand JPMS against liabilities under the Securities Act of 1933, as amended, or to contribute to payments that UBS may be required to make\nrelating to these liabilities as described in the prospectus supplement and the prospectus. We have agreed that UBS may sell all or a\npart of the Notes 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 Notes 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 Notes, 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.

\n \n \n

The Estimated Value of the Notes

The estimated value of the Notes set forth on the cover of this pricing\nsupplement is equal to the sum of the values of the following hypothetical components: (1) a fixed-income debt component with the same\nmaturity as the Notes, valued using the internal funding rate described below, and (2) the derivative or derivatives underlying the economic\nterms of the Notes. The estimated value of the Notes does not represent a minimum price at which JPMS would be willing to buy your Notes\nin any secondary market (if any exists) at any time. The internal funding rate used in the determination of the estimated value of the\nNotes may differ from 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 values of the\nNotes as well as the higher issuance, operational and ongoing liability management costs of the Notes in comparison to those costs for\nthe conventional fixed income instruments of JPMorgan Chase &

Co. This internal funding rate is based on certain market inputs and\nassumptions, which may prove to be incorrect, and is intended to approximate the prevailing market replacement funding rate for the Notes.\nThe use of an internal funding rate and any potential changes to that rate may have an adverse effect on the terms of the Notes and any\nsecondary market prices of the Notes. For additional information, see “Key Risks — Risks Relating to the Estimated Value and\nSecondary Market Prices of the Notes — The Estimated Value of the Notes Is Derived by Reference to an Internal Funding Rate”\nin this pricing supplement. The value of the derivative or derivatives underlying the economic terms of the Notes is derived from internal\npricing models of our affiliates. These models are dependent on inputs such as the traded market prices of comparable derivative instruments\nand on various other inputs, some of which are market-observable, and which can include volatility, interest rates and other factors,\nas well as assumptions about future market events and/or environments. Accordingly, the estimated value of the Notes is determined when\nthe terms of the Notes are set based on market conditions and other relevant factors and assumptions existing at that time. See “Key\nRisks — Risks Relating to the Estimated Value and Secondary Market Prices of the Notes — The Estimated Value of the Notes\nDoes Not Represent Future Values of the Notes and May Differ from Others’ Estimates” in this pricing supplement.

The estimated value of the Notes is lower than the original issue price\nof the Notes because costs associated with selling, structuring and hedging the Notes are included in the original issue price of the\nNotes. These costs include the selling commissions paid to UBS, the projected profits, if any, that our affiliates expect to realize for\nassuming risks inherent in hedging our obligations under the Notes, the estimated cost of hedging our obligations under the Notes and\nthe fees, if any, paid for third-party data analytics and/or electronic platform services. Because hedging our obligations entails risk\nand may be influenced by market forces beyond our control, this hedging may result in a profit that is more or less than expected, or\nit may result in a loss. We or one or more of our affiliates will retain any profits realized in hedging our obligations under the Notes.\nSee “Key Risks — Risks Relating to the Estimated Value and Secondary Market Prices of the Notes — The Estimated Value\nof the Notes Is Lower Than the Original Issue Price (Price to Public) of the Notes” in this pricing supplement.

\n \n \n

Secondary Market Prices of the Notes

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

\n \n \n

Supplemental Use of Proceeds

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

The original issue price of the Notes is equal to the estimated value\nof the Notes plus the selling commissions paid to UBS, plus (minus) the projected profits (losses) that our affiliates expect to realize\nfor assuming risks inherent in hedging our obligations under the Notes, plus the estimated cost of hedging our obligations under the Notes,\nplus the fees, if any, paid for third-party data analytics and/or electronic platform services.

\n \n \n

Validity of the Notes and the Guarantee

In the opinion of Davis Polk & Wardwell LLP, as special products\ncounsel to JPMorgan Financial and JPMorgan Chase & Co., when the Notes offered by this pricing supplement have been issued\nby JPMorgan Financial pursuant to the indenture, the trustee and/or paying agent has made, in accordance with the instructions from JPMorgan\nFinancial, the appropriate entries or notations in its records relating to the master global note that represents such Notes (the “master\nnote”), and such Notes have been delivered against payment as contemplated herein, such Notes will be valid and binding obligations\nof JPMorgan Financial and the related guarantee will constitute a valid and binding obligation of JPMorgan Chase & Co.,\nenforceable in accordance with their terms, subject to applicable bankruptcy, insolvency and similar laws affecting creditors’ rights\ngenerally, concepts of reasonableness and equitable principles of general applicability (including, without limitation, concepts of good\nfaith, fair dealing and the lack of bad faith), provided that such counsel expresses no opinion as to (x)(i) the effect of fraudulent\nconveyance, fraudulent transfer or similar provision of applicable law on the conclusions expressed above or (ii) any provision of the\nindenture that purports to avoid the effect of fraudulent conveyance, fraudulent transfer or similar provision of applicable law by limiting\nthe amount of JPMorgan Chase & Co.’s obligation under the related guarantee or (y) the validity, legally binding effect\nor enforceability of any provision that permits holders to collect any portion of the stated principal amount upon acceleration of the\nNotes to the extent determined to constitute unearned interest. This opinion is given as of the date hereof and is limited to the laws\nof the State of New York, the General Corporation Law of the State of Delaware and the Delaware Limited Liability Company Act, except\nthat such counsel expresses no opinion as to (i) any law, rule or regulation that is applicable to JPMorgan Financial or JPMorgan Chase & Co.,\nthe indenture, the Notes, the related guarantee (together with the indenture and the Notes, the “Documents”) or such transactions\nsolely because such law, rule or regulation is part of a regulatory regime applicable to any party to any of the Documents or any of its\naffiliates due to the specific assets or business of such party or such affiliate or (ii) any law, rule or regulation relating to national\nsecurity. In addition, this opinion is subject to customary assumptions about the trustee’s authorization, execution and delivery\nof the indenture and its authentication of the master note and the validity, binding nature and enforceability of the indenture with respect\nto the trustee, all as stated in the letter of such counsel dated February 24, 2026, which was filed as an exhibit to the Registration\nStatement on Form S-3 by JPMorgan Financial and JPMorgan Chase & Co. on February 24, 2026.

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