JPMorgan Chase Launches $6 Million Auto-Callable Notes Linked to UnitedHealth Stock with Maturity in 2028

Structured Note Terms and Contingent Interest Payments

These notes, unsecured obligations guaranteed by JPMorgan Chase & Co., feature a contingent interest structure that pays quarterly interest only when specified price conditions are met. For each $1,000 principal note, investors receive $27.50 quarterly interest—an 11.00% annualized rate—if UnitedHealth stock closes at or above the $274.01 interest barrier on scheduled review dates.

The interest barrier equals 65% of the $421.55 strike price, established based on UnitedHealth's closing price on July 20, 2026, the day before pricing. If the stock closes below the barrier on a review date, interest payments are deferred and can accumulate to be paid later if the barrier is subsequently met. However, any unpaid interest is forfeited if the stock remains below the barrier at maturity.

Automatic Call Feature and Early Redemption

The notes include an automatic call provision that redeems the notes at par plus accrued contingent interest if UnitedHealth stock closes at or above $421.55 on any review date starting January 20, 2027, through April 20, 2028. Upon an automatic call, investors receive their $1,000 principal plus all due interest payments, ending further payments.

This early redemption benefits investors if the stock appreciates significantly, ensuring principal protection plus accumulated interest. However, it limits upside potential for those expecting the stock to rise substantially above the strike price. Redemption occurs on the first interest payment date after the call trigger.

Downside Risk and Maturity Payment Structure

The notes carry substantial principal risk if not called early. If UnitedHealth stock closes below the $274.01 trigger barrier at maturity on July 25, 2028, the final payment is calculated based on stock performance rather than a fixed principal return. Specifically, maturity payment equals $1,000 plus $1,000 times the stock return, where stock return is the percentage change relative to the $421.55 strike price.

Investors risk losing all principal if the stock falls below approximately $272.50 at maturity. The downside exposure is leveraged dollar-for-dollar beyond a 35.3% decline from the strike price, representing the primary risk of these structured notes.

Reference Stock and Underlying Exposure

The notes are linked solely to UnitedHealth Group Incorporated common stock (NYSE:UNH), a leading U.S. healthcare insurer and services provider. The strike price of $421.55 was fixed on July 20, 2026, serving as the benchmark for interest payments, call triggers, and maturity calculations. A stock adjustment factor starting at 1.0 may be modified for corporate actions such as stock splits or dividends to maintain fair valuation.

Pricing Details, Fees, and Estimated Value

Priced on July 21, 2026, with settlement expected by July 24, 2026, the notes were offered at $1,000 per $1,000 principal amount, totaling $6,033,000. Embedded fees amount to $13.8534 per note, resulting in net proceeds of approximately $986.15 per note or $5,949,422.50 in total.

J.P. Morgan Securities LLC, acting as agent, receives selling commissions up to $17.50 per $1,000 note, distributed to affiliated and unaffiliated dealers. A structuring fee of $1.00 per note is also allocated to dealers. The notes carry CUSIP 46661KTH1 with minimum denominations of $1,000 and multiples thereof. The estimated theoretical value at pricing was $969.20 per $1,000 note, reflecting market assumptions.

Review and Interest Payment Schedule

The notes feature eight quarterly review dates from October 20, 2026, through July 20, 2028, on the 20th of October, January, April, and July. Interest payment dates occur three business days after review dates, including October 23, 2026; January 25, 2027; April 23, 2027; July 23, 2027; October 25, 2027; January 25, 2028; April 25, 2028; and maturity on July 25, 2028.

Review and payment dates may be postponed due to market disruptions or accelerated under certain conditions, ensuring alignment with equity market trading and settlement conventions.

Credit Risk and Guarantee Structure

These notes are unsecured obligations of JPMorgan Chase Financial Company LLC, a wholly owned subsidiary of JPMorgan Chase & Co., which fully and unconditionally guarantees all payments. Investors assume credit risk of both entities, as the notes are not backed by collateral.

The notes are not bank deposits, are uninsured by the FDIC or any government agency, and are not traditional bank obligations. While JPMorgan Chase's guarantee enhances credit quality, any deterioration in the issuer’s or guarantor’s creditworthiness could impact note value and payments independently of UnitedHealth stock performance.

Investor Suitability and Risk Considerations

The pricing supplement highlights that investors must accept the possibility of losing a significant portion or all principal and the risk of receiving no contingent interest payments on some or all review dates. Investors should be willing to forgo fixed income in exchange for conditional quarterly payments.

These notes suit sophisticated investors with high risk tolerance and a specific outlook on UnitedHealth stock volatility and price direction. While investors may benefit from an 11.00% annualized contingent rate if the stock remains above the interest barrier, substantial downside exposure exists if the stock declines more than 35% from the strike price, potentially resulting in amplified principal losses.

Regulatory Filings and Compliance

The pricing supplement was filed as a 424(b)(2) prospectus supplement under the Securities Act of 1933, referencing registration numbers 333-293684 and 333-293684-01. Neither the SEC nor any state securities commission has approved or disapproved the notes or verified the accuracy of the supplement, product supplement, or prospectus. Misrepresentations are subject to criminal penalties.

Issued under JPMorgan Chase Financial Company LLC’s Structured Investments program, this supplement dated July 21, 2026, supplements product supplement 3-I and the base prospectus and prospectus supplement dated April 17, 2026. The layered disclosure structure addresses issuer, product, and security-specific risks, enabling investors to assess multiple risk dimensions before investing.