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$\"\"$

September 30, 2026 Registration Statement Nos. 333-293684 and 333-293684-01; Rule 424(b)(2)

Pricing supplement to product supplement no. 3-I dated April 17, 2026, underlying supplement no. 1-I dated April 17, 2026 and

the prospectus and prospectus supplement, each dated April 17, 2026

JPMorgan Chase Financial Company LLC

Structured Investments

$7,435,000

Auto Callable Contingent Interest Notes Linked to the Least

Performing of the State Street® Consumer Discretionary

Select Sector SPDR® ETF, the State Street® Utilities Select

Sector SPDR® ETF and the iShares® Russell 2000 ETF due

June 4, 2027

Fully and Unconditionally Guaranteed by JPMorgan Chase & Co.

• The notes are designed for investors who seek a Contingent Interest Payment with respect to each Review Date for

which the closing price of one share of each of the State Street® Consumer Discretionary Select Sector SPDR® ETF, the

State Street® Utilities Select Sector SPDR® ETF and the iShares® Russell 2000 ETF, which we refer to as the Funds, is

greater than or equal to 85.00% of its Strike Value, which we refer to as an Interest Barrier.

• The notes will be automatically called if the closing price of one share of each Fund on any Review Date (other than the

final Review Date) is greater than or equal to its Strike Value.

• The earliest date on which an automatic call may be initiated is October 29, 2026.

• Investors should be willing to accept the risk of losing some or all of their principal and the risk that no Contingent Interest

Payment may be made with respect to some or all Review Dates.

• Investors should also be willing to forgo fixed interest and dividend payments, in exchange for the opportunity to receive

Contingent Interest Payments.

• The notes are unsecured and unsubordinated obligations of JPMorgan Chase Financial Company LLC, which we refer to

as JPMorgan Financial, the payment on which is fully and unconditionally guaranteed by JPMorgan Chase & Co. Any

payment on the notes is subject to the credit risk of JPMorgan Financial, as issuer of the notes, and the credit

risk of JPMorgan Chase & Co., as guarantor of the notes.

• Payments on the notes are not linked to a basket composed of the Funds. Payments on the notes are linked to the

performance of each of the Funds individually, as described below.

• Minimum denominations of $1,000 and integral multiples thereof

• The notes priced on September 30, 2026 (the “Pricing Date”) and are expected to settle on or about October 5, 2026.

The Strike Value of each Fund has been determined by reference to the closing price of one share of that Fund

on September 29, 2026 and not by reference to the closing price of one share of that Fund on the Pricing Date.

• CUSIP: 46661P4X2

Investing in the notes involves a number of risks. See “Risk Factors” beginning on page S-2 of the accompanying

prospectus supplement, “Risk Factors” beginning on page PS-12 of the accompanying product supplement and

“Selected Risk Considerations” beginning on page PS-4 of this pricing supplement.

Neither the Securities and Exchange Commission (the “SEC”) nor any state securities commission has approved or disapproved

of the notes or passed upon the accuracy or the adequacy of this pricing supplement or the accompanying product supplement,

underlying supplement, prospectus supplement and prospectus. Any representation to the contrary is a criminal offense.

Price to Public (1)

Fees and Commissions (2)

Proceeds to Issuer

Per note

$1,000

—

$1,000

Total

$7,435,000

—

$7,435,000

(1) See “Supplemental Use of Proceeds” in this pricing supplement for information about the components of the price to public of the

notes.

(2) All sales of the notes will be made to certain fee-based advisory accounts for which an affiliated or unaffiliated broker-dealer is an

investment adviser. These broker-dealers will forgo any commissions related to these sales. See “Plan of Distribution (Conflicts of

Interest)” in the accompanying product supplement.

The estimated value of the notes, when the terms of the notes were set, was $990.40 per $1,000 principal amount note.

See “The Estimated Value of the Notes” in this pricing supplement for additional information.

The notes are not bank deposits, are not insured by the Federal Deposit Insurance Corporation or any other governmental agency

and are not obligations of, or guaranteed by, a bank.

$\"\"$

PS-1 | Structured Investments

Auto Callable Contingent Interest Notes Linked to the Least Performing of

the State Street® Consumer Discretionary Select Sector SPDR® ETF, the

State Street® Utilities Select Sector SPDR® ETF and the iShares® Russell

2000 ETF

Key Terms

Issuer: JPMorgan Chase Financial Company LLC, a direct,

wholly owned finance subsidiary of JPMorgan Chase & Co.

Guarantor: JPMorgan Chase & Co.

Funds: The State Street® Consumer Discretionary Select

Sector SPDR® ETF (Bloomberg ticker: XLY), the State Street®

Utilities Select Sector SPDR® ETF (Bloomberg ticker: XLU) and

the iShares® Russell 2000 ETF (Bloomberg ticker: IWM)

Contingent Interest Payments: If the notes have not been

automatically called and the closing price of one share of each

Fund on any Review Date is greater than or equal to its Interest

Barrier, you will receive on the applicable Interest Payment

Date for each $1,000 principal amount note a Contingent

Interest Payment equal to $9.1667 (equivalent to a Contingent

Interest Rate of 7.33333% over the term of the notes, payable

at a rate of 0.91667% per month).

If the closing price of one share of any Fund on any Review

Date is less than its Interest Barrier, no Contingent Interest

Payment will be made with respect to that Review Date.

Contingent Interest Rate: 7.33333% over the term of the

notes, payable at a rate of 0.91667% per month

Interest Barrier / Buffer Threshold: With respect to each

Fund, 85.00% of its Strike Value, which is $92.7775 for the

State Street® Consumer Discretionary Select Sector SPDR®

ETF, $33.7535 for the State Street® Utilities Select Sector

SPDR® ETF and $237.1585 for the iShares® Russell 2000 ETF

Buffer Amount: 15.00%

Downside Leverage Factor: An amount equal to 1 / (1 – Buffer

Amount), which is 1.17647

Strike Date: September 29, 2026

Pricing Date: September 30, 2026

Original Issue Date (Settlement Date): On or about October

5, 2026

Review Dates*: October 29, 2026, November 30, 2026,

December 29, 2026, January 29, 2027, March 1, 2027, March

29, 2027, April 29, 2027 and June 1, 2027 (final Review Date)

Interest Payment Dates*: November 3, 2026, December 3,

2026, January 4, 2027, February 3, 2027, March 4, 2027, April

1, 2027, May 4, 2027 and the Maturity Date

Maturity Date*: June 4, 2027

Call Settlement Date*: If the notes are automatically called on

any Review Date (other than the final Review Date), the first

Interest Payment Date immediately following that Review Date

* Subject to postponement in the event of a market disruption event

and as described under “General Terms of Notes — Postponement

of a Determination Date — Notes Linked to Multiple Underlyings”

and “General Terms of Notes — Postponement of a Payment Date”

in the accompanying product supplement 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 “Selected Risk

Considerations — Risks Relating to the Notes Generally — We May

Accelerate Your Notes If an Acceleration Event Occurs” in this

pricing supplement

Automatic Call:

If the closing price of one share of each Fund on any Review

Date (other than the final Review Date) is greater than or equal

to its Strike Value, the notes will be automatically called for a

cash payment, for each $1,000 principal amount note, equal to

(a) $1,000 plus (b) the Contingent Interest Payment applicable

to that Review Date, payable on the applicable Call Settlement

Date. No further payments will be made on the notes.

Payment at Maturity:

If the notes have not been automatically called and the Final

Value of each Fund is greater than or equal to its Buffer

Threshold, you will receive a cash payment at maturity, for each

$1,000 principal amount note, equal to (a) $1,000 plus (b) the

Contingent Interest Payment applicable to the final Review

Date.

If the notes have not been automatically called and the Final

Value of any Fund is less than its Buffer Threshold, your

payment at maturity per $1,000 principal amount note will be

calculated as follows:

$1,000 + [$1,000 × (Least Performing Fund Return + Buffer

Amount) × Downside Leverage Factor]

If the notes have not been automatically called and the Final

Value of any Fund is less than its Buffer Threshold, you will lose

some or all of your principal amount at maturity.

Least Performing Fund: The Fund with the Least Performing

Fund Return

Least Performing Fund Return: The lowest of the Fund

Returns of the Funds

Fund Return:

With respect to each Fund,

(Final Value – Strike Value)

Strike Value

Strike Value: With respect to each Fund, the closing price of

one share of that Fund on the Strike Date, which was $109.15

for the State Street® Consumer Discretionary Select Sector

SPDR® ETF, $39.71 for the State Street® Utilities Select Sector

SPDR® ETF and $279.01 for the iShares® Russell 2000 ETF.

The Strike Value of each Fund is not the closing price of

one share of that Fund on the Pricing Date.

Final Value: With respect to each Fund, the closing price of

one share of that Fund on the final Review Date

Share Adjustment Factor: With respect to each Fund, the

Share Adjustment Factor is referenced in determining the

closing price of one share of that Fund and is set equal to 1.0

on the Strike Date. The Share Adjustment Factor of each Fund

is subject to adjustment upon the occurrence of certain events

affecting that Fund. See “The Underlyings — Funds — Anti-

Dilution Adjustments” in the accompanying product supplement

for further information.

$\"\"$

PS-2 | Structured Investments

Auto Callable Contingent Interest Notes Linked to the Least Performing of

the State Street® Consumer Discretionary Select Sector SPDR® ETF, the

State Street® Utilities Select Sector SPDR® ETF and the iShares® Russell

2000 ETF

How the Notes Work

Payments in Connection with Review Dates (Other than the Final Review Date)

Payment at Maturity If the Notes Have Not Been Automatically Called

The notes will be automatically called on the applicable Call Settlement Date and you will

receive (a) $1,000 plus (b) the Contingent Interest Payment applicable to that Review Date.

No further payments will be made on the notes.

Review Dates (Other than the Final Review Date)

Automatic Call

The closing price of one

share of each Fund is

greater than or equal to

its Strike Value.

The closing price of one

share of any Fund is

less than its Strike

Value.

Strike

Value

You will receive a Contingent Interest

Payment on the applicable Interest

Payment Date.

Proceed to the next Review Date.

The closing price of one

share of each Fund is

greater than or equal to

its Interest Barrier.

Automatic

Call No Contingent Interest Payment will

be made with respect to the

applicable Review Date.

Proceed to the next Review Date.

The closing price of one

share of any Fund is less

than its Interest Barrier.

Compare the closing price of one share of each Fund to its Strike Value and its Interest Barrier on each Review Date until the

final Review Date or any earlier automatic call.

Review Dates Preceding the

Final Review Date

You will receive (a) $1,000 plus (b) the

Contingent Interest Payment

applicable to the final Review Date.

The notes are not

automatically called.

Proceed to maturity.

Final Review Date Payment at Maturity

The Final Value of each Fund is greater than or

equal to its Buffer Threshold.

You will receive:

$1,000 + [$1,000 ×(Least Performing

Fund Return + Buffer Amount) ×

Downside Leverage Factor]

Under these circumstances, you will

lose some or all of your principal

amount at maturity.

The Final Value of any Fund is less than its

Buffer Threshold.

$\"\"$

PS-3 | Structured Investments

Auto Callable Contingent Interest Notes Linked to the Least Performing of

the State Street® Consumer Discretionary Select Sector SPDR® ETF, the

State Street® Utilities Select Sector SPDR® ETF and the iShares® Russell

2000 ETF

Total Contingent Interest Payments

The table below illustrates the hypothetical total Contingent Interest Payments per $1,000 principal amount note over the term of the

notes based on the Contingent Interest Rate of 7.33333% over the term of the notes, depending on how many Contingent Interest

Payments are made prior to automatic call or maturity.

Number of Contingent

Interest Payments

Total Contingent Interest

Payments

$73.3333

$64.1667

$55.0000

$45.8333

$36.6667

$27.5000

$18.3333

$9.1667

$0.0000

Hypothetical Payout Examples

The following examples illustrate payments on the notes linked to three hypothetical Funds, assuming a range of performances for the

hypothetical Least Performing Fund on the Review Dates. Solely for purposes of this section, the Least Performing Fund with

respect to each Review Date is the least performing of the Funds determined based on the closing price of one share of each

Fund on that Review Date compared with its Strike Value.

The hypothetical payments set forth below assume the following:

• a Strike Value for each Fund of $100.00;

• an Interest Barrier and a Buffer Threshold for each Fund of $85.00 (equal to 85.00% of its hypothetical Strike Value);

• a Buffer Amount of 15.00%;

• a Downside Leverage Factor of 1.17647; and

• a Contingent Interest Rate of 7.33333% over the term of the notes.

The hypothetical Strike Value of each Fund of $100.00 has been chosen for illustrative purposes only and does not represent the actual

Strike Value of any Fund. The actual Strike Value of each Fund is the closing price of one share of that Fund on the Strike Date and is

specified under “Key Terms — Strike Value” in this pricing supplement. For historical data regarding the actual closing prices of one

share of each Fund, please see the historical information set forth under “The Funds” in this pricing supplement.

Each hypothetical payment set forth below is for illustrative purposes only and may not be the actual payment applicable to a purchaser

of the notes. The numbers appearing in the following examples have been rounded for ease of analysis.

Example 1 — Notes are automatically called on the first Review Date.

Date

Closing Price of One Share

of Least Performing Fund

Payment (per $1,000 principal amount note)

First Review Date

$105.00

$1,009.1667

Total Payment

$1,009.1667 (0.91667% return)

Because the closing price of one share of each Fund on the first Review Date is greater than or equal to its Strike Value, the notes will

be automatically called for a cash payment, for each $1,000 principal amount note, of $1,009.1667 (or $1,000 plus the Contingent

Interest Payment applicable to the first Review Date), payable on the applicable Call Settlement Date. No further payments will be

made on the notes.

$\"\"$

PS-4 | Structured Investments

Auto Callable Contingent Interest Notes Linked to the Least Performing of

the State Street® Consumer Discretionary Select Sector SPDR® ETF, the

State Street® Utilities Select Sector SPDR® ETF and the iShares® Russell

2000 ETF

Example 2 — Notes have NOT been automatically called and the Final Value of the Least Performing Fund is greater than or

equal to its Buffer Threshold.

Date

Closing Price of One Share

of Least Performing Fund

Payment (per $1,000 principal amount note)

First Review Date

$95.00

$9.1667

Second Review Date

$85.00

$9.1667

Third through Seventh

Review Dates

Less than Interest Barrier

Final Review Date

$90.00

$1,009.1667

Total Payment

$1,027.50 (2.75% return)

Because the notes have not been automatically called and the Final Value of the Least Performing Fund is greater than or equal to its

Buffer Threshold, the payment at maturity, for each $1,000 principal amount note, will be $1,009.1667 (or $1,000 plus the Contingent

Interest Payment applicable to the final Review Date). When added to the Contingent Interest Payments received with respect to the

prior Review Dates, the total amount paid, for each $1,000 principal amount note, is $1,027.50.

Example 3 — Notes have NOT been automatically called and the Final Value of the Least Performing Fund is less than its

Buffer Threshold.

Date

Closing Price of One Share of

Least Performing Fund

Payment (per $1,000 principal amount note)

First Review Date

$40.00

Second Review Date

$45.00

Third through Seventh

Review Dates

Less than Interest Barrier

Final Review Date

$40.00

$470.5885

Total Payment

$470.5885 (-52.94115% return)

Because the notes have not been automatically called, the Final Value of the Least Performing Fund is less than its Buffer Threshold

and the Least Performing Fund Return is -60.00%, the payment at maturity will be $470.5885 per $1,000 principal amount note,

calculated as follows:

$1,000 + [$1,000 × (-60.00% + 15.00%) × 1.17647] = $470.5885

The hypothetical returns and hypothetical payments on the notes shown above apply only if you hold the notes for their entire term

or until automatically called. These hypotheticals do not reflect the fees or expenses that would be associated with any sale in the

secondary market. If these fees and expenses were included, the hypothetical returns and hypothetical payments shown above would

likely be lower.

Selected Risk Considerations

An investment in the notes involves significant risks. These risks are explained in more detail in the “Risk Factors” sections of the

accompanying prospectus supplement and product supplement.

Risks Relating to the Notes Generally

• YOUR INVESTMENT IN THE NOTES MAY RESULT IN A LOSS —

The notes do not guarantee any return of principal. If the notes have not been automatically called and the Final Value of any

Fund is less than its Buffer Threshold, you will lose 1.17647% of the principal amount of your notes for every 1% that the Final

Value of the Least Performing Fund is less than its Strike Value by more than 15.00%. Accordingly, under these circumstances,

you will lose some or all of your principal amount at maturity.

• THE NOTES DO NOT GUARANTEE THE PAYMENT OF INTEREST AND MAY NOT PAY ANY INTEREST AT ALL —

If the notes have not been automatically called, we will make a Contingent Interest Payment with respect to a Review Date only if

the closing price of one share of each Fund on that Review Date is greater than or equal to its Interest Barrier. If the closing price

of one share of any Fund on a Review Date is less than its Interest Barrier, no Contingent Interest Payment will be made with

$\"\"$

PS-5 | Structured Investments

Auto Callable Contingent Interest Notes Linked to the Least Performing of

the State Street® Consumer Discretionary Select Sector SPDR® ETF, the

State Street® Utilities Select Sector SPDR® ETF and the iShares® Russell

2000 ETF

respect to that Review Date. Accordingly, if the closing price of one share of any Fund on each Review Date is less than its

Interest Barrier, you will not receive any interest payments over the term of the notes.

• CREDIT RISKS OF JPMORGAN FINANCIAL AND JPMORGAN CHASE & CO. —

Investors are dependent on our and JPMorgan Chase & Co.’s ability to pay all amounts due on the notes. Any actual or potential

change in our or JPMorgan Chase & Co.’s creditworthiness or credit spreads, as determined by the market for taking that credit

risk, is likely to adversely affect the value of the notes. If we and JPMorgan Chase & Co. were to default on our payment

obligations, you may not receive any amounts owed to you under the notes and you could lose your entire investment.

• AS A FINANCE SUBSIDIARY, JPMORGAN FINANCIAL HAS NO INDEPENDENT ACTIVITIES AND HAS LIMITED ASSETS —

As a finance subsidiary of JPMorgan Chase & Co., we have no independent activities beyond the issuance and administration of

our securities and the collection of intercompany obligations. Aside from the initial capital contribution from JPMorgan Chase &

Co., substantially all of our assets relate to obligations of JPMorgan Chase & Co. to make payments under loans made by us to

JPMorgan Chase & Co. or under other intercompany agreements. As a result, we are dependent upon payments from JPMorgan

Chase & Co. to meet our obligations under the notes. We are not an operating subsidiary of JPMorgan Chase & Co. and in a

bankruptcy or resolution of JPMorgan Chase & Co. we are not expected to have sufficient resources to meet our obligations in

respect of the notes as they come due. If JPMorgan Chase & Co. does not make 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 Chase & Co., and that

guarantee will rank pari passu with all other unsecured and unsubordinated obligations of JPMorgan Chase & Co. For more

information, see “Risk Factors — Holders of securities issued by JPMorgan Financial may be subject to losses if JPMorgan Chase

& Co. were to enter into a resolution” in the accompanying prospectus supplement.

• THE APPRECIATION POTENTIAL OF THE NOTES IS LIMITED TO THE SUM OF ANY CONTINGENT INTEREST PAYMENTS

THAT MAY BE PAID OVER THE TERM OF THE NOTES,

regardless of any appreciation of any Fund, which may be significant. You will not participate in any appreciation of any Fund.

• YOU ARE EXPOSED TO THE RISK OF DECLINE IN THE PRICE OF ONE SHARE OF EACH FUND —

Payments on the notes are not linked to a basket composed of the Funds and are contingent upon the performance of each

individual Fund. Poor performance by any of the Funds over the term of the notes may result in the notes not being automatically

called on a Review Date, may negatively affect whether you will receive a Contingent Interest Payment on any Interest Payment

Date and your payment at maturity and will not be offset or mitigated by positive performance by any other Fund.

• YOUR PAYMENT AT MATURITY WILL BE DETERMINED BY THE LEAST PERFORMING FUND.

• THE AUTOMATIC CALL FEATURE MAY FORCE A POTENTIAL EARLY EXIT —

If your notes are automatically called, the term of the notes may be reduced to as short as approximately one month and you will

not receive any Contingent Interest Payments after the applicable Call Settlement Date. There is no guarantee that you would be

able to reinvest the proceeds from an investment in the notes at a comparable return and/or with a comparable interest rate for a

similar level of risk. Even in cases where the notes are called before maturity, you are not entitled to any fees and commissions

described on the front cover of this pricing supplement.

• YOU WILL NOT RECEIVE DIVIDENDS ON ANY FUND OR THE SECURITIES HELD BY ANY FUND OR HAVE ANY RIGHTS

WITH RESPECT TO ANY FUND OR THOSE SECURITIES.

• THE RISK OF THE CLOSING PRICE OF ONE SHARE OF A FUND FALLING BELOW ITS INTEREST BARRIER OR BUFFER

THRESHOLD IS GREATER IF THE PRICE OF ONE SHARE OF THAT FUND IS VOLATILE.

• WE MAY ACCELERATE YOUR NOTES IF AN ACCELERATION EVENT OCCURS —

Upon the announcement or occurrence of an acceleration event, we may, in our sole and absolute discretion, accelerate the

payment on your notes and pay you an amount determined by the calculation agent in good faith and in a commercially reasonable

manner by reference to the values of any fixed-income debt component and any derivatives underlying the economic terms of the

notes as of the date of the notice of acceleration. An acceleration event means a Fund is delisted, liquidated or otherwise

terminated and the calculation agent determines, in its sole discretion, that no successor fund is available. If the payment on your

notes is accelerated, your investment may result in a loss, and you may not be able to reinvest your money in a comparable

investment. Please see “The Underlyings — Funds — Discontinuation or Modification of a Fund” in the accompanying product

supplement for more information.

$\"\"$

PS-6 | Structured Investments

Auto Callable Contingent Interest Notes Linked to the Least Performing of

the State Street® Consumer Discretionary Select Sector SPDR® ETF, the

State Street® Utilities Select Sector SPDR® ETF and the iShares® Russell

2000 ETF

• LACK OF LIQUIDITY —

The notes will not be listed on any securities exchange. Accordingly, the price at which you may be able to trade your notes is

likely to depend on the price, if any, at which J.P. Morgan Securities LLC, which we refer to as JPMS, is willing to buy the notes.

You may not be able to sell your notes. The notes are not designed to be short-term trading instruments. Accordingly, you should

be able and willing to hold your notes to maturity.

Risks Relating to Conflicts of Interest

• POTENTIAL CONFLICTS —

We and our affiliates play a variety of roles in connection with the notes. In performing these duties, our and JPMorgan Chase &

Co.’s economic interests are potentially adverse to your interests as an investor in the notes. It is possible that hedging or trading

activities of ours or our affiliates in connection with the notes could result in substantial returns for us or our affiliates while the

value of the notes declines. Please refer to “Risk Factors — Risks Relating to Conflicts of Interest” in the accompanying product

supplement.

Risks Relating to the Estimated Value and Secondary Market Prices of the Notes

• THE ESTIMATED VALUE OF THE NOTES IS LOWER THAN THE ORIGINAL ISSUE PRICE (PRICE TO PUBLIC) OF THE

NOTES —

The estimated value of the notes is only an estimate determined by reference to several factors. The original issue price of the

notes exceeds the estimated value of the notes because costs associated with structuring and hedging the notes are included in

the original issue price of the notes. These costs include the projected profits, if any, that our affiliates expect to realize for

assuming risks inherent in hedging our obligations under the notes, the estimated cost of hedging our obligations under the notes

and the fees, if any, paid for third-party data analytics and/or electronic platform services. See “The Estimated Value of the Notes”

in this pricing supplement.

• THE ESTIMATED VALUE OF THE NOTES DOES NOT REPRESENT FUTURE VALUES OF THE NOTES AND MAY DIFFER

FROM OTHERS’ ESTIMATES —

See “The Estimated Value of the Notes” in this pricing supplement.

• THE ESTIMATED VALUE OF THE NOTES IS DERIVED BY REFERENCE TO AN INTERNAL FUNDING RATE —

The internal funding rate used in the determination of the estimated value of the notes may differ from the market-implied funding

rate for vanilla fixed income instruments of a similar maturity issued by JPMorgan Chase & Co. or its affiliates. Any difference may

be based on, among other things, our and our affiliates’ view of the funding value of the notes as well as the higher issuance,

operational and ongoing liability management costs of the notes in comparison to those costs for the conventional fixed income

instruments of JPMorgan Chase & Co. This internal funding rate is based on certain market inputs and assumptions, which may

prove to be incorrect, and is intended to approximate the prevailing market replacement funding rate 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 of 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 ON CUSTOMER ACCOUNT

STATEMENTS) MAY BE HIGHER THAN THE THEN-CURRENT ESTIMATED VALUE OF THE NOTES FOR A LIMITED TIME

PERIOD —

We 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 with any repurchases of your notes by JPMS in an amount that will decline to zero over an initial predetermined period.

See “Secondary Market Prices of the Notes” in this pricing supplement for additional information relating to this initial period.

Accordingly, the estimated value of your notes during this initial period may be lower than the value of the notes as published by

JPMS (and which may be shown on your customer account statements).

• SECONDARY MARKET PRICES OF THE NOTES WILL LIKELY BE LOWER THAN THE ORIGINAL ISSUE PRICE OF THE

NOTES —

Any secondary market prices of the notes will likely be lower than the original issue price of the notes because, among other

things, secondary market prices take into account our internal secondary market funding rates for structured debt issuances and,

also, because secondary market prices may exclude projected hedging profits, if any, estimated hedging costs and fees, if any,

paid for third-party data analytics and/or electronic platform services that are included in the original issue price of the notes. As a

result, the price, if any, at which JPMS will be willing to buy the notes from you in secondary market transactions, if at all, is likely to

$\"\"$

PS-7 | Structured Investments

Auto Callable Contingent Interest Notes Linked to the Least Performing of

the State Street® Consumer Discretionary Select Sector SPDR® ETF, the

State Street® Utilities Select Sector SPDR® ETF and the iShares® Russell

2000 ETF

be lower than the original issue price. Furthermore, if you sell your notes, you will likely be charged a commission for secondary

market transactions, or the price will likely reflect a dealer discount and/or fees for use of an electronic platform to facilitate

secondary market activity. Any sale by you prior to the Maturity Date could result in a substantial loss to you.

• SECONDARY MARKET PRICES OF THE NOTES WILL BE IMPACTED BY MANY ECONOMIC AND MARKET FACTORS —

The secondary market price of the notes during their term will be impacted by a number of economic and market factors, which

may either offset or magnify each other, aside from the projected hedging profits, if any, estimated hedging costs and the prices of

one share of the Funds. Additionally, independent pricing vendors and/or third party broker-dealers may publish a price for the

notes, which may also be reflected on customer account statements. This price 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 secondary market. See “Risk Factors — Risks

Relating to the Estimated Value and Secondary Market Prices of the Notes — Secondary market prices of the notes will be

impacted by many economic and market factors” in the accompanying product supplement.

Risks Relating to the Funds

• THERE ARE RISKS ASSOCIATED WITH THE FUNDS —

The Funds are subject to management risk, which is the risk that the investment strategies of the applicable Fund’s investment

adviser, the implementation of which is subject to a number of constraints, may not produce the intended results. These

constraints could adversely affect the market prices of the shares of the Funds and, consequently, the value of the notes.

• THE PERFORMANCE AND MARKET VALUE OF EACH FUND, PARTICULARLY DURING PERIODS OF MARKET

VOLATILITY, MAY NOT CORRELATE WITH THE PERFORMANCE OF THAT FUND’S UNDERLYING INDEX AS WELL AS

THE NET ASSET VALUE PER SHARE —

Each Fund does not fully replicate its Underlying Index (as defined under “The Funds” below) and may hold securities different

from those included in its Underlying Index. In addition, the performance of each Fund will reflect additional transaction costs and

fees that are not included in the calculation of its Underlying Index. All of these factors may lead to a lack of correlation between

the performance of each Fund and its Underlying Index. In addition, corporate actions with respect to the equity securities

underlying a Fund (such as mergers and spin-offs) may impact the variance between the performances of that Fund and its

Underlying Index. Finally, because the shares of each Fund are traded on a securities exchange and are subject to market supply

and investor demand, the market value of one share of each Fund may differ from the net asset value per share of that Fund.

During periods of market volatility, securities underlying each Fund may be unavailable in the secondary market, market

participants may be unable to calculate accurately the net asset value per share of that Fund and the liquidity of that Fund may be

adversely affected. This kind of market volatility may also disrupt the ability of market participants to create and redeem shares of

a Fund. Further, market volatility may adversely affect, sometimes materially, the prices at which market participants are willing to

buy and sell shares of a Fund. As a result, under these circumstances, the market value of shares of a Fund may vary

substantially from the net asset value per share of that Fund. For all of the foregoing reasons, the performance of each Fund may

not correlate with the performance of its Underlying Index as well as the net asset value per share of that Fund, which could

materially and adversely affect the value of the notes in the secondary market and/or reduce any payment on the notes.

• RISKS ASSOCIATED WITH THE CONSUMER DISCRETIONARY SECTOR WITH RESPECT TO THE STATE STREET®

CONSUMER DISCRETIONARY SELECT SECTOR SPDR® ETF —

All or substantially all of the equity securities held by the State Street® Consumer Discretionary Select Sector SPDR® ETF are

issued by companies whose primary line of business is directly associated with the consumer discretionary sector. As a result, the

value of the notes may be subject to greater volatility and be more adversely affected by a single economic, political or regulatory

occurrence affecting this sector than a different investment linked to securities of a more broadly diversified group of issuers. The

success of consumer product manufacturers and retailers is tied closely to the performance of the overall domestic and global

economy, interest rates, competition and consumer confidence. Success depends heavily on disposable household income and

consumer spending. Also, companies in the consumer discretionary sector may be subject to severe competition, which may have

an adverse impact on their respective profitability. Changes in demographics and consumer tastes can also affect the demand for,

and success of, consumer products and services in the marketplace. These factors could affect the consumer discretionary sector

and could affect the value of the equity securities held by the State Street® Consumer Discretionary Select Sector SPDR® ETF and

the price of the State Street® Consumer Discretionary Select Sector SPDR® ETF during the term of the notes, which may adversely

affect the value of your notes.

$\"\"$

PS-8 | Structured Investments

Auto Callable Contingent Interest Notes Linked to the Least Performing of

the State Street® Consumer Discretionary Select Sector SPDR® ETF, the

State Street® Utilities Select Sector SPDR® ETF and the iShares® Russell

2000 ETF

• RISKS ASSOCIATED WITH THE UTILITIES SECTOR WITH RESPECT TO THE STATE STREET® UTILITIES SELECT

SECTOR SPDR® ETF —

All or substantially all of the equity securities held by the State Street® Utilities Select Sector SPDR® ETF are issued by companies

whose primary line of business is directly associated with the utilities sector. As a result, the value of the notes may be subject to

greater volatility and be more adversely affected by a single economic, political or regulatory occurrence affecting this sector than a

different investment linked to securities of a more broadly diversified group of issuers. Utility companies are affected by supply and

demand, operating costs, government regulation, environmental factors, liabilities for environmental damage and general civil

liabilities and rate caps or rate changes. Although rate changes of a regulated utility usually fluctuate in approximate correlation

with financing costs, due to political and regulatory factors, rate changes ordinarily occur only following a delay after the changes in

financing costs. This factor will tend to favorably affect a regulated utility company’s earnings and dividends in times of decreasing

costs, but conversely, will tend to adversely affect earnings and dividends when costs are rising. The value of regulated utility

equity securities may tend to have an inverse relationship to the movement of interest rates. Certain utility companies have

experienced full or partial deregulation in recent years. These utility companies are frequently more similar to industrial companies

in that they are subject to greater competition and have been permitted by regulators to diversify outside of their original

geographic regions and their traditional lines of business. These opportunities may permit certain utility companies to earn more

than their traditional regulated rates of return. Some companies, however, may be forced to defend their core business and may

be less profitable. In addition, natural disasters, terrorist attacks, government intervention or other factors may render a utility

company’s equipment unusable or obsolete and negatively impact profitability. Among the risks that may affect utility companies

are the following: risks of increases in fuel and other operating costs; the high cost of borrowing to finance capital construction

during inflationary periods; restrictions on operations and increased costs and delays associated with compliance with

environmental and nuclear safety regulations; and the difficulties involved in obtaining natural gas for resale or fuel for generating

electricity at reasonable prices. Other risks include those related to the construction and operation of nuclear power plants, the

effects of energy conservation and the effects of regulatory changes. These factors could affect the utilities sector and could affect

the value of the equity securities held by the State Street® Utilities Select Sector SPDR® ETF and the price of the State Street®

Utilities Select Sector SPDR® ETF during the term of the notes, which may adversely affect the value of your notes.

• AN INVESTMENT IN THE NOTES IS SUBJECT TO RISKS ASSOCIATED WITH SMALL CAPITALIZATION STOCKS WITH

RESPECT TO THE iSHARES® RUSSELL 2000 ETF —

Small capitalization companies may be less able to withstand adverse economic, market, trade and competitive conditions relative

to larger companies. Small capitalization companies are less likely to pay dividends on their stocks, and the presence of a

dividend payment could be a factor that limits downward stock price pressure under adverse market conditions.

• THE ANTI-DILUTION PROTECTION FOR THE FUNDS IS LIMITED —

The calculation agent will make adjustments to the Share Adjustment Factor for each Fund for certain events affecting the shares

of that Fund. However, the calculation agent will not make an adjustment in response to all events that could affect the shares of

the Funds. If an event occurs that does not require the calculation agent to make an adjustment, the value of the notes may be

materially and adversely affected.

$\"\"$

PS-9 | Structured Investments

Auto Callable Contingent Interest Notes Linked to the Least Performing of

the State Street® Consumer Discretionary Select Sector SPDR® ETF, the

State Street® Utilities Select Sector SPDR® ETF and the iShares® Russell

2000 ETF

The Funds

The State Street® Consumer Discretionary Select Sector SPDR® ETF is an exchange-traded fund of the Select Sector SPDR® Trust, a

registered investment company, that seeks to provide investment results that, before expenses, correspond generally to the price and

yield performance of publicly traded equity securities of companies in the Consumer Discretionary Select Sector Index, which we refer

to as the Underlying Index with respect to the State Street® Consumer Discretionary Select Sector SPDR® ETF. The Consumer

Discretionary Select Sector Index is a capped modified market capitalization-weighted index that measures the performance of the

GICS® consumer discretionary sector of the S&P 500® Index, which currently includes companies in the following industries: automobile

components; automobiles; household durables; leisure products; textiles, apparel and luxury goods; hotels, restaurants and leisure;

diversified consumer services; distributors; broadline retail; and specialty retail. For additional information about the State Street®

Consumer Discretionary Select Sector SPDR® ETF, see “Fund Descriptions — The State Street® Select Sector SPDR® ETFs” in the

accompanying underlying supplement.

The State Street® Utilities Select Sector SPDR® ETF is an exchange-traded fund of the Select Sector SPDR® Trust, a registered

investment company, that seeks to provide investment results that, before expenses, correspond generally to the price and yield

performance of publicly traded equity securities of companies in the Utilities Select Sector Index, which we refer to as the Underlying

Index with respect to the State Street® Utilities Select Sector SPDR® ETF. The Utilities Select Sector Index is a capped modified

market capitalization-weighted index that measures the performance of the GICS® utilities sector of the S&P 500® Index, which

currently includes companies in the following industries: electric utilities; gas utilities; multi-utilities; water utilities; and independent

power and renewable electricity producers. For additional information about the State Street® Utilities Select Sector SPDR® ETF, see

“Fund Descriptions — The State Street® Select Sector SPDR® ETFs” in the accompanying underlying supplement.

The iShares® Russell 2000 ETF is an exchange-traded fund of iShares® Trust, a registered investment company, that seeks to track the

investment results, before fees and expenses, of an index composed of small-capitalization U.S. equities, which we refer to as the

Underlying Index with respect to the iShares® Russell 2000 ETF. The Underlying Index with respect to the iShares® Russell 2000 ETF

is currently the Russell 2000® Index. The Russell 2000® Index measures the capitalization-weighted price performance of 2,000 U.S.

small-capitalization stocks listed on eligible U.S. exchanges and is designed to track the performance of the small-capitalization

segment of the U.S. equity market. The companies included in the Russell 2000® Index are the middle 2,000 of the companies that

form the Russell 3000E™ Index, which is composed of the 4,000 largest U.S. companies as determined by total market capitalization

and represents approximately 99% of the U.S. equity market. For additional information about the iShares® Russell 2000 ETF, see

“Fund Descriptions — The iShares® ETFs” in the accompanying underlying supplement.

Historical Information

The following graphs set forth the historical performance of each Fund based on the weekly historical closing prices of one share of

each Fund from January 8, 2021 through September 25, 2026. The closing price of one share of the State Street® Consumer

Discretionary Select Sector SPDR® ETF on September 29, 2026 was $109.15. The closing price of one share of the State Street®

Utilities Select Sector SPDR® ETF on September 29, 2026 was $39.71. The closing price of one share of the iShares® Russell 2000

ETF on September 29, 2026 was $279.01. We obtained the closing prices above and below from the Bloomberg Professional® service

(“Bloomberg”), without independent verification. The closing prices above and below may have been adjusted by Bloomberg for actions

taken by the Funds, such as stock splits.

The historical closing prices of one share of each Fund should not be taken as an indication of future performance, and no assurance

can be given as to the closing price of one share of any Fund on any Review Date. There can be no assurance that the performance of

the Funds will result in the return of any of your principal amount or the payment of any interest.

$\"\"$

PS-10 | Structured Investments

Auto Callable Contingent Interest Notes Linked to the Least Performing of

the State Street® Consumer Discretionary Select Sector SPDR® ETF, the

State Street® Utilities Select Sector SPDR® ETF and the iShares® Russell

2000 ETF

$\"\"$

PS-11 | Structured Investments

Auto Callable Contingent Interest Notes Linked to the Least Performing of

the State Street® Consumer Discretionary Select Sector SPDR® ETF, the

State Street® Utilities Select Sector SPDR® ETF and the iShares® Russell

2000 ETF

Tax Treatment

You should review carefully the section entitled “United States Federal Taxation” in the accompanying prospectus supplement. In

determining our reporting responsibilities we intend to treat (i) the notes for U.S. federal income tax purposes as prepaid forward

contracts with associated contingent coupons and (ii) any Contingent Interest Payments as ordinary income, as described in the section

entitled “United States Federal Taxation — Tax Consequences to U.S. Holders — Program Securities Treated as Prepaid Financial

Contracts with Associated Coupons” in the accompanying prospectus supplement. Based on the advice of Davis Polk & Wardwell LLP,

our special tax counsel, we believe that this is a reasonable treatment, but that there are other reasonable treatments that the IRS or a

court may adopt, in which case the timing and character of any income or loss on the notes could be materially affected. In addition, in

2007 Treasury and the IRS released a notice requesting comments on the U.S. federal income tax treatment of “prepaid forward

contracts” and similar instruments. The notice focuses in particular on whether to require investors in these instruments to accrue

income over the term of their investment. It also asks for comments on a number of related topics, including the character of income or

loss with respect to these instruments and the relevance of factors such as the nature of the underlying property to which the

instruments are linked. While the notice requests comments on appropriate transition rules and effective dates, any Treasury

regulations or other guidance promulgated after consideration of these issues could materially affect the tax consequences of an

investment in the notes, possibly with retroactive effect. The discussions above and in the accompanying prospectus supplement do

not address the consequences to taxpayers subject to special tax accounting rules under Section 451(b) of the Code. You should

consult your tax adviser regarding the U.S. federal income tax consequences of an investment in the notes, including possible

alternative treatments and the issues presented by the notice described above.

Non-U.S. Holders — Tax Considerations. The U.S. federal income tax treatment of Contingent Interest Payments is uncertain, and

although we believe it is reasonable to take a position that Contingent Interest Payments are not subject to U.S. withholding tax (at least

if an applicable Form W-8 is provided), it is expected that withholding agents will (and we, if we are the withholding agent, intend to)

withhold on any Contingent Interest Payment paid to a Non-U.S. Holder generally at a rate of 30% or at a reduced rate specified by an

applicable income tax treaty under an “other income” or similar provision. We will not be required to pay any additional amounts with

respect to amounts withheld. In order to claim an exemption from, or a reduction in, the 30% withholding tax, a Non-U.S. Holder of the

notes must comply with certification requirements to establish that it is not a U.S. person and is eligible for such an exemption or

reduction under an applicable tax treaty. If you are a Non-U.S. Holder, you should consult your tax adviser regarding the tax treatment

of the notes, including the possibility of obtaining a refund of any withholding tax and the certification requirement described above.

Section 871(m) of the Code and Treasury regulations promulgated thereunder (“Section 871(m)”) generally impose a 30% withholding

tax (unless an income tax treaty applies) on dividend equivalents paid or deemed paid to Non-U.S. Holders with respect to certain

financial instruments linked to U.S. equities or indices that include U.S. equities. Section 871(m) provides certain exceptions to this

withholding regime, including for instruments linked to certain broad-based indices that meet requirements set forth in the applicable

Treasury regulations. Additionally, a 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 one with respect to underlying securities that could pay U.S.-source dividends for U.S. federal

income tax purposes (each an “Underlying Security”). Based on certain determinations made by us, our special tax counsel is of the

opinion that Section 871(m) should not apply to the notes with regard to Non-U.S. Holders. Our determination is not binding on the

IRS, and the IRS may disagree with this determination. Section 871(m) is complex and its application may depend on your particular

circumstances, including whether you enter into other transactions with respect to an Underlying Security. You should consult your tax

adviser regarding the potential application of Section 871(m) to the notes.

In the event of any withholding on the notes, we will not be required to pay any additional amounts with respect to amounts so withheld.

The Estimated Value of the Notes

The estimated value of the notes set forth on the cover of this pricing supplement is equal to the sum of the values of the following

hypothetical components: (1) a fixed-income debt component with the same maturity as the notes, valued using the internal funding

rate described below, and (2) the derivative or derivatives underlying the economic terms 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 in any secondary market (if any exists) at

any time. The internal funding rate used in the determination of the estimated value of the notes may differ from the market-implied

funding rate for vanilla fixed income instruments of a similar maturity issued by JPMorgan Chase & Co. or its affiliates. Any difference

may be based on, among other things, our and our affiliates’ view of the funding value of the notes as well as the higher issuance,

operational and ongoing liability management costs of the notes in comparison to those costs for the conventional fixed income

instruments of JPMorgan Chase & Co. This internal funding rate is based on certain market inputs and assumptions, which may prove

to be incorrect, and is intended to approximate the prevailing market replacement funding rate 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 of the notes and any secondary market

prices of the notes. For additional information, see “Selected Risk Considerations — Risks Relating to the Estimated Value and

$\"\"$

PS-12 | Structured Investments

Auto Callable Contingent Interest Notes Linked to the Least Performing of

the State Street® Consumer Discretionary Select Sector SPDR® ETF, the

State Street® Utilities Select Sector SPDR® ETF and the iShares® Russell

2000 ETF

Secondary Market Prices of the Notes — The Estimated Value of the Notes Is Derived by Reference to an Internal Funding Rate” in this

pricing supplement.

The value of the derivative or derivatives underlying the economic terms of the notes is derived from internal pricing models of our

affiliates. These models are dependent on inputs such as the traded market prices of comparable derivative instruments and on

various other inputs, some of which are market-observable, and which can include volatility, dividend rates, interest rates and other

factors, as well as assumptions about future market events and/or environments. Accordingly, the estimated value of the notes is

determined when the terms of the notes are set based on market conditions and other relevant factors and assumptions existing at that

time.

The estimated value of the notes does not represent future values of the notes and may differ from others’ estimates. Different pricing

models and assumptions could provide valuations for the notes that are greater than or less than the estimated value of the notes. In

addition, market conditions and other relevant factors in the future may change, and any assumptions may prove to be incorrect. On

future dates, the value of the notes could change significantly based on, among other things, changes in market conditions, our or

JPMorgan Chase & Co.’s creditworthiness, interest rate movements and other relevant factors, which may impact the price, if any, at

which JPMS would be willing to buy notes from you in secondary market transactions.

The estimated value of the notes is lower than the original issue price of the notes because costs associated with structuring and

hedging the notes are included in the original issue price of the notes. These costs include the projected profits, if any, that our

affiliates expect to realize for assuming risks inherent in hedging our obligations under the notes, the estimated cost of hedging our

obligations under the notes and the fees, if any, paid for third-party data analytics and/or electronic platform services. Because hedging

our obligations entails risk and may be influenced by 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. A portion of the profits, if any, realized in hedging our obligations under the notes may be

allowed to other affiliated or unaffiliated dealers, and we or one or more of our affiliates will retain any remaining hedging profits. See

“Selected Risk Considerations — Risks Relating to the Estimated Value and Secondary Market Prices of the Notes — The Estimated

Value of the Notes Is Lower Than the Original Issue Price (Price to Public) of the Notes” in this pricing supplement.

Secondary Market Prices of the Notes

For information about factors that will impact any secondary market prices of the notes, see “Risk Factors — Risks Relating to the

Estimated Value and Secondary Market Prices of the Notes — Secondary market prices of the notes will be impacted by many

economic and market factors” in the accompanying product supplement. In addition, we 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 with any repurchases of your notes by

JPMS in an amount that will decline to zero over an initial predetermined period. These costs can include projected hedging profits, if

any, and, in some circumstances, estimated hedging costs, our internal secondary market funding rates for structured debt issuances

and the fees paid for third-party data analytics and/or electronic platform services. This initial predetermined time period is intended to

be the shorter of six months and one-half of the stated term of the notes. The length of any such initial period reflects the structure of

the notes, whether our affiliates expect to earn a profit in connection with our hedging activities, the estimated costs of hedging the

notes and when these costs are incurred, as determined by our affiliates. See “Selected Risk Considerations — Risks Relating to the

Estimated Value and Secondary Market Prices of the Notes — The Value of the Notes as Published by JPMS (and Which May Be

Reflected on Customer Account Statements) May Be Higher Than the Then-Current Estimated Value of the Notes for a Limited Time

Period” in this pricing supplement.

Supplemental Use of Proceeds

The notes are offered to meet investor demand for products that reflect the risk-return profile and market exposure provided by the

notes. See “How the Notes Work” and “Hypothetical Payout Examples” in this pricing supplement for an illustration of the risk-return

profile of the notes and “The Funds” in this pricing supplement for a description of the market exposure provided by the notes.

The original issue price of the notes is equal to the estimated value of the notes plus (minus) the projected profits (losses) that our

affiliates expect to realize for assuming risks inherent in hedging our obligations under the notes, plus the estimated cost of hedging our

obligations under the notes, plus the fees, if any, paid for third-party data analytics and/or electronic platform services.

Validity of the Notes and the Guarantee

In the opinion of Davis Polk & Wardwell LLP, as special products counsel to JPMorgan Financial and JPMorgan Chase & Co., when the

notes offered by this pricing supplement have been issued by JPMorgan Financial pursuant to the indenture, the trustee and/or paying

agent has made, in accordance with the instructions from JPMorgan Financial, the appropriate entries or notations in its records relating

to the master global note that represents such notes (the “master note”), and such notes have been delivered against payment as

contemplated herein, such notes will be valid and binding obligations of JPMorgan Financial and the related guarantee will constitute a

$\"\"$

PS-13 | Structured Investments

Auto Callable Contingent Interest Notes Linked to the Least Performing of

the State Street® Consumer Discretionary Select Sector SPDR® ETF, the

State Street® Utilities Select Sector SPDR® ETF and the iShares® Russell

2000 ETF

valid and binding obligation of JPMorgan Chase & Co., enforceable in accordance with their terms, subject to applicable bankruptcy,

insolvency and similar laws affecting creditors’ rights generally, concepts of reasonableness and equitable principles of general

applicability (including, without limitation, concepts of good faith, fair dealing and the lack of bad faith), provided that such counsel

expresses no opinion as to (x)(i) the effect of fraudulent conveyance, fraudulent transfer or similar provision of applicable law on the

conclusions expressed above or (ii) any provision of the indenture that purports to avoid the effect of fraudulent conveyance, fraudulent

transfer or similar provision of applicable law by limiting the amount of JPMorgan Chase & Co.’s obligation under the related guarantee

or (y) the validity, legally binding effect or enforceability of any provision that permits holders to collect any portion of the stated principal

amount upon acceleration of the notes to the extent determined to constitute unearned interest. This opinion is given as of the date

hereof 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 Liability Company Act, except that such counsel expresses no opinion as to (i) any law, rule or regulation that is applicable to

JPMorgan Financial or JPMorgan Chase & Co., the indenture, the notes, the related guarantee (together with the indenture and the

notes, the “Documents”) or such transactions solely 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 affiliates due to the specific assets or business of such party or such affiliate or (ii) any law,

rule or regulation relating to national security. In addition, this opinion is subject to customary assumptions about the trustee’s

authorization, execution and delivery of the indenture and its authentication of the master note and the validity, binding nature and

enforceability of the indenture with respect to the trustee, all as stated in the letter of such counsel dated February 24, 2026, which was

filed as an exhibit to the Registration Statement on Form S-3 by JPMorgan Financial and JPMorgan Chase & Co. on February 24,

2026.

Additional Terms Specific to the Notes

You should read this pricing supplement together with the accompanying prospectus, as supplemented by the accompanying

prospectus supplement relating to our Series A medium-term notes of which these notes are a part, and the more detailed information

contained in the accompanying product supplement and the accompanying underlying supplement. This pricing supplement, together

with the documents listed below, contains the terms of the notes and supersedes all other prior or contemporaneous oral statements as

well as any other written materials including preliminary or indicative pricing terms, correspondence, trade ideas, structures for

implementation, sample structures, fact sheets, brochures or other educational materials of ours. You should carefully consider, among

other things, the matters set forth in the “Risk Factors” sections of the accompanying prospectus supplement and the accompanying

product supplement, as the notes involve risks not associated with conventional debt securities. We urge you to consult your

investment, legal, tax, accounting and other advisers before you invest in the notes.

You may access these documents on the SEC website at www.sec.gov as 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:

http://www.sec.gov/Archives/edgar/data/19617/000121390026045198/ea0285802-20_424b2.pdf

• Underlying supplement no. 1-I dated April 17, 2026:

http://www.sec.gov/Archives/edgar/data/19617/000121390026045209/ea0285802-11_424b2.pdf

• Prospectus supplement and prospectus, each dated April 17, 2026:

http://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 JPMorgan Chase & Co.’s CIK is 19617. As used in this pricing

supplement, “we,” “us” and “our” refer to JPMorgan Financial.

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